贸易商转售商渠道

港股IPO招股书披露先例 · 14 家公司,14 项

贸易商转售商渠道指公司通过购买并转售产品的贸易公司、贸易伙伴或中间商实现销售,而非经委任的传统分销商。招股书多在概要、风险因素、业务及财务资料章节披露,内容通常包括贸易商收入占比及数目变动、买断式逐笔交易关系、不设销售目标或最低采购义务、付款后发货且一般不接受退货,并称符合行业惯例;申请人多认为渠道压货风险有限,部分披露相关安排已逐步取消或主动缩减。

2026-09-21Application Proof
超颖电子电路股份有限公司Dynamic Electronics Co., Ltd.

经贸易公司及其他PCB厂商销售占比低

We also sell a limited proportion of our PCB products to trading companies and other PCB manufacturers.

Business · 第 135 页

Accordingly, we believe the risk of channel stuffing arising from sales to trading companies and other PCB manufacturers is limited.

Business · 第 136 页

During the Track Record Period, revenue generated from such customers represented an insignificant portion of our total revenue.

Business · 第 136 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-09-21Prospectus
深圳市景旺电子股份有限公司Shenzhen Kinwong Electronic Co., Ltd.03228.HK

贸易伙伴销售占3.5%-4.5%,数量由70家减至27家

In 2023, 2024 and 2025, our sales generated from sales to trading partners amounted to RMB484.2 million, RMB575.2 million and RMB563.0 million, respectively, accounting for 4.5%, 4.5% and 3.7% of our total revenue for these periods.

Business · 第 138 页

The number of our trading partners decreased from 70 in 2023 to 58 in 2024, 32 in 2025 and 27 in the four months ended April 30, 2026, mainly due to our strategic adjustment to focus on cooperation with outstanding trading partners and eliminate underperforming ones.

Business · 第 136 页

We do not impose sales targets or minimum purchase obligations on trading partners. Orders are placed on an as-needed basis and reflect specific end customer requirements with different product specifications. Trading partners are generally not permitted to return unsold inventory, and we do not engage in consignment or speculative sales arrangements.

Business · 第 138 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-09-21Prospectus
彤程新材料集团股份有限公司Red Avenue New Materials Group Co., Ltd.09607.HK

约8.4%-8.9%收入来自转售商销售

In FY2023, FY2024, FY2025 and 6M2026, the revenue from our sales to the resellers amounted to RMB253.7 million, RMB283.3 million, RMB303.5 million and RMB179.5 million, respectively, representing 8.6%, 8.7%, 8.9% and 8.4% of the total revenue for the same years, respectively.

Business · 第 127 页

we therefore believe that orders placed by our resellers generally correspond to underlying end customers’ demand, our Directors consider that the risk of channel stuffing in respect of our sales to the resellers is low. Based on independent due diligence work conducted by the Sole Sponsor, nothing has come to the attention of the Sole Sponsor that would cause it to disagree with our Directors’ view above.

Business · 第 128 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-09-10Application Proof
广东微电新能源股份有限公司Guangdong Mic-Power New Energy Co., Ltd.

客户I居间贸易安排及其逐步取消

Our relationship with Customer I is of a trading nature.

Business · 第 171 页

As our financing capability improved, we gradually phased out such arrangements, and only one to two product models remain subject to such arrangements as of the Latest Practicable Date.

Business · 第 171 页

The PRC Legal Advisor has confirmed that the arrangement with Customer I is legal and valid under PRC law.

Business · 第 172 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-08-28Application Proof
深圳新宙邦科技股份有限公司SHENZHEN CAPCHEM TECHNOLOGY CO., LTD.

通过贸易公司销售占收入7.1%至13.4%

Direct sales are our predominant sales channel and accounted for around 90% of our revenue in each of 2023, 2024, 2025, and the six months ended June 30, 2026, with sales to trading companies accounting for 10.6%, 13.4%, 9.8%, and 7.1% respectively.

