Core Viewpoint - The case marks the first instance in China where a listed company's executives were held accountable for failing to fulfill public commitments, leading to a significant legal precedent in securities law [2][3]. Summary by Sections Case Background - The case involves Shanghai Jinmota Chemical Co., Ltd. and its executives who failed to fulfill a public commitment to purchase shares worth at least 300 million yuan within a specified timeframe [2]. - The commitment was made on June 15, 2021, but the executives did not make any purchases by the end of the extended deadline on September 30, 2022 [2][3]. Legal Proceedings - The Shanghai Financial Court ruled that the executives, Yuan and Luo, must compensate the plaintiffs, Liu and Zheng, for their investment losses totaling 506,100 yuan and 277,400 yuan, respectively [3]. - This ruling is based on Article 84 of the new Securities Law, which establishes civil liability for failing to fulfill public commitments that result in investor losses [3][5]. Implications of the Ruling - The court's decision is seen as a significant step in enhancing investor confidence and promoting orderly capital market operations [3]. - The ruling emphasizes that public commitments made by executives can have a substantial impact on stock prices and investor decisions, thus holding them accountable for misleading information [4][5]. Defendants' Arguments - The defendants argued that they had communicated their inability to fulfill the commitment due to funding difficulties and that the stock price decline was due to broader market conditions [4]. - However, the court found their defense unconvincing, noting that they had not made genuine efforts to secure the necessary funds for the share purchase [5]. Conclusion of the Case - Following the ruling, the defendants expressed willingness to comply with the court's decision and indicated a preference for mediation to resolve claims from other investors [5].

Core Viewpoint - Guorui Technology (300600) is undergoing significant changes, including a planned share reduction by a major shareholder and recent financial challenges, which may impact its future performance and investor sentiment [1][2][3][4] Shareholder Actions - Major shareholder Gong Ruiliang plans to reduce his stake by up to 8.83 million shares, representing 3% of the total share capital, within three months starting from June 27, 2025 [1] - The reduction will occur through centralized bidding and block trading, with a limit of 1% through centralized bidding and 2% through block trading [1] - The reason for the reduction is to meet performance commitment compensation and funding needs [1] Regulatory and Legal Issues - The company received an administrative penalty from the China Securities Regulatory Commission (CSRC) for participating in a false self-circulation business, leading to a change in its stock designation from "Guorui Technology" to "ST Ruike" [2] - The company has corrected prior accounting errors and adjusted financial statements for 2020 to 2023 [2] - There are ongoing investor lawsuits related to securities false statements, with five cases filed totaling approximately 825,063.2 yuan, and the company has estimated potential compensation losses of 7.76 million yuan [3] Financial Performance - In 2024, Guorui Technology reported revenue of 278 million yuan, a year-on-year increase of 41.49%, but still posted a net loss of 38 million yuan, a decrease of 64.56% compared to the previous year [4] - For Q1 2025, the company achieved total revenue of 56.28 million yuan, a 5.30% increase year-on-year, but incurred a net loss of 4.56 million yuan, compared to a profit of 0.07 million yuan in the same period last year [4] - The company continues to face significant challenges in profitability, with net profits remaining negative for several consecutive years [4]

【导读】中国化学（601117）孙公司涉康得新证券虚假陈述责任纠纷诉讼 5月15日，中国化学工程股份有限公司（以下简称中国化学）发布公告称，孙公司中国化学赛鼎宁波工程有限公司（以下简称赛鼎 宁波）近日收到江苏省苏州市中级人民法院送达的《应诉通知书》，获悉赛鼎宁波涉及浙江中泰创赢资产管理有限公司（以下简称 中泰创赢）起诉康得新复合材料集团股份有限公司（以下简称康得新）证券虚假陈述责任纠纷诉讼。 中国化学表示，经初步核实，赛鼎宁波不存在明知康得新实施财务造假而依然配合的情形。 公告显示，中国化学孙公司赛鼎宁波近日收到江苏省苏州市中级人民法院送达的《应诉通知书》。 原告中泰创赢称，其于2016年11月起持续投资购买康得新股票，截至2021年5月减持完毕，上述投资发生损失。原告中泰创赢请求 法院判令被告一（康得新）支付因其虚假陈述造成的投资差额损失约51.47亿元，投资差额损失部分的佣金约154.42万元，印花税约 514.73万元。另有十位其他被告。 赛鼎宁波是共同被告中的第七被告。原告中泰创赢称，除被告一外，赛鼎宁波等十位被告在本案中对原告应承担的给付义务承担连 带赔偿责任。 截至5月15日收盘，中国化学股价报8 ...

