La Chabel: What Can Xing Jiaxing Do If Duan Xuefeng Is Dismissed

As the founder and actual controller of the company, Xing Jiaxing can only do something in a hurry.

Duan Xuefeng, the chairman of the board of directors who supported him on his own, failed to turn the tide. He asked for a general meeting of shareholders to be removed. Without response from the board of directors and the board of supervisors, Xing Jiaxing could only use the shareholders' rights to call the general meeting of shareholders.

There is not much time left for lashabel. What can Xing Jiaxing do when Duan Xuefeng is dismissed? Request for the removal of the chairman

Xing Jiaxing is the founder and actual controller of La chapel, holding 142 million shares of the company alone, accounting for 25.91% of the total share capital, and Shanghai Hexia, the person acting in concert, holds 34.16% of the shares in total.

Seeing that the great ship La charbelle (603157. SH) was about to sink, Xing Jiaxing knew that he could not wait to die, and could not place all his hopes on others.

According to the provisions of the company law, the articles of association and other laws, regulations and systems, Xing Jiaxing applied to the board of directors and the board of supervisors of the company for holding an interim general meeting of shareholders on November 27 and December 8, respectively, and proposed to remove Duan Xuefeng from the post of Director (Chairman). However, no response was received within the specified time limit.

In May this year, Xing Jiaxing lost the election of the Fourth Board of directors of the company. He had no senior management position in the company, only the status of controlling shareholder.

Duan Xuefeng was nominated by Xing Jiaxing as the director candidate of the Fourth Board of directors and was elected as the chairman of the board of directors.

This time, Xing Jiaxing proposed to hold a general meeting of shareholders to remove Duan Xuefeng, but the company did not respond to it, which was very strange. Judging from the composition of the board of directors and the board of supervisors of the company, most of them are old people who have been working with Xing Jiaxing for many years.

What is more strange is that the company did not respond to the legitimate request of shareholders for holding the general meeting of shareholders, nor did it make a public announcement or explain the reasons according to the relevant provisions.

In this regard, the exchange has issued a regulatory working letter, requiring the company to explain the above situation.

However, Xing Jiaxing can only use its own shareholders' rights to call the general meeting of shareholders.

Why are the candidates elected by themselves to be removed after just a few months? In an interview with the media, Xing Jiaxing said that Duan Xuefeng was recommended to improve the company's management ability and coordinate the implementation of investment promotion policies. However, there was no progress in all these aspects. Duan didn't want to leave and had to be removed.

How did Duan Xuefeng perform?

In addition to the identity of chairman La chapel, Duan Xuefeng is also the chairman of meierfu Fashion Clothing Co., Ltd. Meierfu fashion is a company registered in Urumqi, Xinjiang. The company plans to establish a clothing industrial park in Urumqi high tech Zone (new urban area) by acquiring world-famous clothing brands, facing Asia Pacific and radiating global headquarters.

It is generally believed that Duan Xuefeng should be responsible for the relocation of lashabel, who is in crisis, from Shanghai to Xinjiang this year. The purpose of lashabel's relocation is to obtain local policy and capital support, broaden financing channels and ease liquidity pressure.

In the proposal to remove Duan Xuefeng, Xing Jiaxing put forward three reasons: he failed to understand the company's business operation and management situation, and the company's performance declined sharply during his tenure; he failed to set up a stable internal management organization to ensure the company's stable operation; he operated businesses similar to that of the company on his own or for others.

In the first nine months of this year, affected by the epidemic situation and the continuous closure of stores, the operating income of La chapel decreased by 69.75% to 1.74 billion yuan on a year-on-year basis; the net profit attributable to the mother was - 783 million yuan, showing no signs of loss reduction.

The company's management has been continuously shaken by the decline in performance and the top of debt. In a short period of one year, five people have been changed in the position of president only, and three have been changed since Duan Xuefeng took office.

More importantly, as chairman of the board of La chapel, does Duan Xuefeng devote himself to solving the company's difficulties?

Xiya Yijia business group is a famous Swiss fast fashion brand C & a China operation company. Qixinbao shows that the shareholder of Xiya Yijia has changed from C & a mode AG to Zhongke Tongrong in October this year, which means that Zhongke Tongrong has acquired C & a China business.

Both Zhongke RONGTONG and Duan Xuefeng are shareholders of meierfu fashion. At the same time, Duan was also one of the important shareholders of Zhongke Tongrong and served as the executive director. In November this year, he withdrew from Zhongke Tongrong.

Xing Jiaxing believes that C & A has actually formed a horizontal competition with La chapel.

Xing Jiaxing's plan

During the prosperous period, La charbell had nearly 10000 stores in China, and it was also a clothing company with a + H dual capital platform.

However, since the listing of A-shares in 2017, the company has started to go downhill. In 2018 and 2019, the company has suffered huge losses for two consecutive years and has been wearing a hat and star. In terms of the performance of the first three quarters of this year, the company will definitely lose money in 2020.

In June this year, the company intended to sell Taicang Xiawei and related property assets to recover funds and obtain partial proceeds. However, the company failed to repay the loan on schedule due to the mortgage loan of the assets to be sold, and the creditor has filed a lawsuit. It is impossible for these assets to be sold within the year, and even if the assets are sold, it will not help to fill the company's huge loss hole.

In addition to the pressure of performance, the company is facing debt.

According to relevant announcements, in the past year, the company has accumulated 439 lawsuits involving a total amount of 1.523 billion yuan. The actual number of frozen accounts is 85, the total amount of frozen accounts is about 205 million yuan, and the book value of the company's seized real estate is 1.297 billion yuan.

In the announcement in reply to the regulatory working letter of the exchange, La charbelle said that the company is currently facing a series of risks such as liquidity and operability, and the company's operating capacity has been affected. We will continue to promote asset disposal and strive for external financing to raise debt repayment funds and enhance the company's ability to continue as a going concern.

Xing Jiaxing said in an interview with the media that the first thing the company needs to do is to clean up its assets and debts, no matter whether it is transforming or developing positively.