客户与供应商重叠

港股IPO招股书披露先例 · 469 家公司,476 项

客户与供应商重叠,指同一实体在往绩记录期间内既是申请人客户又是其供应商的情形。招股书一般于概要、风险因素、业务及财务资料章节披露相关交易金额及其占比、重叠成因,并说明销售与采购条款各自单独磋商、互不关联亦不附带条件,董事确认有关交易按正常商业条款于日常业务中公平进行,部分申请人另援引行业顾问意见确认该等安排属行业惯例。

2026-02-27Application Proof

五大客户及供应商中有七家重叠客户及供应商

During the Track Record Period and up to the Latest Practicable Date, among our top five customers and suppliers in each year/period, we had a total of seven overlapping customers and suppliers.

Business · 第 152 页

Our Directors confirmed that negotiations of the terms of our sales to and purchases from the above overlapping customer and supplier were conducted independently, and these sales and purchases were independent from one another.

Business · 第 153 页

As advised by Frost & Sullivan, it is not uncommon to have overlapping customers/suppliers in the industry.

Business · 第 153 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-02-26Application Proof
青岛特锐德电气股份有限公司Qingdao TGOOD Electric Co., Ltd.

前五大客户中六家同时为供应商,购销双向重叠

Among our five largest customers during the Track Record Period, Customer A, Customer B, Customer C, Customer D, Customer F and Customers G are also our suppliers.

Business · 第 170 页

Our aggregate sales amount to certain subsidiaries of Customer B was RMB1,308.1 million, RMB1,418.3 million and RMB861.0 million in 2023, 2024 and the ten months ended October 31, 2025, respectively, accounting for 10.3%, 9.2% and 7.6% of our total revenue for the corresponding periods.

Business · 第 170 页

According to CIC, overlap between customers and suppliers is not uncommon in the power industry.

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
2026-02-05Prospectus
北京海致科技集团股份有限公司Beijing Haizhi Technology Group Co., Ltd.02706.HK

多家前五大客户与供应商身份重合

During the Track Record Period, two entities (Entity C1 and Entity C2) that are controlled by Customer C — one of our five largest customers — acted as both our customers and our suppliers.

Business · 第 286 页

All of our sales to and purchases from these supplier-customers were conducted in the ordinary course of business under normal commercial terms, consistent with those applied to our other suppliers and on an arm's length basis.

Business · 第 288 页

In 2022, 2023, 2024 and the nine months ended September 30, 2025, (i) the revenue that we derived from our overlapping customer-suppliers amounted to RMB2.7 million, RMB34.6 million, RMB34.0 million and RMB17.7 million, respectively, amounting to 0.9%, 9.2%, 6.8% and 7.1% of our total revenue, respectively;

Business · 第 288 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-02-05Prospectus
深圳市沃尔核材股份有限公司Shenzhen Woer Heat-Shrinkable Material Co., Ltd.09981.HK

客户B及客户F同为前五大客户兼供应商

In 2022, 2023, 2024 and the nine months ended September 30, 2025, our sales amount attributable to these suppliers amounted to RMB148.5 million, RMB217.8 million, RMB426.7 million and RMB629.4 million, which accounted for 2.8%, 3.8%, 6.2% and 10.4% of our sales amount, respectively; and our purchase amount attributable to these customers amounted to RMB8.7 million, RMB1.3 million and RMB2.7 million and RMB0.3 million, which accounted for 0.3%, 0.0%, 0.1% and 0.0% of our purchases, respectively.

Business · 第 169 页

Our Directors confirm that all transactions with Customer B and Customer F were conducted in the ordinary course of business, on normal commercial terms, and were not interconditional.

Business · 第 169 页

According to F&S, the overlapping of our customers and suppliers is common in the highspeed data communication and electrical power transmission industry, where companies often operate multiple business lines across various parts of the value chain.

Business · 第 169 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-01-30Prospectus
爱芯元智半导体股份有限公司Axera Semiconductor Co., Ltd.00600.HK

部分前五大客户同时为供应商

During the Track Record Period, certain of our five largest customers were also our suppliers, details of which were explained as below:

Business · 第 215 页

Customer J, one of our five largest customers in 2022, was also Supplier J, one of our five largest suppliers for each of 2022 and 2023.

