中小企业私募债券
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“空壳公司”发行1亿元私募债案,终审判决落地
Zhong Guo Ji Jin Bao· 2025-10-23 22:32
Core Viewpoint - The final judgment regarding a dispute caused by the illegal issuance of private bonds by a "shell company" has been reached, with Zhongshan Securities bearing joint liability for compensation within a 30% range alongside Beiji Haotian [1] Group 1: Case Background - The dispute originated from a private bond issuance in March 2013, where Beiji Haotian, a company with no actual operations and zero tax payments, fraudulently obtained approval from the Shanghai Stock Exchange to issue private bonds worth 100 million yuan, with Zhongshan Securities as the underwriter [4] - In 2018, after Beiji Haotian defaulted on the bonds, Zhongjin Innovation, as an investor, sued Beiji Haotian and Zhongshan Securities for securities fraud [4] - The initial ruling in 2021 ordered Beiji Haotian to compensate Zhongjin Innovation 32.94 million yuan for losses, with Zhongshan Securities held jointly liable [4] Group 2: Legal Proceedings - The second-instance court reversed the initial ruling, dismissing Zhongjin Innovation's claims and allowing Zhongshan Securities to reverse a provision of 52.3755 million yuan, thus exempting them from joint liability [5] - Zhongjin Innovation applied for a retrial, leading to a final judgment that included five key points, confirming a 27 million yuan debt owed by Beiji Haotian and establishing Zhongshan Securities' joint liability for 30% of the compensation [5] Group 3: Industry Implications - The case raises questions about the responsibilities of underwriting firms in fraudulent bond issuances, highlighting the potential for joint liability for intermediary institutions [6] - The "Wuyang Bond Case" serves as a precedent, where intermediary institutions were also held liable for investor losses, emphasizing the need for diligence and accountability among underwriters [6][7] - Legal experts suggest that investors should be cautious when investing in such bonds due to the complexities involved in understanding the underlying assets and the lengthy process of seeking redress after defaults [7]
“空壳公司”发行1亿元私募债案,终审判决落地!
Zhong Guo Ji Jin Bao· 2025-10-23 15:28
Core Viewpoint - Zhongshan Securities is held jointly liable for 30% of the compensation alongside Beiji Haotian in a securities fraud case stemming from the issuance of private bonds by a shell company [2][8]. Group 1: Case Background - The dispute originated from a private bond issuance in March 2013, where Beiji Haotian, a company with no actual operations and zero tax payments, fraudulently obtained approval from the Shanghai Stock Exchange to issue 100 million yuan in private bonds, with Zhongshan Securities acting as the underwriter [7]. - In 2018, after the bonds defaulted, the investor Zhongjin Innovation sued Beiji Haotian and Zhongshan Securities for securities fraud, leading to a lengthy legal process [7]. Group 2: Legal Proceedings - The first-instance judgment in 2021 ordered Beiji Haotian to compensate Zhongjin Innovation 32.94 million yuan for losses, with Zhongshan Securities held jointly liable for the compensation [7]. - Zhongshan Securities appealed the decision, and the second-instance court initially dismissed Zhongjin Innovation's claims, allowing Zhongshan Securities to reverse a provision of 52.3755 million yuan, thus exempting them from joint liability [8]. Group 3: Final Judgment - The Supreme People's Court's final ruling included five key points: cancellation of the previous judgment, confirmation of Zhongjin Innovation's 27 million yuan claim against Beiji Haotian, joint liability of specific individuals for the debt, and Zhongshan Securities' 30% joint liability with Beiji Haotian [8]. - The announcement also revealed that Zhongshan Securities and its parent company had been involved in litigation and arbitration cases totaling approximately 53.2184 million yuan over the past 12 months [8]. Group 4: Industry Implications - The case raises questions about the responsibilities of intermediary institutions in securities fraud, highlighting that they may also face joint liability if they fail to perform due diligence [10]. - The precedent set by this case, along with the notable "Wuyang Bond Case," emphasizes the need for intermediaries to provide independent and accurate information to investors, as misleading reports can lead to significant investor losses [10].
“空壳公司”发行1亿元私募债案,终审判决落地!
