New Stock News | Ruike Advanced plans to list on the Hong Kong Stock Exchange. The China Securities Regulatory Commission requires additional explanations regarding the transaction price, pricing basis, and tax payments for the acquisition of domestic entities by overseas enterprises.

date
20:24 14/08/2026
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GMT Eight
Requir e Ruike Advanced to provide additional clarification on the transaction price, pricing basis, tax payment, and other related matters for the acquisition of domestic entities by foreign enterprises, and whether it complies with the "Regulations on Foreign Investors Mergers and Acquisitions of Domestic Enterprises," among other.
On August 14, the China Securities Regulatory Commission (CSRC) issued the Supplementary Material Requirements for Overseas Issuance and Listing Filing (August 10, 2026 - August 14, 2026). The International Department of the CSRC provided supplementary material requirements for eight enterprises. Specifically, it requested Ruike Advanced to further explain the transaction price, pricing basis, tax payments, and other aspects related to the overseas acquisition of domestic entities, and whether these matters comply with the Regulations on Foreign Investors Merging with Domestic Enterprises, among other stipulations. The CSRC requests Ruike Advanced to clarify the following matters and asks the lawyer to verify and provide clear legal opinions: 1. Please clarify whether the transaction price, pricing basis, tax payments, and other matters regarding the overseas enterprise's acquisition of domestic entities comply with the Regulations on Foreign Investors Merging with Domestic Enterprises; and provide a conclusive opinion on whether these matters meet the effective foreign exchange management, foreign investment, tax management, and other regulatory requirements at that time. 2. (1) Please update the filing report, equity structure chart, and other relevant filing materials based on your companys progress in the acquisition and internal restructuring of Ruihua Xindian; (2) Describe the major financial indicators of the domestic operating entity after the acquisition, such as operating revenue, total profit, total assets, and net assets, and update their relevant data in the consolidated financial statements. 3. Please explain, in conjunction with the familial relationship between LOW Loke Chew and actual controller HWANG Shin Hung, as well as the feasible control of voting rights and significant impacts on company decision-making, the reasons and rationale for not recognizing them as joint actual controllers. 4. Please clarify: (1) whether there have been instances of shares being held in trust in your companys main domestic operating entitys historical development, and if so, please verify in accordance with the related requirements for shareholding trust in Guidance on Regulatory Guidelines for Overseas Issuance and Listing No. 2; and explain whether all trust-held shares have been fully restored and registered with the industrial and commercial authorities; (2) Provide conclusive opinions on the legality and compliance of past equity changes in the main domestic operating entities. 5. Please clarify: (1) the composition and position of the personnel involved in your companys equity incentive program, whether participants are related to other shareholders, directors, supervisors, or senior management of your company, whether there are individuals prohibited from participating in the companys equity incentive programs according to laws, administrative regulations, and relevant national provisions; and provide clear conclusive opinions on the fairness of the share purchase price, the contractual arrangements, the execution of decision-making procedures, and compliance with regulations, including any potential transfer of benefits; (2) the reasons for reserving shares for certain eligible individuals in the equity incentive arrangements, the basis for determining the distribution targets, the specified period, and whether any of the distribution objects include individuals from within China. 6. Please explain the specific circumstances regarding your company and its domestic subsidiaries Ruihua Xindian, Ruihua Gaoke, and Ruihua Property, focusing on their business scopes involving real estate development and management, property management, non-residential property leasing, and housing leasing, whether they actually engage in these businesses and their specific operational situations, and whether their business scopes and activities are subject to restrictions or prohibitions on foreign investment access. Confirm whether they have continually complied with foreign investment access requirements before and after this issuance and listing. 7. (1) Please list the main businesses of each domestic operating entity, their specific roles in the overall company structure, and the qualifications obtained for the relevant businesses; (2) Please describe the business model and core competitiveness in simple terms, taking into account the main products or services, major customers and suppliers, industry status, and comparable companies within the same industry.