ST Westfa announces late-night notice: Chairman is uncontactable! The company is in a critical pre-restructuring period, and the stock has hit the limit down for three consecutive days.

On the evening of April 2, ST Xifa issued an announcement stating that, due to the company being unable to reach its chairman, Luo Xi, in recent days, it is temporarily unable to perform the chairman’s duties.

Pursuant to relevant laws and regulations and the company’s articles of association, Deputy Chairman Liao Chuan will act on behalf of the chairman to perform the relevant duties of the chairman. Luo Xi is the company’s actual controller and does not hold any other position.

The announcement states that the company’s control has not changed. Other directors and senior management are performing their duties normally. The board of directors continues to operate with 8 directors in normal status, and the number of independent directors meets the requirements.

The company is currently in the phase of pre-reorganization and is working together with the court and the provisional administrator to carry out related tasks. Although no matters have been found that would cause material adverse effects directly on the pre-reorganization or a major asset restructuring, there remains uncertainty as to whether the company can successfully enter the reorganization proceedings, and there is a risk that it will be declared bankrupt in the event of reorganization failure.

At present, Luo Xi, through Tibet Shengbang Holding Co., Ltd. under his control, holds 33.6132 million shares of ST Xifa, accounting for 12.74% of the total share capital of the listed company, and is the actual controller of the listed company. At present, besides serving as the company’s chairman and the chair of the board’s strategic committee, Luo Xi does not hold any other positions within the company.

The 2024 annual report shows that Luo Xi is a Chinese national with no right of permanent residence abroad. Born in October 1973, he holds a master’s degree. He previously worked at Sichuan Sete Electronics Co., Ltd., Sichuan Shengbang Investment Co., Ltd., and Beijing Wanbo Zhiy信息技术有限公司. From January 2020 to the present, he has served as the chairman of Tibet Development Co., Ltd.

In 2024, Luo Xi’s total pre-tax remuneration was RMB 919.3 thousand.

Liao Chuan, who is acting on behalf of the role, was born in June 1971. He has a bachelor’s degree in mechanical engineering from Chongqing University and a master’s degree in business administration from Southwestern University of Finance and Economics. He is an engineer specializing in electronic engineering. From August 1993 to July 2001, he served as project manager at Sichuan Microelectronic Technology Application Engineering Co., Ltd., and obtained the engineer title in electronic engineering in November 1998. From July 2001 to March 2004, he served as vice general manager and chief engineer at Sichuan Chuanwei Electronic Systems Engineering Co., Ltd. From February 2025 to the present, he has served as deputy chairman of Tibet Development Co., Ltd.

According to the available information, the principal business of Tibet Development Co., Ltd. is the production and sales of beer, and its main product is Lhasa Beer.

On April 1 and April 2, ST Xifa’s stock hit the daily limit down. On April 3, the company’s stock opened at the daily limit down.

On January 29, ST Xifa released a performance forecast, expecting that the company’s net profit attributable to shareholders in 2025 would be RMB 110 million to RMB 160 million, representing an increase of 319.91% to 510.77% year over year. In 2025, the company and its holding subsidiaries recovered large amounts of accounts receivable and reversed bad debt provisions, resulting in a significant year-over-year reduction in credit impairment loss, which was the main reason for the large year-over-year increase in net profit attributable to shareholders of the parent company during the reporting period.

At the same time, the company’s non-GAAP net profit is expected to be in the range of RMB 20 million to RMB 27 million, representing a slight year-over-year decline. This is mainly because, to respond to increased competition in the regional market, the company increased investment in marketing and sales expenses, and because it is in the period of equity reorganization and acquisition and reorganization, management expenses have increased.

As early as July 2023, the company received a “Decision Letter” delivered by the Intermediate People’s Court of Lhasa, Tibet Autonomous Region. Upon application by creditors, the Lhasa Intermediate Court decided to place the company under pre-reorganization and designated Shanghai Jintiancheng Law Firm as the company’s provisional administrator for the pre-reorganization, specifically responsible for carrying out various tasks.

