Recently, due to a lawsuit for infringement and an application for pre-litigation property preservation filed by Guangdong Minying Investment Co., Ltd. (Guangdong Minyingtou), the assets of enterprises under Shanghai Wensheng Asset Management Co., Ltd. (Wensheng Asset) have been frozen, affecting Heilongjiang Guozhong Water Service Co., Ltd. (Guozhong Water Service) and Beijing Huiyuan Food Beverage Co., Ltd. (Beijing Huiyuan).

The complexity of this asset chain, the intricate relationships and influences it entails, indeed gives rise to numerous intriguing aspects.

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Shareholders strike back

Guangdong Min Investment has filed two lawsuits against Wensheng Asset Management for "unpaid debts" (involving approximately one billion yuan in total). The court has frozen the shares of Wensheng Asset Management in Wensheng Hui (Zhuji Wensheng Hui Self-owned Funds Investment Co., Ltd.), primarily including the .% equity held by Shanghai Yongrui Enterprise Management Partnership (Limited Partnership).

粤民投起诉涉及冻结文盛汇股权对价约8.4亿元（国家企业信用信息公示系统截图）

Wensheng Asset is the restructuring entity of Beijing Huiyuan, and it controls Beijing Huiyuan (Wensheng's total control %) by establishing Wenshenghui.

Guozhong Water has acquired a % stake in Wenshenghui, and has announced that it will continue to acquire Wenshenghui shares through cash to achieve % control, with the counterparty being Shanghai Yongrui.

As a result, a lawsuit by Guangdong Min Investment has implications for the Wen Sheng group, Guozhong Water Affairs, and Beijing Huiyuan in three directions.

And Yue Min Tou itself is also a shareholder of Wensheng Asset, with a shareholding ratio of .% (ranking as the fifth largest shareholder alongside Guangfa Qianhe Investment Co., Ltd.).

Shareholders turn against the company, filing a lawsuit, sparking speculation.

First, as a shareholder, Guangdong Minmetals Investment Co., Ltd. has a stake in the company.（文盛资产）The situation is well understood, and it is possible that the potential risks of Wensheng Asset have been recognized.

Currently, the top four shareholders of Wensheng Asset Management hold the following percentages of shares: Zhejiang Wenhua Holdings Co., Ltd. %, Zhongrong Life Insurance Co., Ltd. %, Ningbo Shangdafeng Industrial Co., Ltd. %, and Hangzhou Industrial & Commercial Trust Co., Ltd. %.

In addition to Zhou Zhijie, the actual controller of the first largest shareholder, Wensheng Group, the second largest shareholder, Zhongrong Life Insurance, and its backer, Zhongtian Financial, are undergoing restructuring (referring to the high-profile merger and reorganization case of Luo Yuping's company, known as the "richest man in Guizhou"); the third largest shareholder, Ningbo Shangdafeng Industrial Co., Ltd., and its backer, Shanshan Group, have just experienced a financial crisis; the fourth largest shareholder, Hangzhou Industrial Trust Co., Ltd., has reported negative income for two consecutive years and has just replaced its president.

As an insider, amidst the winds and waves, it is reasonable to choose to settle disputes and secure gains as soon as possible.

Second, Guangdong Mintou itself is in urgent need of funds.

Like Wensheng, Guangdong Min Investment itself is also an alternative investment company, and it has taken on the role of strategic investor for companies such as Zhongtian Finance—restructuring these companies, Guangdong Min Investment also needs money. If it can timely recover about one billion yuan from Wensheng Asset, it would be very helpful at this critical juncture.

Third, as a shareholder, Yue Min Investment should be well aware of where the funds of Wensheng Asset are and how to access them.

At present, Guozhong Water is eager to take control of Beijing Huiyuan and seek listing. On [specific date], Guozhong Water announced—

The company intends to acquire no less than RMB . million in registered capital from Shanghai Yongrui through cash payment. Upon completion of the acquisition, the company will hold no less than RMB . billion in registered capital of Zhuji Wenshenghui, representing no less than % of the target company's registered capital, thereby becoming the controlling shareholder of Zhuji Wenshenghui and Beijing Huiyuan...

Accumulated . billion yuan, this time . billion yuan, this clear inflow of funds, Guangdong Min Investment sees it clearly.

At the same time, from the public statements of Guangdong Min Investment, it can also be seen that Guangdong Min Investment believes there are certain "loopholes" in Wensheng Asset's investment in Beijing Huiyuan. With these "loopholes" in hand, using Beijing Huiyuan as a "hostage," they can demand money from Wensheng Asset, and Wensheng cannot refuse.

