A dispute over the trading of shares, marked at $1,271,81 million, was heard on 18 August in the first intermediate court of Chongqing city.

The plaintiff, von Gayong, aged 62, was sued by Vanko (Chongqing) Enterprises Ltd. (hereinafter called Vanko Zhongqing) and Huanko Enterprises Inc. (hereinafter called Vanko Shares).

The sales company owes Vancom 600 million.
The sales company owes Vancom 600 million.

Vanko Chongqing Place of Registration. Zhang Zhang Zhang Zing

In 2017, Feng Chong Chong Chong Chongbong Industries Company Limited (hereinafter Chong Chong Chonggung Tung) sold to Huan Chongqing, at a total price of approximately 1,294 million yuan. Nine years later, he said that instead of getting his trade-off, he was being pushed to a debt of $674 million by the Pankoh side, which was a “detailedly designed” contract, a “sacrifice of technology” that he could not complete, and that all the terms of payment were in a form that he could not complete, so that the Vankot side would achieve the “both, and” purpose of the “single-for-the-me-for” purpose: to swallow its project's net assets at $1.241 million, to refuse to pay its trade at $448.8 million, and to claim that it owed Mankoh $674 million.

The Van Cong side claimed that Feng Chong Yong had already received a value of approximately $600 million, but instead had to turn over the case with a “format clause” and was “a suit in bad faith”.

The sales company owes Vancom 600 million.

The project was traded and renamed “Vanco Golden Blue Bay”. Zhang Zhang Zhang Zing

01

Pay next week. Nine years.

Born in 1964, Von Ga Yong was a member of the Communist Party, a retired soldier, 40 years old. After his retirement from the 1990s, he founded Sichuan Yongtao Group Industries Ltd. (hereinafter Sichuan Yongtao) to cover the construction, property, hotel and other sectors.

In 2007, Feng Chongqing Yongtao was founded to take 157.6 acres in the Su Nang region and develop the Yongtao Lantao project. Of these, a first phase of the project, involving parcels 1 and 1 of approximately 90,000 square metres, 504 dwellings, was completed before the case related to the equity trade, and blocks 2 and 3 have not been developed.

In 2016, Feng Chongun and Hengtae signed a project transfer agreement, which was later broken down and the two sides went to court. At the same time, the three head-loans of Paulie, Heng Da and Manko followed his project, and he chose the best-priced Manko.

On 14 March 2017, Huanko Chongqing signed an agreement with Feng Gayong on the transfer of shares, which acquired 100 per cent of Chongqing Yongbong's share, with core assets of 157.6 acres of residential land in the northern region and the completed Blue Island Phase, along with a commercial contract of 5.6 acres of railways and three subsidiaries of the Jiangbei Province, with total assets of $1229 million and liabilities of $1120 million.

The Agreement on Transfer of Equity provides that Huanco Chongqing will be granted 100 per cent of its total value of $1.294 billion in terms of the total value of its transactions, including a “provisional” transfer of interest of $173.7.3 million, and a “provisional” debt of $1.12 billion to the company, including more than $275 million that Chongqing owes to Sichuan Cong Chonggong.

The total value of Von Chongyong ' s interest in the transaction was, as contracted, RMB 448.8 million (transfer of shares of RMB 173.7.3 million + related company claims of over RMB 275 million).

Vong Ga Yong recalled that he had been called to the Huanco Chongqing office at more than 1 a.m. on the day of the signing, and that he had “swipeded the contract on the computer” and told him “We are a publicly listed company, with more than 2 trillion dishes, which will be approved by the headquarters and paid next week after the signing”. At 9:00 a.m., he signed a photo at the Huanko Chongqing conference room. He then said to the agent, "They told me to pay next week, and I think Vanko's company can't fool me. The blogger adds:

“Who knows that this is more than nine years. “Fong Ga Yong claims that, out of his trust in the Vanko brand, he transferred the shares as agreed without a penny of the money transferred and transferred the company's seals, certificates and project information to Huanko Chungking. On 5 September of the same year, Huanko Chongqing paid him $335.4 million, with a note on “Equities Transfer”. “This is the only sum I have received in nine years, representing only 7.4 per cent of the $448.8 million that I deserve. The blogger adds:

In September 2019, Huanko Chongqing completed the project development sales, which, at a book value, amounted to over $4.5 billion. However, Feng Kayong claims that he has not yet received his dues, but that he owes $674 million to the "uncounted" side of the Vancoe.