Business · 第 146 页

The use of trading companies as a supplementary sales channel is consistent with industry practice among specialty chemicals manufacturers operating across multiple geographies and customer segments.

Business · 第 147 页

Our relationship with trading companies is a buyer-and-seller relationship: trading companies purchase our products outright and resell them to end customers on their own account, and we do not act as principal or agent in their onward sales.

Business · 第 147 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-08-11Application Proof
杭州热联集团股份有限公司Hangzhou CIEC Group Co., Ltd.

约七成大宗贸易收入来自贸易公司客户

In 2023, 2024, 2025 and the five months ended May 31, 2026, revenue from trading companies amounted to RMB190,871.7 million, RMB204,344.6 million, RMB196,667.6 million, and RMB73,263.3 million, respectively, representing 76.2%, 75.7%, 72.7% and 66.5% of our revenue from commodity trading, respectively.

Business · 第 117 页

We discontinued transactions with certain trading companies during the Track Record Period, primarily due to changes in demand or preferences of the relevant end customers.

Business · 第 118 页

Since our transactions with these trading companies are based on the real demand from end customers, we do not believe that our relationship with them raises concerns related to channel stuffing, cannibalization, or the recoverability of accounts receivable.

Business · 第 118 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-06-29Prospectus
山东宝盖新材料科技股份有限公司Shandong Baogai New Materials Technology Co., Ltd.08090.HK

通过贸易客户转售,占收益27%至33%

During the Track Record Period, sales to trading customers accounted for approximately 27.4%, 27.2% and 32.8% of our revenue for the years ended 31 December 2023, 2024 and 2025, respectively.

Business · 第 152 页

We did not set mandatory sales targets, as we consider that this practice motivates them to place orders according to the actual needs of their end-users or contractors, primarily for the purchase of resale, thus ensuring that procurement volumes correspond to real market demand.

Business · 第 159 页

During the track record period and up to the Latest Practicable Date, we have not observed any unusually large purchases inconsistent with ordinary purchase pattern and practices, nor have we detected abnormally high inventory levels among trading customers.

Business · 第 159 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-05-29Application Proof
浙江中国小商品城集团股份有限公司Zhejiang China Commodities City Group Co., Ltd.

贸易业务下游贸易伙伴买断式销售及渠道囤货风险管理

We do not impose sales targets, geographic restrictions or customer allocation requirements on trading partners, and our interactions with them are limited to individual transactions.

Business · 第 136 页

Trading partners do not have incentives to accumulate inventory beyond their operational needs, as they bear the full commercial risks associated with downstream sales.

Business · 第 137 页

During the Track Record Period, we did not observe any material inventory accumulation or abnormal procurement behavior among our trading partners.

Business · 第 137 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-04-30Application Proof
四川新荷花中药饮片股份有限公司Sichuan Neautus Traditional Chinese Medicine Co., Ltd.

医药贸易公司销售收入占比约35%

Revenue generated from medical trading companies represented 33.6%, 35.5% and 35.3% of our revenue in 2023, 2024 and 2025, respectively.

Business · 第 144 页

In 2023, 2024 and 2025, we had 549, 606 and 654 medical trading companies that purchased our products, including 126 medical trading companies that purchased our products in each of 2023, 2024 and 2025.

Business · 第 145 页

This aggregation practice means that when these companies resell the products, they are sold as commodity TCM decoction-ready products without preservation of our brand identity, or quality certifications.

Business · 第 145 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-04-22Application Proof
湖南明珠矿用化工科技股份有限公司Hunan Mingzhu Mining Chemical Technology Co., Ltd.

通过贸易伙伴销售占收入约三至四成

According to Frost & Sullivan, sales through trading partners are in line with industry norms.

