As of December 31, 2021, 2022 and 2023 and June 30, 2024, the total amount of transactions with related parties was RMB55.0 million, RMB27.6 million, RMB33.5 million and RMB8.1 million, respectively, and total outstanding balances of our transactions with related parties was RMB7.3 million, RMB8.7 million, RMB5.8 million and RMB6.7 million, respectively.
Financial Information · p. 483
All the amounts of non-trade nature receivables due from related parties and payables due to related parties as of June 30, 2024 will be fully settled prior to Listing.
Financial Information · p. 483
Amounts due from related parties mainly include loans made to Health Road (Guangzhou) Technology to support its daily operation. The amount is non-trade in nature and is expected to be settled before Listing.
During the Track Record Period, we entered into a number of related party transactions, pursuant to which: (i) we sold services and goods to certain related parties, (ii) we accepted guarantees from certain related parties for our borrowings, and (iii) we paid compensation to key management personnel who are related parties of our Company, among other things.
Financial Information · p. 432
Our Directors believe that these transactions were conducted on normal commercial terms and on an arm's length basis in the ordinary and usual course of business, and did not distort our results of operations or make our historical results not reflective of our future performance.
In 2023, we paid an amount of RMB18.9 million to Chongqing Department Store which represent the equivalent value shortage of marketing resources.
Business · p. 207
Consequently, we recorded a negative revenue, representing the estimated equivalent value shortage of marketing resources to be paid to Chongqing Department Store, of RMB13.2 million for the six months ended June 30, 2024.
Business · p. 207
The pricing and other terms in the Marketing Resource Collaboration Agreement were determined based on arm’s length negotiation between the parties, with reference to factors such as the Company’s expectation as to the marketing resource it may gather during the collaboration period.
During the Track Record Period, our related party transactions primarily included (i) sales of goods or services to associates of RMB15.3 million in 2022 and RMB26.0 million in 2023, (ii) provision of rental services to associates of RMB1.0 million, RMB0.9 million and RMB0.2 million in 2021, 2022 and 2023, respectively, (iii) purchase of goods or services from associates of RMB19.4 million, RMB11.1 million, RMB15.1 million and RMB0.1 million in 2021, 2022 and 2023 and the five months ended May 31, 2024, respectively, (iv) purchase of property, plant and equipment from an associate of RMB3.9 million in 2023, (v) purchase of goods and services from our joint venture, Guohong Refire, amounting to RMB2.6 million, RMB0.3 million and RMB10.6 million in 2021, 2022 and 2023, respectively, (vi) repayment of borrowings obtained from entities controlled by an entity with significant influence over the Group, which amounted to RMB29.5 million in 2021 and RMB123.8 million in 2022, and (vii) repayment for borrowings granted to key management personnel amounting to RMB2.5 million in 2021 and RMB0.1 million in 2022.
Financial Information · p. 501
Our Directors believe that the related party transactions were carried out on an arm's length basis and will not distort our results during the Track Record Period or make such results not reflective of our future performance.
Our amounts due from related parties increased by 48.5% from RMB16.7 million as of December 31, 2021 to RMB24.7 million as of December 31, 2022, decreased to RMB22.6 million as of December 31, 2023, and then increased to RMB72.2 million as of June 30, 2024.
Financial Information · p. 538
During the Track Record Period, the related parties purchase drug and medical device products from us, and the credit terms we have granted are in line with our common practice.
Financial Information · p. 538
Our Group has entered into and will continue to engage in certain transactions with Huadong Medicine and Zhongmei Huadong, which will constitute continuing connected transactions upon the Listing.
Our amounts due from related parties that are non-trade in nature were RMB508.9 million, RMB573.3 million, RMB1.0 billion and RMB332 million as of December 31, 2021, 2022 and 2023 and June 30, 2024, respectively.
Financial Information · p. 404
(i) logistics service fees, totalling up to RMB371.4 million, RMB405.6 million and RMB561.1 million in 2021, 2022 and 2023, respectively, collected from our customers by the Hive Box Connected Persons on our behalf;
Financial Information · p. 404
(ii) a loan to a joint venture of RMB329.9 million in 2023, which amount had been fully settled in January 2024.
