关连方分销商

For the years ended December 31, 2023, 2024, 2025 and the six months ended June 30, 2025 and 2026, revenue attributable to the sales to our distributors represented approximately 4.6%, 4.1%, 3.8%, 3.8% and 3.3% of our total revenue, respectively.

Our distributors do not hold inventories and we do not allow product returns except for product defects.

These arrangements are in place principally to satisfy the procurement requirements of such end-customers, which led us to believe that the risk of channel stuff is minimal.

During the Track Record Period, sales to the JV Distributor amounted to approximately HK$3.5 million, HK$5.8 million and HK$4.3 million for 2023, 2024 and 2025, respectively representing 1.0%, 1.2% and 0.9% of on total revenue for the same periods, which our Directors consider to be immaterial.

The Directors confirm that all sales to the JV Distributor were conducted on arm’s length basis, and that the JV Distributor did not obtain preferential pricing, credit terms or rebate arrangements granted beyond those available to independent third-party customers.

On December 15, 2025, Mr. Lo entered into a sale and purchase agreement with the other joint venture partner, an independent third party, pursuant to which Mr. Lo shall transfer his entire equity interest in the JV Distributor to the other joint venture partner (the “JV Transfer”).

Less than 1.0% of our revenue was from distributors in each year during the Track Record Period.

Our distributors place orders with us based on market demand and then on-sell our products to their customers. Therefore, we believe our products are at remote risk of channel stuffing in our distribution network.

Distributors are generally required to make full payment before we deliver our vehicles to them.

The transaction amount between Customer A1 and the Group was RMB51.1 million in FY2023, RMB27.9 million in FY2024, and RMB9.3 million in FY2025.

The transaction amount between Customer A2 and the Group was RMB30.6 million in FY2024, and RMB77.8 million in FY2025.

The collaboration operates on a non-exclusive, business-to-business (B2B) basis.

In 2022, 2023, 2024 and the four months ended April 30, 2025, the revenue from the distributors that are our joint venture entities or controlled by our former employees was RMB13,709.5 million, RMB10,523.6 million, RMB7,273.7 million and RMB2,243.1 million, respectively, representing 17.0%, 14.2%, 9.3% and 7.6% of our total revenue in the same periods.

The revenue from sales to the distributors that are our controlled by our former employees decreased throughout the Track Record Period, primarily because we optimized our distribution network by terminating certain underperforming distributors that are controlled by our former employees.

We use the same templates for and apply the same pricing, payment method, credit and distributor management policies to both Independent Third Party distributors and distributors in which we hold an equity interest or have other connections.