Hong Kong IPO disclosure precedents · 255 companies, 282 items
a director, shareholder or their associates has an interest in a top-five customer or supplier, or a major customer / supplier is a shareholder or former employee's entity
As of December 31, 2021, 2022 and 2023 and September 30, 2024, 13, 18, 29 and 45 of our franchisees, who collectively operated 48, 57, 92 and 112 franchised stores during the respective year/period, were our former employees or relatives of our employees.
Business · p. 197
We sell goods and equipment and provide franchise management services to the non-independent franchisees at the same price that we serve our independent franchisees.
Business · p. 197
Credit terms granted the non-independent franchised stores are fair, reasonable and no more favorable than those offered to the independent franchised stores.
Green RV held 49% equity interest in our subsidiary, Leisure Lion, and was also a dealer operating two of our dealer stores as of June 30, 2024. Green RV was our largest customer in each year/period of the Track Record Period.
Summary · p. 13
Subsequently, Leisure Lion became one of our subsidiaries in September 2023 when the shareholding interest of Regent Company in it increased to 51%.
Daide Power Machinery, one of our five largest suppliers in both 2021 and 2022, is an affiliate of Daide Longtree, mainly engaging in trading business.
Summary · p. 14
Shangqiu Jishun, one of our five largest suppliers for the six months ended June 30, 2024, is an indirect subsidiary of Daide Longtree and a connected person of our Company, mainly engaging in RV parts manufacturing.
Summary · p. 14
Shangqiu Jishun, one of our five largest suppliers for the six months ended June 30, 2024, is an indirect subsidiary of Daide Longtree and a connected person of our Company, mainly engaging in RV parts manufacturing.
Further, the ultimate controlling shareholder of Customer A, namely Beijing Shunyi, is a shareholder of our Company holding approximately 2.8% of our issued share capital as at the Latest Practicable Date.
Business · p. 316
We generated revenue from providing the abovementioned product and testing services to Customer A for the amount of approximately RMB41.4 million and RMB0.3 million with gross profit of approximately RMB34.1 million and RMB0.1 million in FY2021, respectively.
Business · p. 316
In return, Customer A is entitled to a fixed sum of RMB38 million payable by us in three instalments.
(a) except for Customer B which is a holding company of a substantial shareholder of Zhejiang Fly (a subsidiary of our Company) and is therefore a connected person of our Company (our transactions with Customer B constituted connected transactions), all of our top five customers were Independent Third Parties;
Business · p. 258
In view of the established business relationship, Customer B awarded us another contract for building an ICV data platform and the relevant platform operation and maintenance services in 2021.
The ultimate beneficial owner of Shanghai Yicunxin held interest in another PRC company, and Far-East Fortune (being our Controlling Shareholder) was one of the founders of Shanghai Yicunxin with 25% equity interest but has disposed of such interest in October 2020.
Business · p. 190
Our revenue from Shanghai Yicunxin amounted to approximately RMB38.2 million, RMB54.7 million, RMB42.3 million and RMB13.2 million for FY2021, FY2022, FY2023 and 6M2024, respectively, representing approximately 11.3%, 14.9%, 9.9% and 9.0% of our total revenue, respectively.
Business · p. 191
An ultimate beneficial owner directly and indirectly holding 38% equity interest in Hunan NiceLife Health Technology Co., Ltd.* (湖南奈斯奈芙健康科技有限公司) was a former employee of our Group.
We share the same vision with Baidu, one of our major shareholders, of empowering the general public to effectively manage their health at all stages of life.
Business · p. 274
Such revenue was predominantly from Baidu during the Track Record Period.
Business · p. 275
Our Directors are of the view that the transactions with Baidu (and its joint ventures and associates) were conducted on an arm's length basis, and in the ordinary course of business under normal commercial terms.
To the best of our knowledge, except for NavInfo, none of our Directors, their respective close associates or any Shareholder who owned more than 5% of our issued share capital as of the Latest Practicable Date, had any interest in any of our five largest customers in each year/period of the Track Record Period.
During the Track Record Period, we had one distributor whose shareholder, director and supervisor were our former employees.
Business · p. 226
In 2021, 2022, 2023 and the six months ended June 30, 2024, the revenue generated from such distributor was RMB0.5 million, RMB0.2 million, RMB23.0 thousand and RMB6.6 thousand, respectively.
As of the Latest Practicable Date, Huadong Medicine, through its wholly-owned subsidiary Zhongmei Huadong, held approximately 21.06% of our total issued share capital and was our single largest Shareholder.
Summary · p. 14
Sales to Huadong Medicine and its subsidiaries for 2021, 2022, 2023 and the six months ended June 30, 2024 were RMB97.0 million, RMB91.2 million, RMB131.2 million and RMB81.2 million, respectively, representing 7.4%, 8.1%, 10.2% and 11.6% of our revenue for the respective period.
Summary · p. 10
Purchases from Huadong Medicine and its subsidiaries for 2021, 2022, 2023 and the six months ended June 30, 2024 were RMB11.7 million, RMB6.7 million, RMB7.5 million and RMB3.3 million, respectively, representing 2.9%, 2.7%, 3.3% and 3.3% of our purchase cost for the respective period.