Pursuant to the loan agreement, Jinlutong borrowed RMB10.0 million from our Company for its working capital with a fixed interest rate of 4.0% per annum.
Financial Information · p. 463
Pursuant to the loan agreement, the staff borrowed RMB2.2 million from our Company with fixed interest rate of 4.75% per annum.
Financial Information · p. 463
Our Directors believe that our transaction with related party during the Track Record Period was conducted in the ordinary course of business, and it did not distort our track record results or make our historical results not reflective of our future performance.
Shenzhen Zbao Logistics Technology Co., Ltd. is an associate of our Company.
Business · p. 242
Our convertible loan notes represent the debt and derivative notes issued to two of our employees and seven independent third parties who purchased our convertible loan notes primarily to support our development and alleviate our temporary financial burden after the Amazon Incident.
Financial Information · p. 379
Our Directors believe that our transactions with related parties during the Track Record Period were conducted on an arm's-length basis, and they did not distort our results of operations or make our historical results not reflective of our future performance.
During the Track Record Period, we entered into a number of transactions with related parties.
Financial Information · p. 449
As of April 30, 2024, the non-trade related amounts due to related parties amounted to US$8.6 million, reflecting the dividend payable to a shareholder of the Company, Mr. Wu Shang-Ying, which has no fixed terms of payment.
Financial Information · p. 452
It is the view of our Directors that our transactions with related parties during the Track Record Period was conducted on an arm’s length basis and with normal commercial terms between the relevant parties.
Our Directors confirm that all material related party transactions during the Track Record Period were conducted on an arm’s-length basis, and would not distort our results of operations over the Track Record Period or make our historical results over the Track Record Period not reflective of our expectations for our future performance.
Financial Information · p. 456
Except for the RMB1.6 million amounts due from CARIZON primarily reflecting supports provided to CARIZON during its early establishment phase, all our related party transactions are trade in nature.
Financial Information · p. 456
We expect to settle the non-trade related party balance with CARIZON prior to the Global Offering.
As of December 31, 2021 and 2022, our amounts due from fellow subsidiaries of a non-trade nature were RMB4,231.7 million and RMB3,536.6 million, respectively, representing: (i) certain loans receivable from fellow subsidiaries of RMB3,931.4 million and RMB3,536.6 million as of December 31, 2021 and 2022 which were unsecured and bore a fixed interest rate of 3.50% to 3.85% per annum and 3.10% to 3.60% per annum as of December 31, 2021 and 2022, respectively, with a fixed repayment term of less than one year; and (ii) a capital advance of RMB300.3 million to a fellow subsidiary, which was unsecured and bore a floating interest as of December 31, 2021.
Financial Information · p. 377
As of December 31, 2023, all of our amounts due from fellow subsidiaries that were non-trade in nature had been settled.
Financial Information · p. 377
As of the Latest Practicable Date, (i) our immediate holding company was undergoing internal procedures to settle the amounts due to and due from us with settlement expected to be after the Listing and by the Dividend payment date; and (ii) the balances of amount due to and due from intermediate holding company had been settled.
On March 25, 2020, Qiniu Information provided a loan of RMB2.0 million which is unsecured, interest-free and repayable on demand to Beijing Taiwu to support its business operation. Beijing Taiwu repaid the loan in October 2023.
Financial Information · p. 424
Our Directors are of the view that each of the related party transactions set out in Note 35 to the Accountants’ Report in Appendix I was conducted in the ordinary course of business on an arm’s length basis and with normal commercial terms between the relevant parties.
During the Track Record Period, other than compensation of key management personnel of our Group and the personal guarantee by our Directors for our banking facilities, our major related party transactions can be classified into the following categories: (i) purchase of goods and services; (ii) rental payment on machinery leases; and (iii) rental income.
Financial Information · p. 371
In addition, during the Track Record Period, we also provided construction services, truck rental services and supplied materials to, and purchased materials from, Kai Fung Construction which is a company wholly owned by Mr. Yiu Fai.