Business · 第 215 页

The overlapping of certain customers and suppliers during the Track Record Period arises from the nature of our customer base and the semiconductor industry ecosystem.

Business · 第 216 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-01-30Prospectus
乐欣户外国际有限公司Ridge Outdoor International Limited02720.HK

Topsun集团及Customer B同时为客户与供应商

Topsun Group, one of our five largest customers in each year or period during the Track Record Period, was also one of our five largest suppliers in each respective periods.

Summary · 第 11 页

These purchases amounted to RMB83.1 million, RMB33.7 million, RMB48.1 million and RMB20.9 million in 2022, 2023, 2024 and the eight months ended August 31, 2025, respectively, representing 14.2%, 12.8%, 11.2% and 7.8% of our total purchase amounts in the same periods.

Business · 第 191 页

All of our sales to and purchases from Topsun Group were conducted in the ordinary course of business under normal commercial terms and on an arm’s length basis.

Business · 第 191 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-01-30Prospectus
澜起科技股份有限公司Montage Technology Co., Ltd.06809.HK

三名重叠客户兼供应商的交易

During the Track Record Period, we had three overlapping customers and suppliers within our top five customers and suppliers of each year/period of the Track Record Period.

Business · 第 218 页

The total revenue we generated from the overlapping customers and suppliers amounted to RMB1,596.3 million, RMB716.9 million, RMB1,086.7 million and RMB1,120.3 million in 2022, 2023, 2024 and the nine months ended September 30, 2025, respectively, and the purchases from the overlapping customers and suppliers amounted to RMB939.6 million, RMB109.8 million, RMB214.3 million and RMB151.2 million in 2022, 2023, 2024 and the nine months ended September 30, 2025, respectively.

Business · 第 218 页

Our Directors have confirmed that none of our sales to and purchases from our overlapping customer and supplier during the Track Record Period was inter-conditional, inter-related or otherwise considered as one transaction.

Business · 第 218 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-01-29Prospectus
牧原食品股份有限公司MUYUAN FOODS CO., LTD.02714.HK

客户X同时为主要客户及前五大供应商

Our largest customer in 2022, 2024 and the nine months ended September 30, 2025, and one of our top five customers in 2023 (the “Customer X”), was also among our top five suppliers in 2022.

Business · 第 233 页

The revenue from sales to Company X in 2022, 2023, 2024 and the nine months ended September 30, 2025 was RMB3.4 billion, RMB3.2 billion, RMB5.2 billion and RMB2.9 billion, respectively, accounting for 2.7%, 2.9%, 3.8% and 2.6% of our total revenue for the respective periods.

Business · 第 233 页

Negotiations of the terms of our sales to and purchases from Company X were conducted on an individual basis and the sales and purchases were neither inter-connected nor inter-conditional with each other.

Business · 第 233 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-01-29Prospectus
深圳市大族数控科技股份有限公司SHENZHEN HAN’S CNC TECHNOLOGY CO., LTD.03200.HK

部分前五大客户与供应商重叠

The rationale for purchasing these used machines from these overlapping customers was mainly to facilitate product upgrades, as our customers often traded in their used equipment when purchasing new products with higher processing efficiency and precision from us.

Business · 第 222 页

Our Directors are of the view that the transactions with the overlapping supplier-customers were conducted at arm’s-length, mutually independent and under normal commercial terms.

Business · 第 223 页

Negotiations of the terms of our sales to and purchases from these overlapping supplier-customers were conducted on an individual basis, and the sales and purchases were neither inter-connected nor inter-conditional with each other.

Business · 第 223 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-01-27Prospectus
青岛国恩科技股份有限公司QINGDAO GON TECHNOLOGY CO., LTD.02768.HK

前五大客户之一同时为供应商及存在重叠客户供应商

During the Track Record Period, one of our top five customers, Customer D, was also our supplier.

Business · 第 205 页

We entered into such arrangement to provide better quality assurance and more consistent supply to Overlapping Customers/Suppliers.

