Core Viewpoint - The company ST Luton (300555.SZ) is experiencing a significant power struggle between shareholders and the board of directors, highlighted by the recent dismissal of key executives and the appointment of a new chairman, which has led to conflicting claims regarding the legality of the shareholder meeting and its resolutions [4][5][6]. Group 1: Board Restructuring - The original chairman Qiu Jingwei and vice president Fu Xinyue were removed from their positions by a high vote at the temporary shareholder meeting, with approximately 1.06 billion shares (87.18% of valid voting rights) supporting their dismissal [6][24]. - Tan Wenshu was elected as a non-independent director and subsequently appointed as the new chairman of the board [2][6]. - The board also saw the removal of three senior executives, including the general manager Gu Zhonghui, with Yu Tao appointed as the new general manager [6][8]. Group 2: Shareholder Dispute - Following the shareholder meeting, ST Luton issued a statement condemning the actions of certain shareholders who allegedly held an illegal temporary meeting, asserting that the resolutions made were not legally valid [4][9]. - The original management team claims that the meeting was improperly convened and that the company had already announced a postponement of the meeting [12][9]. - The conflict has escalated into a public dispute, with the board asserting the legality of the shareholder meeting and its resolutions [4][12]. Group 3: Background and Financial Performance - The power struggle began when Wu Shichun became the largest shareholder after acquiring a 7.44% stake for 150 million yuan, leading to multiple attempts to reorganize the board that were met with resistance [18][20]. - ST Luton has faced financial difficulties, reporting continuous losses over the past four years, with a net profit loss of 36.27 million yuan in the first three quarters of the current year, a 1.25% increase in losses year-on-year [24][25]. - The company has been under risk warning since February 1, 2023, due to non-operational fund occupation by its actual controller and related parties [24].

Core Points - ST Luton (300555) announced that the resolutions from the second extraordinary general meeting of shareholders in 2025 are considered legal and valid despite media reports suggesting otherwise [1][2] - The company experienced a disruption during the meeting on November 7, where the former chairman, Qiu Jingwei, attempted to cancel the meeting without justification, leading to a reorganization of the meeting order [2] - The company reported that the meeting was attended by 20 shareholders representing 30.0059 million shares, which is 15.0029% of the total share capital [2] - Following the meeting, Qiu Jingwei and another director, Fu Xinyue, were dismissed, and Tan Wenshu was elected as a non-independent director, with multiple management changes occurring [3] - The company condemned the actions of certain shareholders who held an unauthorized meeting, stating it violated relevant laws and regulations [4] Financial Performance - ST Luton has faced declining revenue for two consecutive years, with a continuous loss in net profit attributable to shareholders for six years, showing an increasing trend in losses [5] - From 2019 to 2024, the company's net profit attributable to shareholders (excluding non-recurring gains and losses) was -0.8941 million, -5.435 million, -27.07 million, -24.20 million, -44.40 million, and -61.45 million respectively [5] - In the first three quarters of this year, the company reported total operating revenue of 62.919 million, a year-on-year decrease of 26.68%, with a net loss of 36.2691 million, slightly improved from a loss of 36.7263 million in the same period last year [5]

Core Viewpoint - ST Luton (300555) has received multiple inquiries from the Shenzhen Stock Exchange regarding its governance and financial issues, indicating ongoing concerns about the company's operations and management [1][3]. Group 1: Company Governance Issues - Since June 2023, ST Luton has received four inquiries from the Shenzhen Stock Exchange, highlighting persistent governance concerns [1]. - The company has been involved in a control struggle, with legal actions initiated against shareholders regarding voting rights and board elections [4]. - The board has not yet issued a notice for a temporary shareholders' meeting to address the dismissal of two directors, raising questions about compliance with regulations [3]. Group 2: Financial Performance - ST Luton's revenue has declined for two consecutive years, with a reported revenue of 42.76 million yuan in the first half of 2025, down 25.88% year-on-year [5]. - The company has experienced continuous losses, with a non-recurring net profit loss of 61.45 million yuan in 2024, marking a trend of increasing losses over the past six years [4]. - As of September 30, 2023, the company reported that its actual controller and related parties had returned 147.11 million yuan of misappropriated funds, with 8.69 million yuan still outstanding [3].

Core Viewpoint - ST Luton (300555) is embroiled in a legal battle with major shareholder Wu Shichun over control rights, involving disputes over voting rights and corporate governance [1][3] Group 1: Legal Proceedings - ST Luton has filed two lawsuits: one to restrict Wu Shichun and related parties from exercising voting rights on illegally acquired shares, and another seeking compensation of 2.5 million yuan for "illegal proposals to re-elect the board" and "improper information disclosure" [1][6] - The first lawsuit focuses on the compliance of shareholder equity changes with disclosure regulations, particularly regarding Wu Shichun's acquisition of 7.44% of shares through judicial auction and subsequent market purchases without proper disclosure [4][8] - The second lawsuit addresses corporate governance issues, highlighting failed attempts by Wu Shichun to convene a temporary shareholders' meeting to remove three non-independent directors [5][6] Group 2: Shareholder Actions - Wu Shichun has been increasing his stake in ST Luton through various means, including judicial auctions and secondary market purchases, aiming to reorganize the board with the support of other shareholders [3][4] - The company claims that Wu Shichun's actions, including undisclosed share acquisitions and attempts to influence board decisions, violate securities laws and regulations [5][8] - ST Luton has requested the court to rule that Wu Shichun and six defendants cannot exercise voting rights on 3.87% of shares for 36 months due to illegal acquisitions [7][8]