Business · p. 213
In respect of the addition of our machinery of approximately HK$47.0 million for FY2023/24, approximately HK$32.4 million was purchased from China Wealth (being a group company of one of our cornerstone investors, namely Sany Hongkong Group Limited (三一香港集團有限公司) and its associated company.
All the outstanding balances have been settled as of December 31, 2021.
Financial Information · p. 426
Our Directors are of the view that each of the related party transactions set out in Note 34 to the Accountant’s Report in Appendix I to this prospectus was conducted in the ordinary course of business with normal commercial terms between the relevant parties.
During the Track Record Period, we entered into transactions with our related parties that are trade in nature, primarily: (i) Yongkang Shijimei Trading Co., Ltd. (永康市時集美貿易有限公司) (“Shijimei”), a company primarily engaged in the sales of household goods that is controlled by close family members of Ms. Lyu; (ii) Yongkang Yangxi Color Printing Packaging Factory (永康市 楊溪彩印包裝廠) (“Yangxi”), a supplier of packaging materials controlled by Ms. Lyu; and (iii) Zhejiang Leshengen, controlled by Mr. Zhang and Ms. Lyu.
Financial Information · p. 418
Our other payables to related parties that are non-trade in nature comprised an interest-free loan of RMB18.5 million from Ms. Lyu, which we repaid in full in 2022.
Financial Information · p. 419
It is the view of our Directors that each of the related party transactions set out in note 34 of the Accountant’s Report in Appendix I to this prospectus (i) were conducted on arm’s length basis and on normal commercial terms, which are considered fair, reasonable and in the interest of our Shareholders as a whole; and (ii) do not distort our financial results during the Track Record Period or make our historical results not reflective of our future performance.
The non-trade balances as of 30 April 2024 are term deposits placed by us with Guangdong Shunde Rural Commercial Bank Co., Ltd. ("Guangdong Shunde Rural Commercial Bank"), which as of the Latest Practicable Date is not our connected person and such term deposits do not constitute our connected transactions upon the Listing.
Financial Information · p. 299
Directors believe that our transactions with related parties during the Track Record Period were conducted in the ordinary course of business and on an arm's length basis, and they did not distort our results of operations or make our historical results not reflective of our future performance.
We provided testing services to our Controlling Shareholder. In FY2021, FY2022, FY2023 and 6M2024, the transaction amounts were RMB200, nil, RMB85,000 and RMB43,000.
Financial Information · p. 344
Two loans with principal amounts of RMB3.75 million and RMB4.1 million were granted to Xinyi Xinye in January 2023 and March 2023, respectively.
Financial Information · p. 344
In December 2023, the loans and interest were fully repaid.
During the Track Record Period, we had entered into certain related party transactions (for details, see Note 31 to the Accountants’ Report in Appendix I to this prospectus).
Financial Information · p. 494
Our Directors confirm that all related party transactions set out above (i) were conducted on normal commercial terms and/or on terms not less favorable than terms available from Independent Third Parties, which are considered fair, reasonable and in the interest of our Shareholders as a whole; and (ii) do not distort our Track Record Period results or make our historical results not reflective of future performance.
Our Directors are of the view that each of the related party transactions set out in Note 34 the Accountant’s Report in Appendix I was conducted in the ordinary course of business and with normal commercial terms between the relevant parties.
Financial Information · p. 400
Our Directors are also of the view that our related party transactions during the Track Record Period would not distort our track record results or cause our historical results to become non-reflective of our future performance.
For successful purchase of insurance products by insurance clients, we paid referral fees of RMB3.9 million, RMB3.4 million and RMB1.0 million to them for FY2021, FY2022 and FY2023, respectively, representing approximately 12.2%, 6.8% and 1.5% of the total referral fees to all of our strategic channel partners for the corresponding years, respectively.
Financial Information · p. 369
The average referral fees paid to each of these companies ranged from 18.7% to 46.4% during the Track Record Period, which were on normal commercial terms or on terms no more favourable than those provided to other independent strategic channel partners during the Track Record Period.
Financial Information · p. 369
(1) Such amounts represent the deposit with Haier Finance and Haier Consumer Finance as at the respective dates.