Bessemy: Controlling Shareholder Chen Feng Fined 4.5 Million Yuan for Failure to Perform Takeover Obligations and Information Disclosure Violations

On March 16, Chen Feng, the actual controller of BesMe (300796.SZ), received a “Notice of Administrative Penalty” issued by the Zhejiang Regulatory Bureau of the China Securities Regulatory Commission (Zhe Penalty [2026] No. 2). The notice states that Chen Feng is suspected of failing to fulfill his mandatory tender offer obligations and violating information disclosure regulations, and will be fined a total of 4.5 million yuan.

According to the “Notice of Administrative Penalty,” the main illegal facts involving Chen Feng include two aspects. First, as of August 29, 2024, Chen Feng and his concerted parties held a total of 106,062,539 shares of BesMe, accounting for 29.37% of the company’s total share capital. On August 30, 2024, Chen Feng used borrowed funds to purchase 10,833,000 shares of BesMe through securities accounts held by Wu Jiming and Zhong Junhai, via block trades, representing 3% of the company’s total share capital. After these transactions, Chen Feng and his concerted parties held 116,895,539 shares, accounting for 32.37% of the total, triggering the obligation to make a mandatory tender offer, but Chen Feng failed to fulfill this obligation as required.

Second, Chen Feng concealed changes in his shareholding information, leading to false disclosures regarding the actual controller’s shareholding in BesMe’s 2024 annual report and 2025 semi-annual report. Evidence such as relevant agreements, bank and securities account transaction records, company announcements, and inquiry transcripts support these violations.

Based on these violations, the Zhejiang Regulatory Bureau of the China Securities Regulatory Commission plans to impose the following penalties: for Chen Feng’s failure to fulfill his mandatory tender offer obligations, he is ordered to correct the situation, given a warning, and fined 1.5 million yuan; for concealing his shareholding changes resulting in false disclosures, he is fined 3 million yuan. In total, Chen Feng is ordered to correct the violations, given a warning, and fined 4.5 million yuan.

Additionally, the announcement provides a warning regarding the company’s impact and risks. The contents of the “Notice” involve the company’s actual controller, Chen Feng, and do not involve the listed company itself, its current directors, or senior management. It will not affect the company’s normal production and operation activities. Furthermore, this situation does not involve major illegalities requiring mandatory delisting, nor does it trigger other risk warning scenarios. The final penalty will be based on the “Administrative Penalty Decision” issued by the Zhejiang Regulatory Bureau of the China Securities Regulatory Commission.