Business · 第 205 页

All of our sales to and purchases from all Overlapping Customers/Suppliers were conducted in the ordinary course of business under normal commercial terms and at arm’s length basis.

Business · 第 206 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-01-26Prospectus
东鹏饮料(集团)股份有限公司Eastroc Beverage (Group) Co., Ltd.09980.HK

前五大客户之一自2023年起亦向公司提供物流服务

One of our five largest customers in 2022, which is our distribution partner, started to provide logistics services to us as well in 2023.

Business · 第 217 页

The revenue from such customer in 2022, 2023, 2024 and the nine months ended September 30, 2025 was RMB145.0 million, RMB77.9 million, RMB14.0 million and RMB9.0 million, respectively, representing 1.7%, 0.7%, 0.1% and 0.05% of our total revenue for the same periods, respectively.

Business · 第 217 页

The purchase amount attributable to such customer in 2022, 2023, 2024 and the nine months ended September 30, 2025 was nil, RMB5.5 million, RMB10.8 million and RMB7.0 million, respectively, representing nil, 0.1%, 0.1% and 0.1% of our total purchase amount for the same periods, respectively.

Business · 第 217 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2026-01-14Prospectus
上海龙旗科技股份有限公司Shanghai Longcheer Technology Co., Ltd.09611.HK

五大客户与供应商重叠,源自Buy & Sell模式

This overlap primarily arose from our adoption of the Buy & Sell model, under which we procure certain materials components from our customers for our production.

Business · 第 251 页

Our sales to and purchases from such customers were conducted in the ordinary course of business and on commercial terms negotiated on an arm's length basis, with pricing determined through written statements of work or purchase orders, standardized delivery and payment terms, and market-benchmarking provisions that ensure the transaction prices are in line with prevailing market levels.

Business · 第 251 页

In 2022, 2023, 2024 and the nine months ended September 30, 2025, the aggregate gross profit we derived from these overlapping customers and suppliers, consisting of Customer A, Customer B (or Supplier A), Customer C (or Supplier D), Customer D (or Supplier G), Customer E, Customer F (or Supplier F), Supplier B, Supplier E and Supplier I, amounted to RMB1,844.0 million, RMB1,980.1 million, RMB2,040.0 million and RMB2,004.5 million, respectively, accounting for 78.0%, 76.4%, 75.4% and 76.9% of our total gross profit in the corresponding period.

Business · 第 252 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-12-31Prospectus

客户兼供应商:Customer F/K及Customer G/I

In particular, Customer G/Supplier I was among our top five customers and suppliers in 2024, while Customer F/Supplier K was among our top five customers in 2024 and among our top five customers and suppliers in 2025.

Business · 第 300 页

All such transactions were conducted on an arm’s length basis and at prevailing market rates.

Business · 第 300 页

According to CIC, our sales to and procurement from overlapping customers and suppliers during the Track Record Period is reasonable and in line with industry norms.

Business · 第 301 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-12-31Prospectus
云南金浔资源股份有限公司Yunnan Jinxun Resources Co., Ltd.03636.HK

部分前五大客户与供应商重叠

Due to the nature of our business, certain of our five largest suppliers, or their associates, were also our customers, which is an industry norm in the copper cathode and non-ferrous metal industries, as advised by Frost & Sullivan.

Summary · 第 6 页

In 2022 and 2023, three and two of our five largest customers, respectively, were also our suppliers, from whom we procured raw materials.

Business · 第 213 页

Our negotiations of the terms in the sales and purchase agreements in connection with the overlapping customers and suppliers were conducted on a case-by-case basis and were not inter-conditional with each other.

Business · 第 215 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-12-31Prospectus
兆易创新科技集团股份有限公司GigaDevice Semiconductor Inc.03986.HK

供应商A及供应商C同时为公司客户

Supplier A among our five largest suppliers of each year/period of the Track Record Period was also our customer in the corresponding years/period, and our sales to them were RMB134,200, RMB9,840, RMB12,547 and RMB2,762 in 2022, 2023 and 2024 and the six months ended June 30, 2025, respectively, which amounted to less than 0.1% of our total revenue in corresponding years/period.