In June this year, Feng Kaung made Vanko Chongqing and Huanko shares co-defendants, and made Chongqing Yongtao third, to the Chongqing I College, requesting confirmation that the Agreement on the Transfer of Equity had been lifted on 3 January 2019; (a) The award of $914.25 million for direct damages, $327.5 million for lost profits and $30 million for non-compliance, totalling $1,271.81 million, to be paid for the direct losses of Huanco Chongqing; As the sole shareholder of Huanko Chongqing, the Manko shares bear joint and several liabilities.

The sales company owes Vancom 600 million.

Chongqing High Court. Zhang Zhang Zhang Zing

02

Shareholding 9 days 's 'surplus'

The process of the transfer of shares is the most inexplicable part of this dispute.

The business and industry files show that on 5 April 2017, the case was not directly transferred to Huanko Chongqing, but was first changed to the name of the Vank Chongqing employees. On 14 April, nine days later, the shares were transferred from the first to the Vanko Chongqing.

Why did Vanko Chongqing's employees take over for nine days? “This is the arrangement of Huanko Chongqing. The Von Chongqing claim that Von Chongqing has made his own employees “supple” and has the illusion that he is “supplending” for the real purpose of the first: if the contract is found to have formality problems, Vong Chong Chong is claiming a reversal of the equity, Van Chong can turn back on the grounds that “the shareholders' interests have changed and the transaction is stable”; Second, large taxes and taxes are stolen through “black and white contracts”. The difference between the amount of $155 million for the business and the amount of $129.4 million for the business business business and the amount of $1.294 million for the actual performance of the business contract is 8.3 times.

Vanko Chongqing explained that it was still pending the case of Feng Kayong and Yong-gung, and that he was at any time likely to apply for a seizure of interest. To avoid the risk of preservation, Feng offered to appoint a staff member to take over.

In his testimony, Feng Ga Yong ' s agent stated that the successor was held hostage to Huanko Chongqing and that the control of the execution of the entire transaction was always in the hands of Huank Chongqing. He then asked: “How can one of the two countries, at war, hand over important weapons to the other? The blogger adds:

The sales company owes Vancom 600 million.

03

74 “unable” payment terms

After the equity has been delivered, the manner in which the money is paid becomes the core of the entire controversy.

Under article VI of the Agreement on Transfer of Equity, the amounts due from Huanco Chongqing are paid in five instalments, each with a set of pre-payment terms. Feng Chongfong is a producer of five payments, which involve 74 pre-conditions, of which several obligations are not performed by Feng Chong Yong, such as payment of land price to the territorial authorities, repayment of loan release from the bank, payment of construction works to the constructioner, and, as a rule, the obligations of the recipient and the target company themselves.

The representative of Feng Ga Yong gave several examples in court: there was a sum of money, provided that the target company completed the zero-price de-barrelation of the iron-mountain plot. The Iron Hills are not legally transferable in the four mountain areas of Chongqing city. A civil judgement of the Sichuan High Court also found that the payment terms were “objectively unworkable”.

There is an amount provided that the receipt and inspection records are completed. The completion of the acceptance examination is only a matter of the law.

There is also an invoice that requires Feng Kayong to issue not less than $900 million. The civil judgement found that the invoice could only be issued on the basis of the facts and could not be set up in vain and that the part of the agreement that was higher than the actual costs incurred was invalid.

More fundamentally, the price of the equity transfer itself. The word “tentative price” is a trap for Feng Chong Yung: equity transfers are provisional, liabilities are provisional, both of which are on hold, and trade-to-trade prices are always a variable. The agent argued that “the provisional price is in fact a convertible contract, which gives the acquisition party a unilateral pricing right”, and that it is uncertain whether Feng Chongung will have the money, when, and how much he will have it.

The Vancor side explained that: 12.94 billion yuan is the fixed total price agreed upon by the parties, with the transfer of shares and the carrying of liabilities being on a par with the same amount, in order to give Feng Chongung the opportunity to obtain more equity by reducing the debt. Arrangements for restructuring claims, divestment of foreign investment, placement of employees, etc., in the 74 prefixes were designed in accordance with Feng Chong ' s request.