To the best knowledge of our Directors, during the Track Record Period, all of our five largest customers were Independent Third Parties except for Qilu Hydrogen, one of our associates.
Business · p. 295
The contract amount of our sales to Qilu Hydrogen was RMB119,950,000 (including the value-added tax of RMB13,800,000), of which, RMB82,266,000 was recognized as revenue generated from the sales of equipment of hydrogen liquefaction and the storage and transportation of liquid hydrogen for the year ended December 31, 2023.
Business · p. 308
Considering (i) the publicity, fairness and independence of public tendering activity of Qilu Hydrogen, and (ii) our overall rating given by the tender review committee, we believe that our relationship with Qilu Hydrogen had no material impact in the tender process of the Integration Project.
In 2010, Epistar Corporation became a shareholder of Advanced Photoelectronic, a member of our Controlling Shareholder Group.
Business · p. 272
As of the Latest Practicable Date, Epistar Corporation and its subsidiaries, Lighting Investment Corporation and Lighting Investment Ltd., owned approximately 21.47% of Advanced Photoelectronic.
Business · p. 272
During the Track Record Period, the purchase prices of raw materials from Epistar Corporation generally aligned with those of similar raw materials from other manufacturers in the PRC.
Being the holding company of Yichun Times (a substantial shareholder of Lopal Times, a subsidiary of our Company), CATL will become our connected person upon the Listing.
Summary · p. 12
CATL is an indirect shareholder of two of our subsidiaries, namely, Changzhou Liyuan and Lopal Times.
Business · p. 291
As of the Latest Practicable Date, CATL controls 5.91% and 30.0% equity interest in two of our subsidiaries, Changzhou Liyuan and Lopal Times, respectively.
Save for CARIZON, CARIAD Estonia AS and SAIC, none of our Directors, their associates or any of our Shareholders (who or which to the knowledge of the Directors owned more than 5% of our issued share capital) had any interest in any of our five largest customers.
Business · p. 284
In 2023 and for the six months ended June 30, 2024, we generated revenue of RMB627.3 million and RMB351.6 million, accounting for 40.4% and 37.6% of total revenue, respectively, from automotive solutions provided to CARIZON.
Summary · p. 11
Volkswagen has invested in the Company and we have strategically established a joint venture with them to capture the future opportunities of customized driving automation solutions in China.
CR Chemical, our largest supplier in each period during the Track Record Period, will become our connected person (as defined under Chapter 14A of the Listing Rules) upon Listing.
Business · p. 229
As of the Latest Practicable Date, none of our Directors, their associates or any of our shareholders (who owned or to the knowledge of the Directors had owned more than 5% of our issued share capital) had any interest in any of our five largest suppliers, except for CR Chemical, details of which are disclosed in “Connected Transactions.”
Business · p. 233
We also maintain cooperation with various qualified PET materials suppliers, other than CR Chemical, to manage price fluctuations more effectively.
During the Track Record Period, save for Customer-Supplier Group D, being an associate of Taobao China (our substantial shareholder), all of our other five largest customers were Independent Third Parties.
Summary · p. 4
Customer-Supplier Group D was our fifth largest customer in 2021 and our largest supplier in 2021 and 2022.
Business · p. 309
During the Track Record Period, we made substantial sales to Customer-Supplier Group D in 2021 and 2022 mainly because of some projects of Customer-Supplier Group D which required procurement of audiovisual PaaS services from us. Our sales to Customer-Supplier Group D had diminished gradually.
Mr. Yiu San Pan is the nephew of Mr. Yiu and Mr. Yiu Wang Lung, whereas Mr. Yiu Hung Wah is the brother of Mr. Yiu and Mr. Yiu Wang Lung.
Business · p. 223
For FY2021/22, FY2022/23, and FY2023/24, the subcontracting fee we paid to World Harvest Construction Limited amounted to approximately HK$15.8 million, HK$2.8 million and HK$0.8 million, respectively, representing 3.7%, 1.0% and 0.2% of our cost of services in the corresponding year respectively.
Business · p. 224
As confirmed by our Directors, the provision of such services between our Group and World Harvest Construction Limited is in the ordinary and usual course of business of our Group and such terms are fair and reasonable.
Customer B was the ultimate majority shareholder of Foshan Kemo Trading Co., Ltd* (佛山柯莫貿易有限公司) (“Foshan Kemo”), which was also a supplier providing procurement services to our Group during the Track Record Period.
Business · p. 221
Consequently, Mr. Zhang disposed of his interest in COMOK LIMITED in October 2023, following which Foshan Kemo ceased to be a supplier to us.
Business · p. 222
During the period from March 2020 to October 2023, Foshan Kemo was held as to 100% by a Hong Kong incorporated intermediary company, COMOK LIMITED, which was in turn held as to 60% by Customer B, 20% by Mr. Zhang and 20% by a third party independent of our Group.