New stock news: Mengjinyuan plans to have a Hong Kong IPO. The China Securities Regulatory Commission requires disclosure of employee shareholding plans, changes in share capital, and other related information.

date
10/11/2023
avatar
GMT Eight
On November 10, the China Securities Regulatory Commission announced the supplementary material requirements for overseas issuance and listing filings (from November 3, 2023 to November 9, 2023), including the requirement for Mengjinyuan to provide additional information on employee stock ownership plans, changes in share capital, the continuity and compliance of business operations, and full circulation. According to the Hong Kong Stock Exchange's disclosure on September 28, Mengjinyuan Gold Jewelry Group Co., Ltd. (Mengjinyuan) has submitted an application for listing on the main board of the Hong Kong Stock Exchange, with CITIC SEC as its exclusive sponsor. I. Regarding the employee stock ownership plan, please provide information on the contribution structure of each employee stock ownership platform, the positions of each contributor in the company and its subsidiaries, and whether the employees' participation, withdrawal, and transfer of shares comply with relevant regulations and procedures, and whether there are any disputes. If so, please clarify whether it poses any obstacles to this issuance. II. Regarding changes in share capital, please provide the following information: (1) the reasons for the shareholders Huang Yi, Zhao Duxue, Zhang Jianjun, Zhang Yizhen, and CITIC SEC to invest in the company, the pricing and basis for capital increase and share transfer, and whether there are any acts of interest transfer. Please ask the lawyer to provide a definite conclusion on the legality and compliance of the aforementioned shareholders' investment. (2) Please ask the company's lawyer to provide an overall conclusive legal opinion on the legality and compliance of the establishment of the company and the historical changes in shareholding. III. Regarding the continuity and compliance of business operations, please provide supplementary explanations: (1) For bank loan contracts with a single contract amount exceeding 10 million yuan, which have a relatively concentrated performance period, please evaluate the company's debt repayment ability and the impact of the aforementioned loan contracts on the company's continuity of operations. (2) Please provide additional explanations on whether the gold leasing contract of the company's wholly-owned subsidiary, Shandong Mengjinyuan Jewelry Co., Ltd., meets the required level for the company's main business operations based on comparable companies in the industry, and the potential impact on the company's continuity of operations. (3) Governance and compliance operations of the company. IV. Regarding full circulation, please explain whether the shares held by the "full circulation" shareholders in this application are subject to pledges, freezing, or other disputes, and whether they have been disclosed as required. V. Please explain whether the company and its subsidiaries engage in businesses subject to foreign investment restrictions and prohibited areas, based on the business scope. According to the prospectus of Mengjinyuan, as of the last feasible date, Mengjinyuan is one of the leading original brand manufacturers (OBMs) of gold jewelry in China and one of the few enterprises that operate the entire value chain. It has received multiple awards such as the 2023 Top 500 Most Influential Brands in Asia and the 2022 Top 500 Most Valuable Brands in China. As of June 30, 2023, Mengjinyuan has established a comprehensive sales network, covering 2,756 franchise stores, 35 self-operated stores, seven direct service centers, 17 provincial-level agents, and online stores on mainstream e-commerce platforms. The company has a solid market position in third-tier cities and below in China, and according to Frost Sullivan, these markets have rapid growth potential.

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