港股IPO招股书披露先例 · 172 家公司，193 项
此类事项指发行人通过寄售、代理商或中介人、ODM贴牌、附营贸易业务、品牌客户指定采购及外购转售等特殊安排确认收入的情形。招股书通常在概要、风险因素、业务及财务资料章节披露，内容包括该等模式的收入金额及占比、交易安排与结算条款，并常以行业惯例说明、收入确认依据、内控及风险管控措施解释其商业合理性。
During the Track Record Period, we provide CRO services in order to optimize the resource allocation of our experimental facilities and equipment and supplement our cash flow.
Business · 第 383 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看In February 2025, we entered into an agreement with Customer J to transfer three invention patents relating to the preparation methods of key intermediates of certain APIs.
Business · 第 387 页
Although a portion of our customers are system integrators, not end users, we do not believe our business model is a distributorship model.
Business · 第 249 页
This practice of engaging system integrators selected by end users to implement projects is an industry norm in the AI industry and not considered as a distributorship model, according to Frost & Sullivan.
Business · 第 249 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看Regardless of whether our contracts were entered into directly with our end users or with system integrators, there is no material disparity in contract terms and the scope of our services.
Business · 第 249 页
During the Track Record Period, we also engaged two third-party sales agents in Fujian province and Jinhua city in Zhejiang province.
Business · 第 227 页
Our revenue generated from customers reached by the sales agents accounted for approximately 18.8%, 17.7%, 18.1% and 17.7% of our total revenue in 2022, 2023, 2024 and the six months ended June 30, 2025, respectively.
Business · 第 227 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看In the two regions where we engage sales agents, our sales agents are contractually prohibited from serving any businesses similar to ours, and we are contractually prohibited from engaging other sales agents in the respective region.
Business · 第 227 页
Our sales to automakers also include sales to their related customers, who were designated by automakers to purchase products from us on their behalf, or recommended by automakers to purchase products from us, enjoying substantially identical price terms as such automakers.
Business · 第 278 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看According to Frost & Sullivan, direct sales and distribution are generally in line with the industry norms.
Business · 第 277 页
As of December 31, 2022, 2023 and 2024 and March 31, 2025, we engaged 14, 14, 15 and 8 third-party promoters.
Business · 第 307 页
In 2022, 2023, 2024 and the three months ended March 31, 2025, we incurred RMB95.8 million, RMB169.6 million, RMB185.7 million and RMB28.2 million in business development expenses, primarily including service fees we paid to third party promoters.
Business · 第 310 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看In line with the 2025 VBP Scheme inclusion of CF017, we strategically decided to streamline our sales and marketing practice, by consolidating the functions of third-party promoters to our distributors.
Business · 第 311 页
We do not consider sales of chips as our core business, and our revenue from this source significantly reduced from 2022 to 2024.
Summary · 第 4 页
We plan to further reduce sales of chips over the next five years.
Summary · 第 4 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看(3) Consist primarily of revenue generated from our sales of automotive-grade chips, either for commissioning by OEMs or for our own trade purpose based on market conditions and chip inventory levels.
Summary · 第 4 页
Revenue from our ODM business model accounted for RMB53.9 million, RMB42.6 million, RMB118.8 million and RMB112.6 million for FY2022, FY2023, FY2024 and 5M2025, respectively, representing 16.7%, 9.6%, 26.0% and 48.7% of our total revenue for the respective periods.
Business · 第 378 页
Towards the end of FY2023, we strategically launched a new collection of smart watches with 24K gold part(s), incorporating smart movements supplied by Huawei, a leading global Chinese technology company recognised for its 5G technology.
Business · 第 380 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看We also derived revenue by serving as an ODM manufacturer for third-party domestic jewellery brands and wholesalers, including developing and manufacturing watches and accessories under their labels and providing subcontract processing services to them.
Summary · 第 1 页
During the Track Record Period, we primarily sold KD kits to (i) overseas OEMs and overseas joint ventures for assembling to passenger vehicles in their respective overseas production facilities and for sale under our brands such as Chery, OMODA and JAECOO and EXEED or under the brands of overseas joint ventures and overseas OEMs such as EBRO; and
Business · 第 268 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看(ii) trading companies in China which would on-sell the KD kits to its customers.
Business · 第 268 页
In addition, we engage JD.com to distribute our products through its own online stores to further expand our online presence under a consignment model. Under this consignment model, revenue is recognized at a point in time upon the receipts of the goods by consumers.
Business · 第 179 页
In 2022, 2023, 2024 and the four months ended April 30, 2025, the return rates of our products sold under the unconditional seven-day return policy were 2.0%, 2.3%, 2.9% and 2.3%, respectively.
Business · 第 179 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看The consignment selling model with JD.com further mitigates our risk from channel stuffing, as we recognize revenue at a point in time upon the receipts of the goods by consumers.
Business · 第 180 页
Our offline sales primarily include (i) distribution through distributors, and (ii) direct sales, including selling our OBM products to enterprise customers, and directly selling to ODM customers, who then resell the products we manufacture under their own brands.
Business · 第 202 页
During the Track Record Period, our increased sales under the ODM model contributed to the growth of our total revenue. However, this also temporarily pressure on overall gross margins.
Business · 第 203 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看Given the continuously increasing sales of our own brands, we anticipate maintaining our overall gross profit margin in the long term.
