Hong Kong IPO disclosure precedents · 16 companies, 17 items
Lessor fails to provide title certificates or other documents proving ownership or the right to lease (including inability to register due to missing title), risking lease invalidity, third-party claims or forced relocation.
Compliance matters are read from filings since 24 August 2026.
In addition, the lessors of 13 of our leased properties in China have not provided ownership certificates or other similar proof of their right to lease the relevant properties to us or the consents to the leases required under applicable PRC laws and regulations.
Risk Factors · p. 41
As of the Latest Practicable Date, the lessors of 13 of the 45 properties we leased in China, with an aggregate GFA of approximately 1,944.9 sq.m., had not provided us with the title certificates or other evidence of title of the relevant properties.
Business · p. 176
The lessors of eight of the 13 properties have confirmed in writing that they will indemnify us for any loss we may suffer if we cannot use the leased properties due to any issue relating to the title or permitted use of the properties.
As of the Latest Practicable Date, certain of our leased properties had title defects, including (i) one leased property with a gross floor area of 700 sq.m. located on collective construction land for which the requisite construction approval procedures had not been completed and no confirmation had been obtained from the competent land administrative authority in respect of the sublease of the collective construction land use right, and no real property ownership certificate had been obtained, (ii) one leased property with a gross floor area of 1,100 sq.m. for which the lessor had not obtained real property ownership certificates, and (iii) one leased property with a gross floor area of 142,225 sq.m. developed under a build-lease-repurchase arrangement for which real property ownership certificates remained pending.
As of the Latest Practicable Date three of our leased properties had title defects because the relevant lessor had not provided with us valid title certifications or relevant authorization documents evidencing the right to lease the property to us.
Business · p. 181
In addition, we were not provided with a valid title certificate in respect of three of our leased properties.
As of the Latest Practicable Date, certain of our leased properties had title defects, including (i) one leased property with a gross floor area of 700 sq.m. located on collective construction land for which the requisite construction approval procedures had not been completed and no confirmation had been obtained from the competent land administrative authority in respect of the sublease of the collective construction land use right, and no real property ownership certificate had been obtained, (ii) one leased property with a gross floor area of 1,100 sq.m. for which the lessor had not obtained real property ownership certificates, and (iii) one leased property with a gross floor area of 142,225 sq.m. developed under a build-lease-repurchase arrangement for which real property ownership certificates remained pending.
Business · p. 163
As of the Latest Practicable Date, certain of our leased properties in the PRC had title defects.
Additionally, as of the Latest Practicable Date, we had not received real estate ownership certificates or proof of authorizations from the lessors or the property owners for one of our leased properties in China, with a GFA of approximately five sq. m.
Business · p. 190
As of the Latest Practicable Date, we had not received real estate ownership certificates or proof of authorizations from the lessor or the property owner for one of our leased properties in China, with a GFA of approximately five sq. m.
As of the Latest Practicable Date, we had not received real estate ownership certificates or proof of authorizations from the lessors or the property owners for one property we leased in China.
Business · p. 170
Our PRC Legal Advisor is of the view that we would not be subject to any administrative penalties arising from the lessor’s lack of valid title certificates considering that we are the lessee, and no applicable laws, rules or regulations stipulate that any penalty shall be imposed on the lessee with respect to the lessor’s lack of valid title certificates.
As of the same date, the ownership certificates or other similar proof for 3 of our Group leased buildings (representing approximately 2.9% of our owned and leased buildings in terms of gross floor area) had not been provided to us by the relevant lessors.
Business · p. 167
As advised by our PRC Legal Advisor, if these lessors are not the owners of the buildings and they have not obtained consent or approval for sub-lease from the owners or their lessors, or permits from the relevant governmental authorities, our leases could be terminated and we may be required to relocate, in which case we will be entitled to demand the relevant lessor return prepaid rent and indemnify us for damages caused by the title defect.
With respect to one of our operating leased properties in Chinese Mainland, the lessors have been unable to provide valid documents proving their right to lease such properties.
Risk Factors · p. 55
As of March 31, 2026, the lessor of one of our leased properties in Chinese Mainland has not provided valid documentation proving its right to lease the property.
As of the Latest Practicable Date, the lessors of three of our leased properties had not provided the ownership certificates, and hence we cannot ensure that they have the rights to lease such properties to us.
Business · p. 172
As of the same date, one of these properties had an aggregate GFA of 89 sq.m., and the leased areas of the remaining two leases used as our employees’ dormitories were not specified in the lease agreements.
Business · p. 172
These properties are used for office and employee dormitory purposes and therefore are not material to our business operations.
As of the Latest Practicable Date, certain of our leased properties from third parties had title defects. In particular, with respect to five leased properties, the relevant lessors had not provided us with valid title certificates or relevant authorization documents evidencing their rights to lease such properties to us.
Risk Factors · p. 36
As of the Latest Practicable Date, certain of our leased properties from third parties had title defects, and eleven of our leased properties (including additional properties we leased after the Track Record Period and up to the Latest Practicable Date) had not been registered in accordance with the relevant PRC regulations.
As of March 31, 2026, relevant lessors of our six leased properties for operational purposes had not provided relevant title ownership certificates or other similar proofs of such leased properties to us.
Risk Factors · p. 48
As advised by our PRC Legal Advisor, it is the lessors’ responsibility to obtain the appropriate title certificates, and we, as the tenant, will not be subject to any administrative punishment or penalties because of the lessors’ failure to obtain or to provide the relevant title ownership certificates.
As of the Latest Practicable Date, for one leased property, the lessor with whom we enter into lease agreement did not provide valid property ownership certificate or sufficient documentation to prove the right to lease the property to us for our intended use.
Risk Factors · p. 57
If we are challenged by third parties or government authorities upon any of the circumstances stated above, we may be subject to fines and may be forced to relocate, as the case may be, and, as a result, our business, results of operations, financial performance and prospects may be adversely affected.
As of the Latest Practicable Date, landlords of two of the leased properties in China have not provided us with valid title certificates or relevant authorization documents evidencing their rights to lease the properties to us.
Business · p. 131
Furthermore, as of the Latest Practicable Date, certain of the lessors of our leased properties have not provided us with the property ownership certificate or any other relevant authorization documents evidencing the rights of lessors to lease the properties.
For instance, certain lessors fail to provide the valid ownership certificates for our leased properties, hence they may have no rights or authorizations to lease such properties to us.
Risk Factors · p. 46
Our use of the leased properties with title defects may be affected by third parties’ claims or challenges against the lease.
During the Track Record Period and up to the Latest Practicable Date, despite our effort in procuring the lease registrations of certain of our leased properties, we were unable to secure such registrations for certain leased properties for office use in respect of five leased properties, primarily due to one of the following reasons: (i) the landlords have only completed the relevant construction permits and have not obtained the relevant ownership certificates; (ii) the landlords are natural persons and refuse to cooperate in filing the lease registrations; or (iii) the competent authority did not permit the separate registration of the lease in relation to some unused rooms of our self-owned property which we have leased out.
Business · p. 166
Going forward, we intend to take into consideration the lessors’ title and willingness to provide assistance in registering lease agreements when renewing existing leases or entering into new leases.
As of the Latest Practicable Date, certain lessors of our leased properties had not provided copies of the real property title certificates to us.
Risk Factors · p. 59
As advised by our PRC Legal Adviser, the real property owners are legally required to acquire the relevant real property title certificates, and therefore the aforementioned title defects will not lead us to become subject to any penalties under relevant laws and regulations.