We procured certain CRO/CDMO services from PRC-based affiliates of WuXi AppTec and WuXi Biologics (see “Business — Raw Materials and Suppliers — Our Suppliers”).
Summary · 第 14 页
We are qualifying alternative providers with comparable capabilities and broadly similar pricing, and will implement phased transitions if needed.
Summary · 第 14 页
As such, our Directors are of the view that the BIOSECURE Act will not materially and adversely affect our operations and financial performance.
On December 16, 2022, the U.S. Department of Commerce Bureau of Industry and Security (“BIS”) designated our wholly-owned subsidiary Hefei Core Storage Electronic Limited (合肥兆芯電子 有限公司) (“Hefei Core Storage”) on the Entity List.
Business · 第 179 页
During the Track Record Period, Hefei Core Storage’s revenue contribution remained immaterial to our Group.
Business · 第 180 页
Following the designation, Hefei Core Storage has gradually reduced its sales activities and currently sells only existing inventory.
During the Track Record Period, we procured items subject to the EAR and classified as Export Control Classification Number (ECCN) 3A999.F, 4A994.L, 5D992.C, 6A003, and EAR99 (Procured Components).
Business · 第 147 页
Procured Components classified as 6A003 are subject to license requirements for exports, and our suppliers have obtained the requisite licenses for the sales to us.
Business · 第 147 页
We have transacted with several customers designated on the Entity List (EL Customers) maintained by the Bureau of Industry and Security.
We had limited transactions with three suppliers and 27 customers designated on the Entity List (approximately 0.05% by number of suppliers and 0.56% by number of customers).
Business · 第 175 页
Based on the following reasons, our legal advisor as to international sanctions and export control laws is of the view that our sales activities are not subject to the EAR, and the risk of violating the EAR in connection with our sales activities is remote:
Business · 第 175 页
Our legal advisor as to international sanctions and export control laws is of the view that there are no primary sanctions risks and secondary sanction risks are low based on the following:
The Group has exposure to Russia and Belarus-related freight and passenger flows, including through operational interactions with Russian Railways and Belarusian Railways and participation in Eurasian transit arrangements, including UTLC ERA.
Financial Information · 第 170 页
The Group also received KZT 100.5 billion, KZT 110.2 billion and KZT 71.9 billion in 2025, 2024 and 2023, respectively, in income related to the transportation of goods by UTLC ERA.
Financial Information · 第 170 页
The Group is also developing and using alternative corridors, including routes through the Trans-Caspian International Transport Route and the North-South corridor.
The aggregate procurement costs incurred by us in respect of the Relevant Suppliers amounted to approximately RMB167.4 million, RMB281.2 million and RMB1,228.9 million in 2023, 2024 and 2025, respectively, representing approximately 0.9%, 2.5% and 9.1% of our total costs for the same respective periods.
Business · 第 144 页
Our Directors are of the view that, taking into account the limited scale of the transactions involved, our established compliance framework and diversified counterparties, our exposure to risks arising from trade restrictions and sanctions is manageable and is not expected to have a material adverse impact on our business operations or financial performance.
As advised by our legal advisors to international sanctions, our Key R&D Partner is on the Section 1286 List of the U.S. Department of War (the “Section 1286 List”), and the rABV Original Patent Holder is designated by the Bureau of Industry and Security of the U.S. Department of Commerce (the “BIS”) to the Entity List.
Business · 第 166 页
Accordingly, since the Section 1286 List is merely informative, and no specific sanction or restriction stems from the inclusion of our Key R&D Partner on such list, our dealings with it do not violate U.S. sanctions.
Business · 第 166 页
However, as our arrangement under the rABV Agreement only involved the transfer of the relevant technology and patent from the rABV Original Patent Holder to us, the Entity List restrictions are not applicable in this context.
Revenue generated from such services amounted to RMB2.5 million and RMB2.6 million for the two years ended December 31, 2024 and 2025, respectively, representing 0.6% and 0.5% of our total revenue for the corresponding years, respectively.