Business · 第 203 页
Customer/Supplier A requires its suppliers, including us, to purchase raw materials and components used in products manufactured for it from Customer/Supplier A itself in order to exert overall control of the procurement process and to better control the cost and quality of raw materials. This is commonly referred to in the industry as the buy-and-sell model.
Summary · 第 5 页
Certain of our customers require us to purchase certain key raw materials and components used in products manufactured for the customer from designated suppliers or to purchase such key raw materials and components from such customer after it has first purchased them from the upstream supplier, in order to exert control over the quality of the raw materials and components.
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For example, our gross margin for complete device assembly was (1.6%), 2.6% and 1.3% in 2022, 2023 and 2024, significantly lower than our overall gross margin.
Financial Information · 第 218 页
Our CPaaS and Contact Center SaaS services may be provided to direct customers, which are privy to us.
Summary · 第 5 页
We are generally unable to ascertain the specific value added services provided by our direct customers to downstream customers as the number and identity of downstream customers are not privy to us.
Summary · 第 5 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看As we determine our unit price based on the expected and historical usage of our customers, whether the direct customer is a service provider or not does not impact our unit price determination.
Summary · 第 5 页
During the Track Record Period, revenue from sales to key accounts amounted to RMB973.5 million, RMB843.0 million and RMB822.5 million in 2022, 2023 and 2024, respectively, representing 8.0%, 6.0% and 5.5% of our total revenue for the same periods.
Business · 第 186 页
The second model operates on a consignment basis. We deliver goods according to the terms of the consignment contracts.
Business · 第 186 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看We recognize revenue after the goods were sold to end consumers by our key accounts and when we have verified against the key accounts’ sales records.
Business · 第 186 页
In addition, since 2018, we have carried out 14 out-licensing transactions with global partners, involving 17 molecular entities.
Summary · 第 4 页
Relatedly, our licensing revenue increased substantially from RMB268.4 million in 2023 to RMB2,700.4 million in 2024.
Financial Information · 第 350 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看The duration of our collaboration and licensing agreements is typically until we or our collaboration partners have fulfilled all payment obligations under the relevant agreements.
Business · 第 275 页
In 2022, 2023 and 2024, we collaborated with 11, 11 and 10 franchisees (the “Marketing Service Providers”), who referred 37, 43 and 76 franchisees (the “Referred Franchisees”) to open 76, 92 and 152 franchised stores, respectively.
Business · 第 175 页
In 2022, 2023 and 2024, revenue from the Referred Franchisees was RMB188.2 million, RMB225.5 million and RMB211.6 million, accounting for 8.6%, 6.7% and 6.4% of our total revenue, respectively.
Business · 第 175 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看During the Track Record Period, our top five customers included Marketing Service Providers who were our franchisees.
Business · 第 175 页
We also receive sales amounts for concessionaire sales at our Retail Stores and Malls and charge the concessionaires certain percentage of gross sale amounts or the agreed sales target, whichever is the higher, as commissions.
Summary · 第 4 页
During the Track Record Period, our commissions as a percentage of concessionaire sales increased from approximately 14.9% for FY2021 to approximately 16.4% for FY2022, and further increased to approximately 18.0% and 18.2% for FY2023 and 9M2024, respectively.
Business · 第 246 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看The increasing commissions as a percentage of concessionaire sales was due to the combined effect of (i) the decreasing gross sale amounts from concessionaire sales, in particular from FY2021 to FY2022 mainly due to COVID-19 pandemic; and (ii) the stable trend of our commission income mainly due to the profit guarantee by the concessionaires.
Business · 第 246 页
On behalf of our wholesale customers including distributors and retailers, we source household appliances from brand owners in wholesale quantities.
Business · 第 232 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看In respect of sale of household appliances, our Group recognises revenue on net basis. In determining our commission income, we generally take into account factors including the volume and amount of sales orders and the costs of sourcing the goods. During the Track Record Period, our commission percentage ranged from approximately 0.2% to 1.0%.
Business · 第 232 页
During the Track Record Period, we generated revenue primarily through two main business segments: Contract Manufacturing, which contributed the majority of our revenue; and Branded Product Business, which contributed to a lesser extent.
Summary · 第 1 页
Contract Manufacturing: under this segment, we primarily manufacture and sell babycare products as an Original Design Manufacturer (ODM) to business customers, including independent retailers and babycare brand owners.
Summary · 第 1 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看170,434 | 64.8 | 267,878 | 65.6 | 448,383 | 68.5 | 373,395 | 75.8 | 296,483 | 57.0
Summary · 第 3 页
We typically sell our alumina products directly to our customers or through agents, who help us process corresponding orders with our end customers.
Business · 第 191 页
The commission payable to the agents ranged from 0.25% to 2% of the sales price of the corresponding transaction.
Business · 第 192 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看Our relationship with these commodity traders is a buyer and seller relationship as opposed to a principal-and-agent relationship.
Business · 第 195 页
We also engage sales agents to market and promote our equipment and systems to shipowners in their own channels.
Business · 第 219 页
In 2021, 2022, 2023, and for the six months ended June 30, 2023 and 2024, we incurred sales commissions in this regard amounting to RMB6.2 million, RMB8.8 million, RMB17.5 million, RMB6.9 million and RMB14.8 million, respectively.
Business · 第 228 页
公司的解释、律师意见及原文页码定位：在 Matters 中查看We engage sales agents in addition to our in-house sales and marketing team because through sales agents, we can gain timely insights into market needs and expedite the contract signing process.
Business · 第 232 页