On 14 March 2017, the parties entered into an Agreement on the Transfer of Equity. Interviewees

The presiding judge asked the Pankomian side: You said that the articles were designed in accordance with the request of Feng Gayong, so what evidence is there for the fact that the parties negotiated, apart from the contract itself? The agent replied: “Not at present. The blogger adds:

“He has no idea what this contract means. When he first met in March this year, Feng Kayong's agent said to Feng Ka Yong: "It's uncertain if you can get it, when you can get it, and it's possible to owe the other person money. Von Ga Yong responded: "How do you know that? The blogger adds:

The sales company owes Vancom 600 million.

04

From creditors to “overdue 674 million”

“The Vanco attitude towards over $275 million in associated borrowing has changed since the acquisition of the equity. “In July 2018, Von Ga Yong claimed, Huanko Chongqing delayed the payment of the equity transfer on the grounds of “failure in payment terms”, and he sued Chong Chong Chong Taku for interest on the loan (i.e. the “interest case”). “It was not surprising that the Vanko side denied in the court hearing the claim, which had been written in the Transfer of Equity Agreement as a precondition for delivery. The blogger adds:

On 31 December 2018, Feng Ga Yong issued a letter of release to Huanko Chong, seeking the release of the agreement on the grounds that the other party had refused to pay the trade price, which constituted a fundamental breach of contract. Vanco Chongqing signed it on 3 January 2019 and replied with an objection on 21 January, but did not file a request for confirmation of the termination of the contract within the three months prescribed by law. On this basis, Feng Chong Yung Fang argued that the agreement had been lifted on 3 January 2019.

Since then, the parties have been conducting several years of litigation between the Kawato courts. According to Feng Ga Yongfeng, Vanko has filed a series of “deductive” “refunds” “refunds” for “refunds” for “new taxes”. The sum of approximately $708 million, less the payment of $335.4 million, was the result of the conclusion that “Fon Cagayong owed $674 million”.

Vong Chong Fong has then filed the “Full of the Principal” interest case. In July 2018, Sichuan Yongtao filed a case against Chongqing Yongtao, the first court of the Myeongyang court and the second court of Sichuan High Court confirmed that the loan relationship was established and the outstanding amount was real, the principal sum was over $180 million, total interest rate was

  1. Over $7.5 billion. The first instance judgement, Chongqing Yonggung, increased interest, and the second judgement, setting aside the first instance judgement, decided to increase interest, but only adjusted the date of commencement of the interest.

In June 2019, Sichuan Yongtao sued Chongqing Yongtao for the repayment of the principal loan (the “primary money case”) and the first court judgement of the Myeongyang Central Court of Justice, Chongqing Yongtao paid for the loan 2 Over $7.5 billion and interest. Sichuan High Court, second verdict, quash the first trial, and revise the sentence to pay Chongqing Yongbong to pay the loan. Over $7.5 billion. Sichuan Yongtao has filed an application for re-examination with the Supreme Court.

Feng Ga Yongfeng has been in court for nine years. Dream Cloud Map

In January 2021, Von Gayong sued Huanko Chongqing, claiming that the purpose of the contract could not be fulfilled and requesting a termination of the contract (i.e. “dismissal”). Von Ga Yong stated that during the trial, Vanko Chongqing had offered to pay $660 million to settle all the dispute, which he accepted and which he subsequently failed to mediate because the other party had turned back.

On 10 August 2024, after four years of no direct contact, Huanko Chongqing approached Feng Chong Chong and offered to pay him over $5.561 million in “equity transfers”. Vonga-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca-Ca. He responded that the parties' Agreement on the Transfer of Equity had been lifted as a result of the fundamental breach of the Vanko Chongqing, and that he did not accept the “unilateral performance”.

The sales company owes Vancom 600 million.

On August 18, in court, Feng Ga Yong's representative appeared in court and asked: “You also thought he owed $674 million the previous year, why pay him $5.561 million in one year? How did you figure this out? The response of the Pankot party is that there is no contradiction between the filing of proceedings and the payment of money, and that “we respect the effective judgment of the Court”.

05

The battle for “format clauses”

In June 2026, Feng Ga Yong raised the case, arguing that the Agreement on Transfer of Equity was a form clause formulated unilaterally by Huanko Chongqing, and that it was established in the Civil Code that nine key clauses were not to be included in the contract or were invalid. Whether the case-related agreement constituted a formal clause that was the focus of the dispute in the present case.