Business · 第 124 页

We consider these customers as our end customers and not our distributors, primarily because (i) we enter into purchase orders or sales and purchase agreements with them rather than distribution agreements in the same way as our direct customers, (ii) we have no control over any of these customers or on their sales, inventories, credit or pricing policies, and marketing activities, (iii) similar to our pricing strategy for our products sold to our direct customers, we typically determine the prices of our products selling to trading partners based on the costs of raw materials, the price of comparable products in the market and other costs and expenses, and (iv) we have no restrictions or requirements on these customers regarding their geographical coverage, sales target, minimum purchase requirements or channels.

Business · 第 124 页

We believe the risk of channel stuffing and cannibalism is low in relation to our sales with trading partners for the following reasons: (i) we generally require payment before delivery from our trading partners

Business · 第 124 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-04-01Application Proof
石大胜华新材料集团股份有限公司Shida Shinghwa Advanced Material Group Co., Ltd.

通过化工贸易商销售占比及数量变动

In 2023, 2024 and 2025, revenue generated from trading company customers amounted to RMB2,888.0 million, RMB2,128.6 million and RMB1,523.0 million, respectively, accounting for 51.3%, 38.4% and 22.4% of our total revenue for the respective periods.

Business · 第 119 页

We maintain a buyer-seller relationship with the chemical trading companies, where they purchase products from us for sale to end customers.

Business · 第 119 页

We do not enter into distribution agreements with our trading company customers.

Business · 第 120 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-03-12Prospectus
广州广合科技股份有限公司Delton Technology (Guangzhou) Inc.01989.HK

通过贸易伙伴销售占收入约2.6%至4.4%

However, we do not authorize them to acquire end customers, negotiate on our behalf, or maintain inventory for resale.

Business · 第 149 页

We do not impose sales targets or minimum purchase obligations on our trading partners. Purchase order reflects actual end customer demand, and we do not encourage speculative stocking.

Business · 第 150 页

Accordingly, considering that (i) we do not set sales targets or minimum purchase obligations, (ii) our trading partners are generally not permitted to return unsold products, (iii) our products are largely customized and not interchangeable, and (iv) we did not identify any material channel stuffing or cannibalization risks during the Track Record Period and up to the Latest Practicable Date, our Directors are of the view that we do not have any material channel stuffing or cannibalization risks.

Business · 第 151 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-11-25Prospectus
安徽金岩高岭土新材料股份有限公司ANHUI JINYAN KAOLIN NEW MATERIALS CO., LTD.02693.HK

贸易商销售占比上升及防压货措施

Our revenue attributable to traders increased from RMB26.1 million in 2023 to RMB63.8 million in 2024, primarily due to (i) an increase in the number of our traders, rising from 23 traders in 2023 to 32 traders in 2024; and (ii) an increase in our revenue from our major trader customer, Lianyungang Xinyi Road International Trade Co., Ltd. (連雲港鑫一路國際貿易有限公司), which rose from RMB12.2 million in 2023 to RMB24.7 million in 2024, mainly attributable to the increase in the sales volume of precision casting mullite products and refractory mullite products driven by its increasing end customer demand.

To mitigate the risk of cannibalization and channel stuffing, our agreements with our largest trader include a customer filing arrangement.

Business · 第 212 页

Our revenue from the largest trader for the years ended December 31, 2022, 2023, 2024 and for the five months ended May 31, 2025 accounted for 30.0%, 46.6%, 38.7% and 43.8%, respectively, of our total revenue generated from traders during the same periods.

Business · 第 212 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-09-17Prospectus
奇瑞汽车股份有限公司Chery Automobile Co., Ltd.09973.HK

LUXEED品牌经独家总经销商销售

We sell the LUXEED brand vehicles to an exclusive corporate distributor, which is principally engaged in the sales of NEVs in the PRC, and further sells the LUXEED brand vehicles to end customers in China.

Business · 第 267 页

The term of the general distributorship agreement is five years and is renewable upon mutual agreement upon expiry.

Business · 第 267 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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