Core Viewpoint - China Chemical (601117.SH) announced that its subsidiary, China Chemical Sading Ningbo Engineering Co., Ltd., is involved in a lawsuit concerning securities fraud against Kangde Xin Composite Materials Group Co., Ltd. [1][3] Group 1: Lawsuit Details - Zhejiang Zhongtai Chuangying Asset Management Co., Ltd. claims investment losses of 5.147 billion yuan due to Kangde Xin's false statements from 2016 to 2021 and seeks compensation, including related commissions and taxes [3] - Sading Ningbo is listed as the seventh defendant in the lawsuit, primarily due to previous business dealings with Kangde Xin, but the company asserts it did not knowingly assist in any fraudulent activities [3][4] - The case involves eleven defendants, and China Chemical preliminarily assesses that it will not materially impact current or future profits [3][4] Group 2: Background on Kangde Xin - Kangde Xin was listed in July 2010 and specializes in the research and consulting of polymer composite materials and functional film materials [4] - The company was forced to delist in 2021 after it was found to have fabricated over 10 billion yuan in profits [4] - Zhejiang Zhongtai Chuangying became the second-largest shareholder of Kangde Xin after signing a strategic cooperation agreement in 2016, which was terminated in 2018 [4]

Group 1 - The core issue involves Langyuan Co., Ltd. being penalized by the China Securities Regulatory Commission for financial misconduct, specifically for inflating revenue, costs, and profits through fictitious contracts in 2019 [1] - The inflated figures included an increase in revenue by 52.51 million yuan, costs by 34.94 million yuan, and total profit by 18.17 million yuan, representing 9.03%, 7.94%, and 43.02% of the respective reported figures [1] - A subsequent correction announcement in September 2020 still reflected inflated figures, with adjusted revenue, costs, and profits remaining overstated by 37.88 million yuan, 27.23 million yuan, and 11.25 million yuan, which accounted for 6.68%, 6.17%, and 26.91% of the respective reported figures [1] Group 2 - On the same day the administrative penalty was announced, a board member of Langyuan submitted a resignation letter, stepping down from his positions as director, vice chairman, and member of the remuneration and assessment committee [2] - A lawsuit has been initiated regarding the false statements made by Langyuan, with ongoing proceedings aimed at compensating affected shareholders [3] - Shareholders who purchased shares between April 25, 2018, and April 25, 2023, or between April 30, 2020, and September 12, 2024, may be eligible to file for compensation [3]

Group 1 - The core viewpoint emphasizes the importance of protecting the legal rights of small and medium investors as a foundation for the sustainable and healthy development of the capital market [1] - The current legal framework for protecting small and medium investors is expected to become more robust and effective [1] Group 2 - Small and medium investors are at a disadvantage in terms of investment experience, information access, and analytical skills, making them vulnerable to violations such as false statements, insider trading, and market manipulation [2] - From March 2021 to March 2025, the Beijing Financial Court accepted 9,101 cases of securities fraud liability disputes, with 9,077 cases (99.7%) related to securities false statement liability [2] Group 3 - The legal system for false statement civil lawsuits is more developed, leading to a higher number of lawsuits related to false statements compared to other violations [3] - Investors can also seek compensation for losses caused by insider trading and market manipulation under the Securities Law [3] Group 4 - The Supreme People's Court's new regulations have removed the pre-litigation procedures for false statement civil lawsuits, allowing investors to file lawsuits without waiting for administrative or criminal penalties [4] - The main challenge in these cases lies in the burden of proof, particularly in establishing causation and loss [4] Group 5 - The introduction of the new regulations is expected to ease the burden of proof for investors, but it will take time for the system to fully implement these changes [5] - Future improvements in the litigation process and better communication between lawyers, courts, and regulatory bodies are anticipated [5] Group 6 - The new Securities Law has established mechanisms for representative lawsuits and special representative lawsuits to address collective disputes among investors [6] - The Beijing Financial Court is exploring an innovative "dual-track dual-platform" mechanism for resolving collective disputes, combining representative lawsuits with demonstration judgment mechanisms [6] Group 7 - Both representative lawsuits and demonstration judgments can enhance trial efficiency and reduce the cost of rights protection for investors [7] - The Supreme Court and the Securities Regulatory Commission have established a diversified dispute resolution mechanism to provide alternatives to litigation for investors [7] Group 8 - In false statement liability disputes, accurately identifying the responsible parties is crucial for protecting investors' rights and increasing the cost of violations [8] - The determination of civil liability among various defendants, including issuers and intermediaries, is a key focus in these cases [8] Group 9 - Recent judicial practices have introduced proportional joint liability to determine the responsibility of intermediary institutions in false statement cases [9] - This approach considers the subjective fault of the intermediary and the causal relationship between their negligence and the resulting damages [9] Group 10 - There is often a discrepancy between the amount compensated and the actual losses incurred by investors, which can be confusing [10] - The court determines compensation based on the actual losses incurred due to false statements, which may not cover all losses experienced by the investor [10] Group 11 - The legal basis for claims related to securities false statements is tort liability, which requires precise determination of damages and causation [11] Group 12 - The increase in civil compensation cases related to market manipulation and insider trading highlights the need for judicial interpretations in these areas [12] - The current Securities Law includes provisions for civil liability related to insider trading and market manipulation, but remains somewhat general [12] Group 13 - There is ongoing academic debate regarding the necessity of judicial interpretations for civil compensation related to insider trading and market manipulation [13] - Establishing a clear framework for civil liability in these cases is essential for ensuring investor compensation [13]

