Master Glory Group (0275.HK) (formerly: Hanny Holdings)

[weijian]

Go to the first post and then

i tried "edit" --> "full edit" and then made the changes accordingly.

i see. Forumer mentioned "post title" rather than "thread title" for the change...

[soros]

Thank you.

Agree, it should be "thread title".

[soros]

This company ( 0275.HK ) was delistered and/after Dr Yapp , chairman was made bankrupt. Was he really a qualified Dr ?

[Kaimin]

Something interesting to add:

Master Glory, through a network of subsidiaries, owned 19% of GBA Dynamic, formerly Rosedale Hotels. GBA Dynamic, also run by Dr Yap and his friends, began an inexplicable decade long trend of selling profitable hotels and building up a huge cash pile. Before it was suspended two days ago, GBA Dynamic stock had a market cap of a 150 million, it had cash/bank balances minus liabilities of 1.7 billion. So Master Glory's stake in GBA Dynamic was worth about 340 million. 

But just before Master Glory went bankrupt the entire stake ended up in the hands of one Mr Lai Tsz Wah, long time director of GBA Dynamic and current managing director after he replaced Dr Yap. A statement by Master Glory's liquidator says Master Glory told them (and he accepted this claim) that Master Glory's broker initiated a forced sale of their stake in GBA Dynamic to an unknown buyer for an unspecified price to cover a margin call. 

This is likely bs, they did not want the liquidator gaining control of GBA Dynamic and releasing its huge cash pile. They want to keep its cash within themselves and their circle of friends. I do not know how the liquidator was so incompetent that he did not even check who acquired the stake, something he could do in seconds on HKSE's website as significant stakes in public companies must be reported. But the net effect is that Mr Lai, Dr Yap and their circle of cronies have screwed Master Glory's and GBA Dynamic's minority shareholders with their shady dealing.

[soros]

Just had a look at company details for GBA Dynamic Growth Holding ( 01189.HK ) on the aastocks website :

For Year Ending 31 Dec 2019, the annual accounts shows balance sheet with "cash on hand" at $1.8 Bil.

There was a change of major shareholder - announced on 7 Aug 2020.

"As shown in the Notices, 147,663,250 Shares (representing approximately 18.71% of the issued share capital of the Company) held by AWL through a securities brokerage company was disposed of by the securities brokerage company on 1 June 2020 and the proceeds were applied to settle certain outstanding balances owing from AWL to the securities brokerage company pursuant to a margin client agreement entered into between the parties (the “Disposal”). After the Disposal, Master Glory, through its wholly-owned subsidiaries, was interested in 842,750 Shares (representing approximately 0.1% of the issued share capital of the Company) and ceased to be a substantial shareholder (as defined in the Rules Governing the Listing of Securities on the Stock Exchange (the “Listing Rules”)) of the Company."

As at the date of this announcement, Mr. Lai Tsz Wah, the managing director and an executive director of the Company, is interested in 147,663,250 Shares (representing approximately 18.71% of the issued share capital of the Company), and is the largest shareholder and a substantial shareholder (as defined in the Listing Rules) of the Company"

By Order of the Board - Managing Director Mr Lai .

There was a change of Auditor announced on 2 Mar 2021 .

The board of directors (the “Board”) of the Company announces that Moore Stephens CPA Limited (“Moore Stephens”) has resigned as the auditor of the Company for the financial year ended 31 December 2020 with effect from 2 March 2021.Moore Stephens stated in its letter of resignation that, after taking into account many factors including the professional risk associated with the audit, the level of audit fees and its available internal resources in the light of the current work flow, it decided to tender its resignation as auditor of the Company.

Moore Stephens also confirmed in its letter of resignation that, apart from the information set out above, there are no other matters connected with its resignation that need to be brought to the attention of holders of securities of the Company.

[Kaimin]

Just had a look at  company details for  GBA Dynamic Growth Holding  (  01189.HK )  on  the aastocks website :

For Year Ending 31 Dec 2019,  the  annual accounts shows  balance sheet with "cash on hand" at  $1.8 Bil.