Business · 第 221 页

In 2022, the Supplier C was also our customer in the corresponding year, and our sales to them were RMB2.3 million, which amounted to less than 0.1% of our total revenue in corresponding year.

Business · 第 221 页

Our procurement from Supplier A and Supplier C, as well as our sales to them, are not interdependent and are negotiated through separate processes.

Business · 第 221 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-12-31Prospectus
苏州瑞博生物技术股份有限公司Suzhou Ribo Life Science Co., Ltd.06938.HK

2025年上半年两名五大客户同时为供应商

Customer D and Customer E, two of our five largest customers for the six months ended June 30, 2025, were also our suppliers for the same period.

Business · 第 361 页

Negotiations of the terms of our sales to and purchases from these overlapping customers and suppliers were conducted on an individual basis and the sales and purchases were neither inter-connected nor inter-conditional with each other.

Business · 第 361 页

Our Directors confirmed that all of our sales to and purchases from the overlapping customers and suppliers were conducted in the ordinary course of business under normal commercial terms and on an arm's-length basis.

Business · 第 361 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-12-31Prospectus

Bridgex同时为主要客户及分包商

Bridgex was one of our major customers and one of our subcontractors during the Track Record Period.

Business · 第 177 页

During the Track Record Period, the revenue derived from our services provided to Bridgex amounted to approximately RM4.9 million, RM13.8 million and RM0.8 million, respectively, representing approximately 6.3%, 10.4% and 1.1% of our total revenue for the respective years/period.

Business · 第 177 页

Our Directors confirm, and the Sole Sponsor concurs, that our transactions with Bridgex, whether as our customer or subcontractor, were entered into in the ordinary and usual course of business of our Group, on normal commercial terms, fair and reasonable to our Group, and in line with market norm, based on the following analysis.

Business · 第 177 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-12-30Prospectus
北京智谱华章科技股份有限公司Knowledge Atlas Technology Joint Stock Company Limited02513.HK

多名客户与供应商身份重叠

Customer A, our largest customer in the six months ended June 30, 2025, was also our supplier in 2024 and 2025.

Business · 第 209 页

Supplier E, our largest supplier in 2023 and 2024, was also our customer in 2024 and 2025.

Business · 第 209 页

Our Directors are of the view that each of our transactions with such overlapping customers and suppliers during the Track Record Period were conducted in the ordinary course of business on an arm’s length basis and with normal commercial terms between the relevant parties.

Business · 第 210 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-12-30Prospectus
上海天数智芯半导体股份有限公司Shanghai Iluvatar CoreX Semiconductor Co., Ltd.09903.HK

Customer K、Customer C同为客户兼供应商

Revenue generated from Customer K was RMB0.1 million, RMB35.6 million, nil and nil in 2022, 2023, 2024 and the six months ended June 30, 2025, respectively, representing 0.1%, 12.3%, nil and nil of our total revenue for the respective years/periods.

Business · 第 221 页

Revenue generated from sales of our AI computing solutions to Customer C was RMB21.2 million in the six months ended June 30, 2025, representing 6.6% of our total revenue for the period.

Business · 第 221 页

Negotiations of the terms of our sales to and purchases from this overlapping customer and supplier were conducted on an individual basis and the sales and purchases were neither inter-connected nor inter-conditional with each other.

Business · 第 221 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2025-12-22Prospectus
上海壁仞科技股份有限公司Shanghai Biren Technology Co., Ltd.06082.HK

供应商J及K同时为客户,最高占采购34.9%

During the Track Record Period, Supplier J and Supplier K were also our customers.

Business · 第 255 页

The gross profit margin of our sales to Supplier K in 2024 was 45%, which was relatively lower than our overall gross profit margin in 2024 primarily because the relevant transactions primarily include hardware components with relatively lower gross profit margin due to the customer's specific needs.

Business · 第 255 页

Our sales to and purchases from the above supplier-customers are not inter-conditional upon each other, and are conducted in the ordinary course of business under normal commercial terms and on arm's length basis.

Business · 第 256 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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