Core Viewpoint - Multiple securities firms have disclosed significant litigation matters in their 2024 annual reports, highlighting risks in areas such as securities misrepresentation, stock pledge repurchase, and margin financing disputes, which reflect the risk points in the development of brokerage businesses [1] Group 1: Securities Misrepresentation - Securities misrepresentation has emerged as a major risk point leading to lawsuits against brokerage firms, where investors seek compensation from brokers for losses incurred due to the fraudulent actions of listed companies [1] - In December 2024, individual investors filed lawsuits against Meishang Ecological Landscape Co., Ltd. and Jintongling Technology Group Co., Ltd., along with five brokerage firms, demanding joint compensation for securities misrepresentation [1] - Jintongling has reported inflated or deflated profit figures from 2017 to 2022, with discrepancies reaching as high as 5774.38% in one year, leading to false disclosures in annual reports [3] Group 2: Brokerage Responses - Brokerages such as Everbright Securities and GF Securities have indicated uncertainty regarding the final amount involved in the lawsuits due to the special representative litigation procedure, making it difficult to assess the impact on current or future profits [2] Group 3: Stock Pledge Repurchase Disputes - In addition to securities misrepresentation, several brokerages are embroiled in disputes related to stock pledge repurchase transactions, with Oriental Securities reporting a default involving a principal repayment of 653 million yuan [7] - Guohai Securities has also disclosed multiple stock pledge repurchase disputes, with asset impairment provisions impacting their net profits significantly, including a reduction of 55.08 million yuan in one instance [7][8] Group 4: Legal Responsibilities of Intermediaries - The legal framework imposes joint liability on brokers when securities misrepresentation occurs, allowing investors to sue both the issuer and the broker, which has led to an increase in such cases since the 2022 judicial interpretation [5] - Legal experts emphasize that investors rely on brokers for due diligence, and if brokers fail to fulfill their duties, they may be liable for investor losses [6]

金力泰 系深圳证券交易所A股上市公司。2021年6月15日， 金力泰 发布公告，称公司 董事兼总裁 袁某、控股子公司总经理罗某 计划在6个月内增持 金力泰 股份，增持金额合计不低于3亿元。后 金力泰 两次发布公告，称袁某、罗某上述增持承诺履行期限分别延期至2022年6月15日、9月30 日。 2022年9月30日盘后， 金力泰 公告称袁某、罗某未能在延期期间完成增持计划 。同年10月 20日，中国证券监督管理委员会上海监管局对袁某、罗某采取出具警示函的行政监管措施。同年 12月21日，深圳证券交易所作出《关于对袁某、罗某给予公开谴责处分的决定》。 据上海法治报，该上市公司为上海金力泰化工（以下简称"金力泰"）。 该案是2019年修订《中华人民共和国证券法》以来， 全国首例因上市公司董监高（上市公司董 事、监事和高级管理人员的简称）未履行公开增持承诺引发的证券侵权纠纷案件 。 本案采用示范 判决机制进行审理。 来源|每日经济新闻 据" 上海金融法院 "微信公号，4月25日，上海金融法院公开宣判原告刘某某、郑某某诉被告上海 金某泰化工股份有限公司、袁某、罗某证券虚假陈述责任纠纷一案。 其次，就本案诉争的公开增持承 ...

该案是2019年修订《中华人民共和国证券法》以来，全国首例因上市公司董监高（上市公司董事、监事 和高级管理人员的简称）未履行公开增持承诺引发的证券侵权纠纷案件。据悉，本案采用示范判决机制 进行审理。 登录新浪财经APP 搜索【信披】查看更多考评等级 董监高违反公开承诺，被判赔偿！ 4月25日，上海金融法院公开宣判原告刘某某、郑某某诉被告上海金某泰化工股份有限公司（以下简 称"金某泰"）、袁某、罗某证券虚假陈述责任纠纷一案。 证券时报记者在现场获悉，上海金融法院一审判令被告袁某、罗某共同赔偿原告刘某某投资损失50.61 万元，共同赔偿原告郑某某投资损失27.74万元。 被告郑某某的代理律师、上海邦信阳律师事务所专职律师刘博接受证券时报记者采访时表示，该案是新 证券法第八十四条的首次司法适用，"此次司法层面的破冰，激活该条款，有利于提振投资者信心以及 推动资本市场有序运行"。 新证券法第八十四条第二款规定，发行人及其控股股东、实际控制人、董事、监事、高级管理人员等作 出公开承诺的，应当披露；不履行承诺给投资者造成损失的，应当依法承担赔偿责任。该条规定首次从 法律层面明确了违反公开承诺的民事赔偿责任。 是否存在主观 ...