For FY2023, FY2024 and FY2025, our revenue attributable to our sales to the Remaining Unimicron Taiwan Group was RMB838.7 million, RMB616.0 million and RMB358.4 million, respectively, representing 30.0%, 16.8% and 9.9% of our revenue for the respective years;
Summary · 第 9 页
our purchase from the Remaining Unimicron Taiwan Group for IC Substrate Related Materials was RMB79.8 million, RMB210.6 million and RMB347.5 million, respectively, representing 9.1%, 13.7% and 20.3% of our total purchase of IC Substrate Related Materials for the respective years
Summary · 第 9 页
After the [REDACTED], except for the circumstances set out in the Deed of Noncompetition, the Remaining Unimicron Taiwan Group will not sell IC substrates to customers established in the Chinese Mainland and will not engage in any business which compete or are likely to compete with our business.
Since our establishment, we have operated as an intelligent mobility platform within the SAIC ecosystem.
Summary · 第 5 页
Our Directors are of the view that our historical cooperation with SAIC has not resulted in, and our current operations do not exhibit, any material operational or financial dependence on SAIC or our Controlling Shareholders.
Summary · 第 5 页
We have entered into a series of framework agreements with SAIC and/or its associates in respect of transactions.
We consider that our businesses are clearly delineated from those of our Controlling Shareholders, including with respect to our businesses of new and used vehicle sales, vehicle leasing services to both corporate clients and online ride-hailing companies, and online ride-hailing services.
Summary · 第 6 页
the Company has resolved to implement certain conflict-of-interest management mechanisms to enhance the segregation of overlapping customer groups on an ongoing basis.
During the Track Record Period, approximately 66.7%, 84.2% and 82.2% of the finance lease amounts at the relevant period were guaranteed by Lingong Group.
Summary · 第 10 页
Our Directors believe that the guarantees provided by Lingong Group under finance lease arrangements do not indicate any material reliance by our Group on our Controlling Shareholders and their close associates, and are beneficial to the Company and our Shareholders as a whole.
Summary · 第 10 页
We have been in the transition process to undertake the repurchase guarantees by our own with respect to all newly-entered finance lease arrangements, and such transition process will complete prior to the [REDACTED].
中旅港澳文旅控股有限公司CTG Hongkong and Macao Culture and Tourism Holding Limited
获CTS(控股)独家授权提供证件管理服务至2047年
We provide these services in Hong Kong under an arrangement with CTS (Holdings), under which we have been appointed as CTS (Holdings)’ exclusive agent to provide travel-document administration services in Hong Kong until June 30, 2047.
Summary · 第 2 页
This arrangement provides us with a stable, long-term platform for the provision of travel-document administration services.
Summary · 第 2 页
immediately after the Distribution, our Company will cease to be a subsidiary of China Travel HK, and the Controlling Shareholders of our Company will include CTG, CTS (Holdings), CTS Asset Management and Hongkong New Travel.
To address potential foreign investment regulatory risks in connection with the proposed H-share [REDACTED], we entered into asset transfer agreements with our Controlling Shareholders on December 20, 2025 to dispose of the assets relating to our Qingyuan Chicken and Changshun Green-eggshell Chicken breeds.
Business · 第 150 页
Following the disposals, we entered into genetic resource supply agreements with our Controlling Shareholders on January 5, 2026, pursuant to which our Controlling Shareholders undertake to provide us with the genetic resources necessary for our breeding operations.
Business · 第 150 页
Moreover, the expected transaction amounts under these arrangements are limited and are not expected to give rise to any material reliance on our Controlling Shareholders.
山推工程机械股份有限公司Shantui Construction Machinery Co., Ltd.
控股股东通过两家附属公司经营竞争业务
As of the Latest Practicable Date, apart from our Group, our Controlling Shareholders are also engaged in excavator, loader and wide-body mining truck related business (the “Excluded Businesses”) through two subsidiaries.
Summary · 第 11 页
Our Directors are of the view that the level of competition between our business and the Excluded Business is not material and any conflict of interests can be effectively managed.
Summary · 第 11 页
Shandong Heavy Industry, Weichai Holdings and Weichai Power constitute our Controlling Shareholders, holding in aggregate approximately 40.07% of our total issued Shares as of the Latest Practicable Date.