Business · 第 145 页
Revenue derived from such services amounted to RMB6.4 million and RMB0.5 million for the years ended December 31, 2023 and 2024, representing 1.4% and 0.1% of our total revenue in the same period.
Business · 第 146 页
Accordingly, our International Sanctions Legal Advisers are of the view that the Group is not subject to material sanctions risks.
The aggregate sales to customers on the Entity List amounted to approximately RMB19.0 million, RMB62.5 million and RMB31.1 million, respectively, in 2023, 2024 and 2025, accounting for 2.8%, 8.1% and 3.5% of our total revenue during the respective period.
Business · 第 168 页
As advised by our International Sanction Legal Advisor, all such sales of electronic test and measurement instruments to customers on the Entity List occurred and concluded within China and the products were Chinese domestically-produced products, which did not involve any U.S. nexus, and all products sold to our customers listed on the Entity List maintained by the BIS were not subject to the EAR.
During the Track Record Period, we had transactions with 17 Entity List Customers, and the revenue generated from Entity List Customers accounted for approximately 2.8%, 0.4% and 1.7% of our total revenue for 2023, 2024, and 2025, respectively.
Business · 第 178 页
Within the Entity List Customers, we had transactions with five Footnote 4 Entity List Customers during the Track Record Period, and the revenue generated from them accounted for approximately 0.4%, 0.1% and 0.2% of our total revenue in 2023, 2024, and 2025, respectively.
Business · 第 178 页
Nonetheless, our International Sanctions Legal Advisor is of the view that transactions with the Entity List Customers and Footnote 4 Entity List Customers would not be subject to the EAR on the following basis: (1) items we purchased do not contain any controlled U.S.-origin component or technology subject to the Export Administration Regulations, 15 C.F.R. Parts 730-774 (the "EAR"); (2) the robotic products we sold were manufactured in China and do not incorporate any controlled U.S.-origin commodities or are bundled with any controlled U.S.-origin software; and (3) transactions with the Footnote 4 Entity List Customers do not subject to the relevant Foreign Direct Product Rule (the "FDPR") as no software or technology specified in the relevant FDPR was used during the products manufacturing with confirmation by us and our suppliers.
First, in 2024, we made two sales transactions delivered in the PRC to a customer located in Iran, a Comprehensively Sanctioned Country (the ''Iran Customer''), with an aggregate transaction amount of less than RMB20,000 (the ''Iran Transactions'').
Business · 第 163 页
The sales to the SDN counterparties amounted to approximately RMB163,900, RMB95,100 and RMB93,300 in 2023, 2024 and 2025, respectively, representing approximately 0.0001%, less than 0.0001% and less than 0.0001% of our total revenue for the respective years.
Business · 第 164 页
We will not place or accept any new orders from any customers or suppliers that are subject to International Sanctions, nor will we accept any new orders from customers located in any Sanctioned Countries.
Such U.S.-origin items are classified as EAR99, meaning they are not controlled content unless destined to embargoed destinations (e.g., Cuba, Iran, North Korea, Syria, the Crimea, Donetsk, and Luhansk regions of Ukraine).
Business · 第 189 页
In sum, our International Compliance Legal Counsel is of the view that our products are not subject to the EAR.
Business · 第 189 页
The isolated transaction with such entity was completed in August 2022 prior to the Track Record Period and before it was placed on the Entity List, and no subsequent transaction has occurred.
During the Track Record Period, we have procured cloud services (the "Procured Services") from one supplier (the "Relevant Supplier") who was designated on the on the BIS Entity List.
Business · 第 207 页
As advised by CIC, there were more than 10 alternative cloud service suppliers available in the market during the Track Record Period.
Business · 第 208 页
Based on and having considered the advice of our International Sanctions Legal Adviser, our Directors are of the view that our transactions with the Relevant Supplier did not and will not materially and adversely affect our business, financial condition or results of operations, and have not implicated, and are not expected to implicate, the relevant U.S. sanctions laws and regulations.