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Wensheng Shell

If it weren't for the Guangdong Minmetals Investment's counterattack, pointing the finger at Wensheng Asset, we might not have noticed that Wensheng has essentially extricated itself from Beijing Huiyuan.

In accordance with the original restructuring plan, Wensheng Investment's funds in Beijing Huiyuan should be in the amount of one billion yuan, which is also the registered capital of Wensheng Hui.

However, as of now, public information shows that the paid-in capital of Wensheng Hui is only about . billion yuan.

Upon accessing the National Enterprise Credit Information Publicity System, it is evident that Wenshenghui has a shareholder affiliated with the Wensheng group, with a paid-in capital of zero. There are two actual investors: one is Guozhong Water Affairs, contributing approximately . billion yuan; the other is Zhuji Shenghui, contributing . billion yuan.

Zhuji Shenghui is also a company under the Wensheng group, with Zhonghang Trust holding a % stake and Zhuji Wenhui Shengyuan holding a % stake. It can be inferred that the . billion yuan in paid-in capital should come from the trust funds of Zhonghang Trust.

So how much did Wensheng Hui invest in Beijing Huiyuan? According to Wind data, Wensheng Hui's paid-in capital investment in Beijing Huiyuan is approximately . billion yuan.

On the National Enterprise Credit Information Publicity System, it is visible that Wenshenghui still has two pledges. The first is the partial equity pledge of its largest shareholder, Shanghai Yongrui, to AVIC Trust; the second is the full equity pledge of Hangzhou Zhejue Jiuhao (a Wensheng-affiliated enterprise) to Beijing Huida Kangyuan. The actual controller of Huida Kangyuan is Zhu Xinli, the former chairman of Huiyuan Juice (suspected to be a low-stake backdoor left by Wensheng for Zhu Xinli).

文盛汇6家股东，实际出资2家（国家企业信用信息公示系统截图） 文盛汇股权质押信息（国家企业信用信息公示系统截图） 重整北京汇源果汁，文盛汇实缴约4.2亿元（万得数据截图）

Guozhong Water intends to purchase shares from Shanghai Yongrui to achieve control over Huiyuan. Shanghai Yongrui is currently the largest controlling shareholder of Wenshenghui.

The current equity structure of Wenshenghui is (according to Wind data) – Shanghai Yongrui Enterprise Management Partnership (Limited Partnership).%; Heilongjiang Guozhong Water Affairs Co., Ltd. .%; Zhuji Sheng Hui Enterprise Management Partnership (Limited Partnership).%; Hangzhou Zhejue Jiuhao Enterprise Management Partnership (Limited Partnership).%; Hangzhou Zhejue Wuhao Enterprise Management Partnership (Limited Partnership).%; Shanghai Wensheng Asset Management Co., Ltd.%.

It is noteworthy that although both are companies under the Wensheng group, Shanghai Yongrui is actually a limited partnership enterprise with a registered capital of ten million yuan, and the actual controllers after penetration are Jiang Tao (director and general manager of Wensheng Asset) and He Ke (wife of Zhou Zhijie), with their combined shareholding accounting for %. The risk and liability it can bear are very limited.

Therefore, whether in terms of financial status or shareholder composition, Wensheng has already completed its de facto disengagement from Beijing Huiyuan. The risks and dramas now fall on the subsequent acquirer, which is Guozhong Water.

According to past announcements from Guozhong Water Affairs—

In the month of the year, Guozhong Water Services first acquired a 20.39% stake in Wensheng Hui from Wensheng Asset Management for 1.5 billion yuan. In the months of January and February of the following year, it subsequently acquired 10.19% and 15.29% of Wensheng Hui's shares from Shanghai Yongrui, which was controlled by Wensheng Asset Management, for 75 million yuan and 114 million yuan, respectively. Through these three acquisitions, Guozhong Water Services invested a total of 1.5 billion yuan to obtain a 45.87% stake in Wensheng Hui.

Excluding transactions that have not yet occurred, based on this transaction list alone, Wensheng has already made a net profit of over 100 million yuan from Guozhong Water Affairs.

The "loophole" mentioned by Yue Min Tou refers to this . billion, meaning that this . billion is unclear. Yue Min Tou stated that if Yue Min Tou further pursues the matter, the transaction between Wensheng and Guozhong Water may be invalid.

If what Guangdong Min Investment says is true, and the transaction is invalid, would both Wensheng and Guozhong Water Treatment be in trouble?

This is essentially where Yue Min Tou has filed a lawsuit, pressuring Wen Sheng to comply and repay the debt.

On Duty Editor: Fan Yongfeng

Editor: Han Jianming

Review: Dai Shichao