中国基金报· 2025-10-23 15:25
Core Viewpoint - The final judgment regarding the securities fraud liability dispute involving Zhongshan Securities and Beiji Haotian has been reached, with Zhongshan Securities bearing joint compensation responsibility within a 30% range [2][6]. Group 1: Case Background - The dispute originated from a private bond issuance in March 2013, where Beiji Haotian, a shell company with no actual operations, fraudulently obtained approval to issue a private bond of 100 million yuan, with Zhongshan Securities as the underwriter [6]. - In 2018, Zhongjin Innovation, an investor affected by the bond default, sued Beiji Haotian and Zhongshan Securities for securities fraud, leading to a complex legal process [6][7]. Group 2: Legal Proceedings - The first-instance judgment in 2021 ordered Beiji Haotian to compensate Zhongjin Innovation 32.94 million yuan for default losses, with Zhongshan Securities held jointly liable [6][7]. - The second-instance court reversed the decision, dismissing Zhongjin Innovation's claims and allowing Zhongshan Securities to reverse a provision of 52.3755 million yuan, effectively relieving it of joint liability [6][7]. Group 3: Final Judgment - The Supreme People's Court's final ruling included five key points: cancellation of the previous judgment, confirmation of Zhongjin Innovation's 27 million yuan claim against Beiji Haotian, joint liability of specific individuals for the debt, and Zhongshan Securities' 30% joint liability with Beiji Haotian [7]. - The total amount involved in ongoing litigation and arbitration for Zhongshan Securities and its subsidiaries over the past 12 months is approximately 53.2184 million yuan [7]. Group 4: Implications for Intermediaries - The case raises questions about the liability of underwriting firms in fraudulent bond issuances, similar to the notable "Wuyang Bond Case," where intermediaries were also held liable [8][9]. - Legal experts emphasize the importance of due diligence by intermediaries, as failure to provide accurate reports can mislead investors and result in direct losses [10].
中山证券涉私募债欺诈案终审落槌:30%连带责任定音,八年诉讼纠葛终落幕
Mei Ri Jing Ji Xin Wen· 2025-10-23 14:57
Core Viewpoint - The final ruling by the Jiangsu High Court significantly reduces Zhongshan Securities' liability in a long-standing legal dispute regarding a private bond issue, shifting from a 100% joint liability to 30% for a debt of 27 million yuan owed by Beiji Haotian Technology [1][2][3] Summary by Sections Legal Proceedings - The case began in July 2017 when Zhongjin Innovation filed a lawsuit against Zhongshan Securities and Beiji Haotian over a fraudulent bond issuance dating back to 2013 [2][5] - The initial ruling in March 2021 by the Nanjing Intermediate Court imposed a full joint liability on Zhongshan Securities for the debt, which was a significant financial blow [2][3] - In May 2022, the Jiangsu High Court overturned the previous ruling and dismissed Zhongjin Innovation's claims, temporarily relieving Zhongshan Securities from liability [3][4] - The Supreme People's Court intervened in June 2023, ordering a retrial, which led to the recent final judgment by the Jiangsu High Court [3][4] Financial Implications - The final judgment requires Zhongshan Securities to bear 30% of the 27 million yuan debt, significantly less than the initial full liability [1][2] - The case highlights the financial risks associated with underwriting and the importance of due diligence in bond issuance [5][6] Background of the Case - The dispute originated from a private bond issuance by Beiji Haotian in 2013, where serious misrepresentations were made in the offering documents [4][5] - The bond, which was supposed to raise up to 100 million yuan, only managed to collect 27 million yuan due to these misstatements [4][5] - The bond defaulted in September 2016, leading to the legal actions initiated by Zhongjin Innovation, who acquired the debt shortly before the default [5][6]
为满足债券发行要求,他们打造虚增10亿元营收的“纸上帝国”
Sou Hu Cai Jing· 2025-04-30 22:06
Core Viewpoint - The article highlights a case of financial fraud involving a company that inflated its revenue and net profit by over 1 billion yuan to meet bond issuance requirements, ultimately leading to a 1.5 billion yuan investment default [1][3]. Group 1: Company Actions - The company, facing operational difficulties, sought to raise funds through private bond issuance by falsifying financial statements, resulting in inflated reported revenue of 10.56 billion yuan and net profit of 1.45 billion yuan [2][3]. - The fraudulent activities included altering accounting records and creating false tax declarations, with the involvement of various intermediaries, including accountants who knowingly participated in the deception [2][9]. Group 2: Intermediary Responsibilities - The auditing firm failed to perform due diligence, as the responsible accountant issued an audit report without verifying original documents, contributing to the issuance of bonds under false pretenses [9][10]. - The case revealed systemic issues within intermediary organizations, highlighting their role as "gatekeepers" that failed to uphold their responsibilities, thus facilitating the fraud [9][15]. Group 3: Legal and Regulatory Implications - The case led to significant legal actions against the company and its executives, with penalties including prison sentences and fines for those involved in the fraud [12]. - The incident prompted regulatory bodies to enhance oversight of intermediary institutions, emphasizing the need for improved internal controls and ethical standards within the auditing profession [14][15].