One of our suppliers during the Track Record Period, being a company located in China and its affiliates primarily engaged in integrated circuit wafer foundry services, has been included on certain U.S. export control restricted party lists.
Business · 第 163 页
Our U.S. Export Control and Sanctions Counsel has reviewed the nature of our transactions with these affiliates, including the semiconductor design and tape-out process relevant to the products manufactured by these affiliates, and is of the view that the relevant tape-out files provided in connection with such transactions are not subject to the U.S. Export Administration Regulations.
Business · 第 163 页
Our U.S. Export Control and Sanctions Counsel is further of the view that export control laws and regulations administered by the U.S. Department of Commerce’s Bureau of Industry and Security do not have any material adverse impact on our business operations.
Specifically, we sold our harmonic reducers (including ancillary products such as lubricants) to five restricted customers.
Business · 第 172 页
The aggregate transaction amounts for such sales in 2023, 2024 and 2025 were RMB1.3 million, RMB2.0 million and RMB1.0 million, respectively.
Business · 第 172 页
our Directors, based on the advice of our International Sanctions Legal Advisor, are of the view that, during the Track Record Period and up to the Latest Practicable Date, we had not been involved in any activity that would violate applicable international sanctions laws and regulations
During the Track Record Period, we had one customer on the Entity List, and our aggregate transaction amount with such customer was RMB85,838.
Business · 第 178 页
Accordingly, our Directors are of the view that we are not subject to any trade restrictions or sanction that would materially affect our business operation.
During the Track Record Period, we engaged in limited sales with two PRC customers (the “Anhui Customer” and the “Shenzhen Customer”) that were “blocked entities” with the same SDN shareholder subject to U.S. sanctions at the time of the relevant transactions.
Summary · 第 7 页
We also purchased laser diode coupling components from a PRC supplier designated as an SDN (the “PRC Supplier”), paying approximately RMB18.7 million in 2024 and RMB30.1 million in 2025, representing 3.05% and 3.51% of our cost of sales respectively.
Summary · 第 7 页
As of March 13, 2026, our Group has decided to cease all transactions with the Anhui Customer.
北京中科闻歌科技股份有限公司Beijing Zhongke WengeAI Science and Technology Co., Ltd.01956.HK
曾向实体清单及SDN客户提供AI服务
During the Track Record Period, our Group provided information and AI services in aspects including media data sharing, and network service maintenance to certain customers that have been designated by the BIS to the Entity List, including one customer that has also been designated by OFAC as an SDN.
Business · 第 199 页
Based on review of all our transaction records since April 24, 2019, the transactions were denominated in RMB, with the transactions involving the aforementioned SDN customer totalling approximately RMB5.3 million, including approximately RMB0.7 million during the Track Record Period.
Business · 第 199 页
We have undertaken to the Stock Exchange that we will not finance or facilitate, directly or indirectly, activities or business with, or for the benefit of, any Comprehensively Sanctioned Countries or any other government, individual or entity sanctioned by the U.S., the EU, the UN, the U.K., the United Kingdom overseas territories or Australia, including, without limitation, any government, individual or entity that is specifically identified on the SDN List maintained by OFAC or other restricted parties lists maintained by the U.S., the EU, the UN, the U.K., the United Kingdom overseas territories and Australia that would cause us to violate International Sanctions.
We procured certain goods and services from seven suppliers (the "Relevant Suppliers") that are designated on one or more U.S. export control or restrictive lists, including the Entity List, the Non-SDN Chinese Military-Industrial Complex Companies ("NS-CMIC") List and the Chinese Military Companies ("CMC") List.
Business · 第 175 页
The aggregate procurement amounts from the Relevant Suppliers accounted for approximately 1.4%, 8.2% and 7.7% of our total purchases in 2023, 2024 and 2025, respectively.
Business · 第 175 页
The aggregate procurement value of such chips during the Track Record Period accounted for less than 1% of our total cost of sales in the corresponding period.