(a) “Form clause” is the system established by articles 496, 497 of the Civil Code: if the provision is prepared in advance for reuse and is not negotiated at the time of its conclusion, and the provider fails to fulfil its obligation to provide a notice or to indicate that the other party has no notice or understanding of the provision with which it has a significant interest, the other party may claim that the provision does not become the subject of the contract; This provision is void if it unreasonably relieves or reduces the responsibility of the provider, increases the liability of the other party, limits or excludes the other party ' s primary rights.

The sales company owes Vancom 600 million.

Chongqing High Court. Zhang Zhang Zhang Zing

The basis for the Vonga Yong Fong case to argue that the agreement was a formal clause is that each page of the agreement was printed in the name of "Vanco Chongqing". Feng Ga Yong High School did not graduate, had no law, and never asked a lawyer to participate in the deal; No record of negotiations, contract amendments, correspondence could be found between the parties, not even a working paper; Vanko Chongqing, in his other correspondence to Feng Chong Chong, has skilfully blacked, thickened and underlined important content, except for this agreement, which determines the interests of hundreds of millions of dollars, without any hint; The signature was arranged in the early hours of the morning, in the office of Huanko Chongqing, allegedly only “a symbolic glance”.

Vong Cong Fong also cited (2023) Supreme French Application No. 2246, the main thrust of which was that the form clause was at its core, the essence of which was that it was not negotiated with the other party at the time of its conclusion, and that the determination as to whether or not to constitute the form clause should focus on the process of the negotiation of the contract rather than on whether the contract had actually been performed.

The VANKROAT responded during the trial: the text of the agreement was fully negotiated by the parties at a long time; (b) The involvement of lawyers in the transaction; Payment arrangements and nodes are in accordance with Feng Chong Cong ' s requirements; Vanko has fulfilled all contractual obligations, paying a cumulative value of approximately $600 million; The project has been developed and sold, equity and equity have changed, and the termination of the contract is not realistic.

(a) Vonga Yongfeng countered the claim that the Vanko Chongqing had paid approximately $600 million, of which $114.5 million was derived from the part of the reasoning of the decision in Huang Chongqing v. Vong Cai Yong “return” case, which was not a judgment and was not a predetermined one; (a) Only $335.4 million was paid directly to Feng Chong himself; As for the principal of $275 million and interest of $230 million, that is the loan execution received by Sichuan Yongtao through litigation and application for enforcement, which is in the nature of a loan settlement and cannot be equated with the payment obligation of Huanko Chongqing under the Agreement on Transfer of Equity.

The Vanko court admitted that there was no evidence that the parties had negotiated the contract at this time, except for the terms of the contract itself.

06

Champagne and tears.

In court, two completely different versions were given of the contract scene nine years ago.

The third person, Qingqing Yong-tao's agent, described the two parties as having held a signing ceremony in the Huanko Chongqing conference room, “Showing champagne together”, which was a pleasant atmosphere and a sign of willingness. The presiding judge asked: is there evidence? The representative replied: The photo was filed later.

The agent of Feng Ga Yong said, "You will certainly celebrate, the set is complete, and Feng Ka Yong is completely hooked. You are carrying champagne, and Feng Kagung is carrying the tears of humiliation, not champagne. The blogger adds:

The judge asked, "Did you not read the contract when you signed it? “The agent Vong Ga Yong replied: It was not a fault of Feng Ga Yong, but asked if Vanko, as the provider of the contract text, had been consulted when the contract was concluded? Have statutory instructions been fulfilled to indicate obligations? “The burden of proof is on Panko, not on the plaintiffs after the fact. The blogger adds:

On 10 September 2026, Feng Ga Yong filed a complaint with the disciplinary and inspection body, reporting that the judge concerned had previously mistreated the decision of the judge concerned in the case in question, the Gandang Pankot “curtain”.

The sales company owes Vancom 600 million.

“The defendants' unlawful hangings forced a war veterans of 40 years of party age to live and live as a prisoner. In its letter of reporting, Feng Ga Yong stated that years of litigation had led to the break-up of the Sichuan financial chain, the stagnation of many projects, the long-term irregular payment of employees' wages, the failure of bank loans to repay them, and the collapse of company operations. If you continue to let the ruling go, hunting private enterprises will not only lead to widespread false claims, but will also cause irreversible systemic damage to the Kawasu economic development and investment climate.

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Original source

Original title
卖公司给万科倒欠其6亿,重庆一桩地产股权交易案开庭
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刘虎 张梦云
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微信公众号“法与情”
Originally published
2026-09-16 23:40
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