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新股消息 | 证监会对七牛智能出具港股上市反馈意见 要求说明协议控制架构等的问题

IPO News | The Securities Regulatory Commission issued feedback on the listing of Hong Kong stocks to Qiniu Intelligence to explain issues such as the control structure of the agreement

Zhitong Finance ·  Sep 1, 2023 20:57

The Zhitong Finance App learned that on September 1, the China Securities Regulatory Commission announced the requirements for supplementary materials for overseas issuance and listing registration (August 25, 2023 to August 31, 2023), and the International Department of the Securities Regulatory Commission issued supplementary material requirements for a total of 7 companies. Among them, Qiniu Intelligence was required to provide additional explanations on matters such as the agreement control structure and shareholder information holding 5% or more of the shares, and requested lawyers to conduct inspections and issue clear legal opinions. According to reports, the Hong Kong Stock Exchange revealed on June 29 that Qiniu Intelligent Technology Co., Ltd. submitted a listing application to the main board of the Hong Kong Stock Exchange, and that Shen Wan Hongyuan Hong Kong and BOB International are its joint sponsors.

1. On the protocol control architecture. Please ask the company to explain: (1) Domestic natural persons and domestic institutions that indirectly hold the issuer's shares, such as Dream Galaxy Holdings Limited, Dustland Ltd., Qiming Venture Partners III, L.P., Magic Logistics Investment Limited, EvereStru Holding Limited, etc., carry out regulatory procedures such as foreign exchange management and overseas investment; (2) ) The specific circumstances of establishing the agreement control structure, including but not limited to the historical evolution of the agreement control structure, and the specific reasons for re-signing the VIE agreement in 2023; (3) the reasons for the inconsistency between issuer-level shareholders and the shareholders and shareholding ratios of major domestic operating entities Qiniu Information and Kongshan Information, and explain the risks and countermeasures such as stable control and default by related entities that may be caused by the relevant arrangements.

2. Information on shareholders holding 5% or more of the shares. (1) Salient Growth Investco Limited, the funder of Qiming Venture Partners III, L.P., included a state-owned entity in China after penetrating upward. Please ask the company to explain the basic situation of a controlling entity in the country; (2) Yunfeng Fund II AIV, the funder situation of L.P., the funder situation of L.P., after penetrating upward, did it exist Situations such as entities that hold shares are prohibited by laws and regulations.

3. Regarding state-owned shareholders. The company is requested to explain the implementation of state-owned assets management procedures such as Shanghai Zhangjiang Technology Venture Capital Co., Ltd., BOCOM International Asset Management Limited, Shanghai (Z.J.) Holdings Limited, and EverestLU Holding Limited's state-owned stock logo.

4. Regarding the controlling shareholder. (1) The shareholding ratio of the company's largest shareholder and second largest shareholder is close. Please indicate whether Xu Shiwei and the largest shareholder and the second largest shareholder have a concerted action agreement or similar arrangement; (2) Based on the shareholders' meeting, board voting, and director appointments, the specific basis for Xu Shiwei to actually control the issuer through investment relationships, agreements, or other arrangements.

5. Regarding data collection and processing. The company's main business involves data storage, processing, analysis, and interactive live streaming. The company is requested to explain the status of products such as websites, apps, and applets developed and operated, the operating entities of the above products, the scale of collection and storage of user information, data collection and usage, whether there are situations where information has been provided to third parties, and arrangements or measures for personal information protection and data security after listing.

6. Regarding changes in equity. The company is requested to explain its concluding opinions on the legal compliance of changes in shares since the establishment of major domestic operating entities.

According to the prospectus, according to iResearch, based on revenue in 2022, Qiniu Smart is the third largest audio and video PaaS (platform as a service) service provider in China, second only to the two largest Internet companies in China in the audio and video PaaS business, with a market share of 5.7%. According to iResearch, based on revenue from APaaS in 2022, the company is also the second largest audio and video APaaS service provider in China, second only to the audio and video APaaS business, which is one of the largest Internet companies in China, with a market share of 11.9%.

As one of the earliest platforms to provide audio and video cloud services in China, Qiniu Intelligence is one of the few companies that has developed comprehensive and high-performance mPaaS products and has integrated technical capabilities covering all aspects of the audio and video business. The company's mPaaS products utilize a range of audio and video technologies (including RTC, on-demand, live streaming, storage and content distribution) and a range of AI technologies (including intelligent vision, smart voice, intelligent editing, industry algorithms, content security, and business security). Through the company's proprietary technology, the company has achieved extensive network coverage, comprehensive node monitoring and real-time intelligent allocation to provide customers with high-quality, low-latency cloud services.

The translation is provided by third-party software.


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