Revenue derived from MNC Group amounted to 81.2%, 74.4% and 66.8% of our total revenue for 2023, 2024 and 2025, respectively. Purchases derived from MNC Group amounted to 51.6%, 58.7% and 67.0% of our total purchases for 2023, 2024 and 2025, respectively.
Summary · 第 4 页
Our Directors believe that we will be able to function independently from MNC Group upon [REDACTED] as we do not in any material respect rely on MNC Group in the day-to-day operation of our business.
Summary · 第 4 页
MNC Group's content IP ownership and management activities are centralized within us, while MNC Group, in turn, provides large-scale distribution capabilities, nationwide audience reach and established broadcasting infrastructure through its FTA and Pay-TV networks and media platforms.
In the same years, revenue from the Carraro Group, our single largest customer, was RMB273.5 million, RMB220.8 million and RMB229.7 million, respectively, accounting for 37.2%, 25.4% and 26.3% of our total revenues, respectively.
Business · 第 86 页
Our Company primarily focuses on business opportunities within China, whereas the other entities within the Carraro Group primarily focus on business opportunities outside of China.
Summary · 第 8 页
In addition, we manufacture certain components for entities within the Carraro Group, including machined parts and replacement components.
四川好医生云医疗科技集团股份有限公司GOOD DOCTOR CLOUD HEALTHCARE & TECHNOLOGY GROUP CO., LTD.
控股股东四川JND为前五大供应商
Among them, Sichuan JND, one of our Controlling Shareholders, was among our five largest suppliers in 2023, 2024 and 2025.
Summary · 第 8 页
The purchase amount to Sichuan JND was RMB302.2 million, RMB404.4 million and RMB528.6 million in 2023, 2024 and 2025, respectively, accounting for 10.3%, 13.7% and 15.4% for our total purchase amount in the respective years.
Summary · 第 8 页
During the Track Record Period, we purchased from our Controlling Shareholder, typically as its distributor.
四川好医生云医疗科技集团股份有限公司GOOD DOCTOR CLOUD HEALTHCARE & TECHNOLOGY GROUP CO., LTD.
自有品牌商标依赖控股股东独家授权
The brands we use in our private-label pharmaceutical business, such as “Shu Han Ben Cao (蜀漢本草)”, “Fu Xin (芙新)”, “Gu Fang Xuan Hu (古方懸壺)”, “Chi Ming (馳銘)” and “Hao Jian Shan (好健膳)” are owned by us or licensed exclusively to us by Sichuan JND and its subsidiaries through an exclusive licence, and typically presented side-by-side with the “Good Doctor” trademark (“ ”) owned by Sichuan JND’s subsidiary and licensed for our use.
As of the Latest Practicable Date, Mr. Dong, Dong Zhu, Ms. Wang, Yuyi Enterprise Management, Feihe Enterprise Management, Yunbai Enterprise Management, Shanghai Xintian, and Xintian Pharmaceutical, constituted our Controlling Shareholders, collectively being entitled to exercise the voting rights attached to approximately 57.42% of our total issued share capital.
Summary · 第 10 页
Notwithstanding that Xintian Pharmaceutical is one of our Controlling Shareholders, there is a clear delineation between the businesses of our Group and Xintian Pharmaceutical, as Xintian Pharmaceutical focuses on traditional Chinese medicine products while our Group primarily develops small-molecule chemical drugs, and their respective products are indicated for different diseases with no overlapping therapeutic applications.
As of the Latest Practicable Date, MINISO is interested in 880,000,000 Shares, representing approximately 86.9% of our total issued share capital.
Summary · 第 17 页
MINISO Group was an overlapping supplier during the Track Record Period.
Business · 第 172 页
To the knowledge of our Directors, during the Track Record Period and up to the Latest Practicable Date, except for MINISO Group which was one of our five largest customers in 2023, 2024 and 2025, our five largest customers in each period during the Track Record Period were Independent Third Parties.
上海锦江国际酒店股份有限公司Shanghai Jin Jiang International Hotels Co., Ltd.
控股股东旗下丽笙酒店集团与本集团业务存在重叠
Notwithstanding the fact that there are certain overlappings in the hotel investment, operation and management business between Jin Jiang International Group (through its wholly owned subsidiary Radisson Hotel Group) and our Group, our Directors are of the view that there are clear business delineation considering that our Group's overall hotel brands positioning, geographical focus and management team are distinct from Radisson Hotel Group and our Group's hotel operation scale is substantially larger than Radisson Hotel Group.
