依赖控股股东

港股IPO招股书披露先例 · 65 家公司,68 项

依赖控股股东”事项一般指控股股东或其集团作为公司的主要客户、供应商、平台、品牌授权方或资金来源,以及双方的业务竞争。相关披露通常见于概要、风险因素、业务及财务资料章节,一般列明交易金额、占比、定价依据及协议安排。申请人多解释交易按正常商业条款订立、与独立第三方条款相若,或以终止现金归集、偿还借款、订立不竞争契据、建立利益冲突管理机制等方式降低依赖。

2023-11-07Prospectus
药明合联生物技术有限公司WuXi XDC Cayman Inc.02268.HK

控股股东集团为最大直接客户及主要供应商

In years ended December 31, 2020, 2021 and 2022 and the six months ended June 30, 2023, our five largest direct customers (i.e., customers directly contracted with us) for each year/period together accounted for 98.0%, 91.1%, 61.2% and 53.3%, respectively, of our total revenue, and our largest direct customer, the Remaining WXB Group, for each year/period accounted for 84.1%, 81.1%, 37.9% and 13.8%, respectively, of our total revenue.

Business · 第 207 页

The significant decrease of the Remaining WXB Group’s contribution to our revenue is largely due to our gradual entry into direct contractual relationship with our customers.

Business · 第 207 页

During the Track Record Period, part of our bioconjugate CRDMO services were provided to customers that had formally contracted with the Remaining WXB Group.

Business · 第 201 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-09-25Prospectus
深圳市天图投资管理股份有限公司Tian Tu Capital Co., Ltd.01973.HK

控股股东控制实体曾提供营运资金贷款

Such loans were primarily made by the entities controlled by Mr. Wang, our Controlling Shareholder, to support our business operations.

Financial Information · 第 461 页

As of July 31, 2023, our amounts due to related parties had been fully settled.

Financial Information · 第 461 页

There is no competition between the businesses of our Controlling Shareholders and our businesses.

Summary · 第 28 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-06-30Prospectus
众安智慧生活服务有限公司Zhong An Intelligent Living Service Limited02271.HK

最大客户为控股股东的剩余集团及其合营联营企业

During the same period, revenue derived from sales to our single largest customer, the Remaining Group and its joint ventures and associates, amounted to approximately RMB73.0 million, RMB103.9 million and RMB109.8 million, respectively, accounting for approximately 31.6%, 35.1% and 34.3% of our total revenue, respectively.

Summary · 第 11 页

In 2020, 2021 and 2022, the overall revenue in the sum of approximately RMB182.4 million, RMB229.7 million, and RMB247.0 million was generated from properties developed by the Remaining Group and its joint ventures and associates, representing approximately 79.0%, 77.5%, and 77.2% of our overall revenue during the respective years;

Summary · 第 1 页

Having considered the mutuality and complementarity of ongoing business between the Remaining Group and our Group, we consider that we have a competitive advantage that distinguishes us from our competitors and believe that our current relationship with the Remaining Group and our Group is unlikely to change adversely or be terminated.

Summary · 第 22 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-06-29Prospectus
四川科伦博泰生物医药股份有限公司Sichuan Kelun-Biotech Biopharmaceutical Co., Ltd.06990.HK

控股股东Kelun集团为最大供应商及前五大客户

As of the Latest Practicable Date, Kelun Pharmaceutical was directly interested in approximately 59.75% of the total issued Shares of our Company.

Summary · 第 17 页

During each year of the Track Record Period, Kelun Group (together with Kelun Medicine & Trade Group), was our largest supplier.

Business · 第 387 页

Kelun Group (together with Kelun Medicine & Trade Group) was also among our five largest customers during the Track Record Period.

Business · 第 390 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-06-29Prospectus
四川科伦博泰生物医药股份有限公司Sichuan Kelun-Biotech Biopharmaceutical Co., Ltd.06990.HK

向控股股东借款为运营主要资金来源

During the Track Record Period, we financed our operations primarily through borrowings from Kelun Pharmaceutical, payments received in accordance with our license and collaboration agreements, and proceeds from our Series A

Financial Information · 第 526 页

We had other borrowings from Kelun Pharmaceutical of RMB2,358.0 million and RMB2,790.8 million, respectively, as of December 31, 2021 and 2022.

Financial Information · 第 529 页

During the Track Record Period, our finance costs primarily consisted of interest expenses on interest-bearing borrowings from Kelun Pharmaceutical, and interest expenses relating to the Shares we issued to Series A Investors.

Financial Information · 第 504 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-05-12Prospectus
宏信建设发展有限公司Horizon Construction Development Limited09930.HK

远东宏信为控股股东持股约71.72%

Immediately following completion of the Spin-off (without taking into account any Shares which may be issued pursuant to the exercise of the Over-allotment Option), Far East Horizon will directly hold approximately 71.72% of the total issued share capital of our Company and will also be entitled to control the exercise of voting rights in respect of the Shares held by Farsighted Wit Limited (representing approximately 5.52% of the total issued share capital of our Company) at our general meetings.

Summary · 第 8 页

Our Directors are of the view that there is clear business delineation between Far East Horizon Group and our Group.

Summary · 第 8 页

The business models, customer and suppliers and underlying assets of Far East Horizon Group (excluding our Group) are different and clearly delineated from those of our Group.

Summary · 第 8 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-04-17Prospectus
珍酒李渡集团有限公司ZJLD Group Inc06979.HK

控股股东拥有排除白酒业务

Mr. Wu indirectly controls companies which are engaged in the production and sale of baijiu products including Jinliufu (金六福), Yushuqian (榆樹錢), Jinyuanchun (今緣春), Yanfeng (雁峰), Wubi (無比), Linshui (臨水), Xiangshan (湘山) and Taibai (太白) (as and when controlled by Mr. Wu, collectively, the “Excluded Baijiu Business”).

the Directors of the Company are of the view that the competition between the Group and the Excluded Baijiu Business is not material and any conflict of interests can be effectively managed.

Summary · 第 12 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-03-20Prospectus
中天建设(湖南)集团有限公司Zhongtian Construction (Hunan) Group Limited02433.HK

控股股东关联集团为最大客户兼前五大供应商

Zhongtian Holdings Group represented four companies which Zhongtian Holdings had interests, namely Hengji Real Estate, Wuguang Investment, Hangxiao Technology and Fangge Intelligence, our deemed connected persons.

Business · 第 287 页

Save for the indirect interest of the shareholders of ZT (A) in Hengji Real Estate, Wuguang Investment, Hangxiao Technology and Fangge Intelligence, none of our Directors and their respective close associates or any of the Shareholders (owns more than 5% of the issued share capital of our Company as at the Latest Practicable Date) had any interest in any of our five largest customers during the Track Record Period.

Business · 第 289 页

The salient terms of the transactions our Group entered into with Hangxiao Technology are similar to those with our other customers and suppliers, which our Directors consider are on normal commercial terms.

Business · 第 297 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看

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