After waiting for more than two years, ST Xifa’s pre-reorganization has achieved substantive progress. In December 2025, ST Xifa announced that the company had signed a “Reorganization Investment Agreement” with the reorganization investor. The reorganization involved 24 investors in total. The industrial investor is Tibet Shengbang Development Co., Ltd., and the other 23 are financial investors. At present, the company is still working in accordance with the law to cooperate with the court and the provisional administrator in carrying out related work.

Because the company’s former controlling shareholder’s matters relating to the misappropriation of funds were deemed to fall under relevant provisions of the “Stock Listing Rules” of the Shenzhen Stock Exchange, ST Xifa’s stock has been subject to other risk warnings since April 10, 2019.

On March 25 this year, the company announced that at the company’s 2021 third extraordinary general meeting of shareholders, the proposal titled “Proposal on Solutions to Address the Misappropriation of Funds” was approved. The listed company will transfer approximately RMB 7.4 million in creditor rights that it has against Tianyilongxing due to the misappropriation issue to its controlling shareholder, Tibet Shengbang Holding Co., Ltd. (hereinafter referred to as “Shengbang Holding”). Shengbang Holding has completed payment of the transfer consideration in a single installment. As a result, the outstanding balance of approximately RMB 7.4 million of Tianyilongxing’s misappropriation of funds has been repaid to the listed company.

The company’s 2025 second extraordinary general meeting of shareholders approved the “Proposal on Solutions to Address the Misappropriation of Funds,” concerning the misappropriation of funds from the listed company and Lhasa Beer totaling RMB 331 million by the then controlling shareholder and related parties. Among them, Shengbang Holding used its creditor rights of RMB 150 million that it had against the company to offset the misappropriation of RMB 150 million by the fund misappropriation entity. Of the RMB 181 million in funds that would be repaid by the reorganization investors on behalf of the fund misappropriation entity, the amounts have been respectively repaid to the listed company and Lhasa Beer. As of the disclosure date of this announcement, all RMB 331 million in misappropriated funds owed by the then controlling shareholder and related parties, among other relevant entities, has been fully settled by means of cash and creditor-right offset arrangements.

After the above settlement and rectification measures, the issues of fund misappropriation involving the company’s former controlling shareholder and the then controlling shareholder and related parties have been rectified, and the company no longer has any fund misappropriation.

In addition, on March 25, the company announced the latest progress of a major asset restructuring. The company plans to purchase 50% of the equity interest in Lhasa Beer held by Carlsberg International Co., Ltd. by paying cash. The company states that the related transaction resolutions still need to be submitted to and approved by the general meeting of shareholders before they can be implemented.

On January 29 this year, ST Xifa announced that it planned to acquire, by paying cash of RMB 292 million, a 50% equity interest in Lhasa Beer held by Carlsberg.

Previously, there was a dispute over the transfer of equity involving the equity interest in Tibet Lhasa Beer held by Carlsberg. According to the latest announcement, after consultations with the relevant party regarding the preferred purchase right case for the 50% equity interest in Tibet Lhasa Beer held by Carlsberg, ST Xifa, after the general meeting of shareholders approves this transaction and after the court issues the “Civil Mediation Letter,” will pay RMB 35 million in settlement consideration to Daohe Industrial. Daohe Industrial will no longer initiate litigation. This also cleared transaction obstacles for this acquisition.

As early as last July, ST Xifa issued a “Preliminary Announcement on the Transaction Being in the Planning Stage.” According to the announcement, ST Xifa itself holds a 50% equity interest in Lhasa Beer and is the controlling shareholder of Lhasa Beer. To better focus on its real business, highlight its core business, and concentrate on its expertise, it proposed to plan the acquisition of the other 50% equity interest in Lhasa Beer held by Carlsberg International Co., Ltd. by paying cash. In 2004, ST Xifa and Carlsberg jointly established Tibet Lhasa Beer, with both parties holding 50% of the shares.

Tibet Lhasa Beer is the profit pillar of ST Xifa. In 2024, Lhasa Beer achieved operating revenue of RMB 390 million and net profit of RMB 102 million, becoming a key factor in ST Xifa turning losses into profits. In December 2025, the shareholders of Tibet Lhasa Beer made a shareholder resolution to distribute dividends to ST Xifa and Carlsberg, respectively, of RMB 60 million each.

Source of this article: Hongxing Capital Bureau

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