Summary · 第 4 页
We have obtained various non-competition undertakings issued by Jin Jiang International to avoid actual and potential business competition with our Group.
In particular, we have established a long-standing business relationship with SAIC that is mutually beneficial, strategically aligned, and supported by deep technology integration.
Summary · 第 4 页
The substantial transaction volume with SAIC reflects not structural reliance, but rather the scale and breadth of our cooperation, as well as our ability to deliver stable and high-performance solutions across multiple mass production vehicle lines.
Business · 第 167 页
Due to our aligned strategic interests and complementary strengths, and as AGH is one of our Controlling Shareholders, we expect our cooperation to continue in the future.
乐欣户外国际有限公司Ridge Outdoor International Limited02720.HK
控股股东关联方Topsun集团为主要客户及供应商
During the Track Record Period, the sales revenue generated from sales of our products to Topsun Group amounted to RMB66.2 million, RMB50.3 million, RMB55.0 million and RMB50.4 million, representing approximately 8.1%, 10.9%, 9.6% and 11.0% of our revenue for the years ended December 31, 2022, 2023 and 2024 and the eight months ended August 31, 2025.
Summary · 第 23 页
While the expected caps under the Products Provision Framework Agreement is expected to increase, we expect that such revenue contribution from Topsun Group as a percentage of our total revenue will decline in the near to mid term.
Summary · 第 23 页
In particular, save for the transactions under the Products Provision Framework Agreement and the Products and Services Procurement Framework Agreement, Topsun Group is not engaged in manufacturing or sales of fishing gear in any kind and our Group is not engaged in investment, construction and operation of cultural and creative industry park, industrial financial investment and services, and cultural tourism.
During the Track Record Period and as of the Latest Practicable Date, save for Muyuan Group who was among our five largest suppliers for each period of the Track Record Period, 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 for each period of the Track Record Period.
Business · 第 232 页
As of the Latest Practicable Date, our Controlling Shareholders Group, comprising Mr. Qin Yinglin, Ms. Qian Ying and Muyuan Group, collectively held approximately 54.91% of our total share capital and controlled 55.62% of the voting rights in our Company.
Summary · 第 26 页
Our Directors are of the view that each of the related party transactions set out in Note X to the Accountants’ Report in Appendix I to this prospectus was conducted in the ordinary course of business on an arm’s length basis and with normal commercial terms between the relevant parties.
our five largest customers in each period during the Track Record Period were Independent Third Parties except for HashKey Fintech III, GDZ International Limited and HashKey Fintech II, which were among our five largest customers in 2022, 2023, 2024 and the six months ended June 30, 2025 and are among our Controlling Shareholders.
Summary · 第 8 页
GDZ International Limited is the ultimate controlling party of the Group.
The revenue generated by our Group from JD Group’s platforms, including service revenue and revenues generated from mro.jd.com, was RMB6,657.8 million, RMB7,520.2 million, RMB8,094.2 million and RMB3,697.1 million for each of the years ended December 31, 2022, 2023 and 2024 and the six months ended June 30, 2025, respectively, representing 47.1%, 43.4%, 39.7% and 36.1% of the revenue of our Group for the same periods.
Summary · 第 13 页
The abovementioned relationship achieves consistency and synergies between JD Group and our Group, ensures a consistent and superior customer experience, and leads to increased user growth and stickiness for both JD Group and our Group.
Summary · 第 13 页
The revenue generated by our Group from (i) and (ii) above without involving traffic from JD Group was RMB7,476.9 million, RMB9,815.7 million, RMB12,303.5 million and RMB6,553.3 million for the years ended December 31, 2022, 2023 and 2024 and the six months ended June 30, 2025, respectively, representing 52.9%, 56.6%, 60.3% and 63.9% of the revenue of our Group for the same periods.
Of the transaction value on Yangxiaomie involving payment installments, 25%, 51%, 36% and 32% were funded by Yingtan Guangda
Summary · 第 1 页
On January 1, 2025, Dr. Zhou entrusted his voting rights associated to all of his direct and indirect shareholding interests in Liangkebang to an independent third party and thereby Yingtan Guangda ceased to be our connected person.
Summary · 第 2 页
The trade receivable due from Yingtan Guangda as any outstanding payment to us on behalf of the borrowers for purchasing goods on Yangxiaomie were RMB243.0 million, RMB412.6 million, RMB619.6 million and RMB727.5 million as at 31 December 2022, 2023, 2024 and 31 May 2025.