There was a change of major shareholder - announced on 7 Aug  2020.

"As shown in the Notices, 147,663,250 Shares (representing approximately 18.71% of the issued share capital of the Company) held by AWL through a securities brokerage company  was  disposed  of  by  the  securities  brokerage  company  on  1  June  2020  and  the  proceeds were applied to settle certain outstanding balances owing from AWL to the securities brokerage company pursuant to a margin client agreement entered into between the parties (the “Disposal”). After the Disposal, Master Glory, through its wholly-owned subsidiaries, was interested in 842,750 Shares (representing approximately 0.1% of the issued share capital of the Company) and ceased to be a substantial  shareholder  (as  defined  in  the  Rules  Governing  the  Listing  of  Securities  on  the Stock Exchange (the “Listing Rules”)) of the Company."

As at the date of this announcement, Mr. Lai Tsz Wah, the managing director and an executive director of the Company, is interested in 147,663,250 Shares (representing approximately 18.71% of the issued share capital of the Company), and is the largest shareholder and a substantial shareholder (as defined in the Listing Rules) of the Company"

By Order of the Board - Managing Director  Mr Lai .

There was a change of Auditor  announced  on 2 Mar 2021 .

The  board  of  directors  (the  “Board”)  of  the  Company  announces  that  Moore  Stephens  CPA  Limited  (“Moore  Stephens”)  has  resigned  as  the  auditor  of  the  Company  for  the  financial year ended 31 December 2020 with effect from 2 March 2021.Moore Stephens stated in its letter of resignation that, after taking into account many factors  including  the  professional  risk  associated  with  the  audit,  the  level  of  audit  fees  and  its  available  internal  resources  in  the  light  of  the  current  work  flow,  it  decided  to  tender its resignation as auditor of the Company.

Moore Stephens also confirmed in its letter of resignation that, apart from the information set out above, there are no other matters connected with its resignation that need to be brought to the attention of holders of securities of the Company.

This is the 2nd change in auditor in the past 3 years. In 2018 they changed from Deloitte to Moore Stephens and in 2021 from Moore Stephens to Tandem. 

I believe it is most likely because Deloitte and Moore Stephens were not willing to sign off on one special part of the financial statements. Their annual reports are a mess, Dr Yap has created a sprawling and opaque network of subsidiaries in GBA Dynamic to hide its assets. After going through their annual reports for the past 6 years with a fine tooth comb - especially the Notes to the Financial Statements, I find it likely the money is not there. Reporting on the subsidiaries has been infrequent, one year it is there, another it is not. The most telling is the 2017 AR when Deloitte was still their auditor. 

AR 2017 mentions one subsidiary, Apex, which holds 1.3B of their 1.7B cash pile. 744 million of Apex's current assets is listed as "loans to other subsidiaries". Another 460 million is "amount due from ultimate holding company". Cash/cash equivalents/bank balances are deposits at banks which are short term loans. I believe GBA Dynamic has stretched this meaning to short term loans to its subsidiaries. This way all the cash does not actually have to be there to be listed as cash and cash equivalents. Then they could give the cash to themselves and those subsidiaries would simply need to rollover that debt every three months to keep that appearance of the cash still being there.

Also telling is that in 2017 interest income was only 8 million on 1.7 billion in cash equivalents. So much of these loans are given at practically no interest year over year. If invested in short US treasuries the interest would be twice of what it makes now. 

Where the cash is gone I cannot say. I can only say that many of these subsidiaries are located in China and completely opaque. It is possible the delisting is part of Mr Lai's plan. Then there are even less reporting requirements and he will have even greater freedom to suck its remaining money out.

[opmi]

there is another link - ITC Properties (199 HK) which 'lost' money lending to Master Glory

With Allan Yap's track record, I am surprised that people even interested in PSC, Hanwell.....