On October 14, 2024, Mokingran Jewellery Group Co., Ltd. from tianjin submitted its prospectus to the Hong Kong Stock Exchange, planning to list on the main board of Hong Kong. This is its third application after the failure of two previous submissions on September 28, 2023, and April 3, 2024.

Dream Garden Gold, once submitted an application for listing on the Shenzhen Stock Exchange to the China Securities Regulatory Commission in September 2020, but its A-share application was not approved by the China Securities Regulatory Commission in November 2021.

Dream Garden Gold received a notice of overseas issuance and domestic unlisted shares "full circulation" filing from the China Securities Regulatory Commission on January 19, 2024 (National Joint Letter [2024] No. 138), planning to issue no more than 87.8088 million shares of overseas listed common stock, and 5 shareholders intend to convert approximately 14.3067 million shares of domestic unlisted shares into overseas listed shares.

Dream Garden Gold prospectus link:

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Main Business

Dream Garden Gold, formerly known as Changle Huaye Jewelry, was founded by Mr. Wang Zhongshan and Ms. Zhang Xiuqin in 2000. According to Frost & Sullivan, as of the last feasible date, Dream Garden Gold is one of the leading OBM gold jewelry original brand manufacturers in China, and one of the very few enterprises that cover all key stages of the industry operation.

Mr. Wang Zhongshan, the founder of Dream Garden Gold, was awarded the title of provincial-level intangible cultural heritage inheritor in China, the title of "Meritorious Figure" in the gold jewelry industry for 30 years, and the title of outstanding contributor to the jewelry industry on the 40th anniversary of China's reform and opening up.

Dream Garden Gold's brand "Dream Garden" focuses on high-purity gold trinkets, demonstrating the company's ability to design products reflecting the latest market trends over the years. Following the four principles of "light," "exquisite," "refined," and "beautiful," it provides customers and consumers with a complete range of gold jewelry that meets modern aesthetic standards. Dream Garden Gold's brand operation closely follows the key aspects of the gold jewelry industry value chain, including raw material procurement and refining, research and development, product design, manufacturing, and retailing through diversified sales channels.

According to Frost & Sullivan, from 2018 to 2022, Dream Garden Gold was the only gold jewelry brand to continuously rank among the top five in both the "Top Ten Enterprises in China's Gold Jewelry Processing Volume" and the "Top Ten Enterprises in China's Gold and Jewelry Sales Revenue" rankings by the China Gold Association. In 2023:

• Based on gold processing volume and gold jewelry revenue, Dream Garden Gold ranks third and fifth among Chinese gold jewelry brands respectively.

• Based on gold jewelry (excluding gold bars) revenue, Dream Garden Gold ranks fifth among gold jewelry brands in the Chinese gold jewelry market with a market share of 3.8%. Based on gold jewelry revenue in third-tier and below cities, Dream Garden Gold ranks third among Chinese gold jewelry brands.

Dream Garden Gold mainly sells products to customers through a offline sales network composed of franchise stores and self-operated stores, as well as online sales through e-commerce platforms. As of June 30, 2024, Dream Garden Gold's sales network covers 2,850 franchise stores operated by 1670 franchisees, 36 self-operated stores, seven direct service centers, 17 provincial agents, and consumers on mainstream e-commerce platforms.

Dream Garden Gold's revenue primarily comes from the sale of goods, including gold jewelry and other gold products, K-gold jewelry, diamond-studded jewelry, and other products. It also provides services such as annual franchise fees, one-time franchise fees, brand entry fees, and others.

Shareholder Structure

According to the prospectus, Dream Garden Gold's shareholder structure before listing included:

Mr. Wang Zhongshan, Mrs. Zhang Xiuqin, their son Mr. Zhang Guoxin, and daughter Ms. Wang Na, collectively hold approximately 89.39% of the shares as a group of controlling shareholders, either directly or indirectly.

Among them, Mr. Wang Zhongshan directly holds 28.27%, Mrs. Zhang Xiuqin directly holds 26.19%, Jin Meng Partnership (Mr. Wang Zhongshan 18.72%, Mr. Zhang Guoxin 18.18%, Ms. Wang Na 18.18%, with some senior executives and employees holding the remaining shares) holds 9.60%; Jinyuan Partnership (Mrs. Zhang Xiuqin 81.33%, with some senior executives and employees holding the remaining shares) holds 3.93%; Jinlong Partnership (Mrs. Zhang Xiuqin 59.89%, with the remaining shares held by board members, senior management, or company employees) holds 3.93%; Tianjin Yuan Jinmeng (50% Mr. Zhang Guoxin, 50% Ms. Wang Na) holds 17.46%.

Tianjin Haitai Group holds 4.37% through Tianjin Haikai Xinchuang.

CITIC Securities (06030.HK, 600030.SH) holds 1.82% through CITIC Securities Investment.

Mr. Zhao Duxue, Chairman of Shandong Mining Machinery Group (002526.SZ), holds 1.75% of the shares.

Ms. Huang Yi, a well-known Chinese actress (Hai Qing), holds 1.53% of the shares.

Ms. Zhang Yizhen, former director and CFO of Shandong Mining Machinery Group, holds 1.00% of the shares.

Mr. Zhang Jianjun, former director of Shandong Mining Machinery Group, holds 0.15% of the shares.

Board of directors and executives

The Mengjinyuan Gold Board of Directors consists of 8 directors, including:

• 4 executive directors: Mr. Wang Zhongshan (Chairman), Ms. Zhang Xiuqin (Vice Chairman), Ms. Jiang Liying (Vice General Manager and Director of Supply Chain Center), Mr. Wang Zegang (Vice General Manager and Joint Company Secretary);

• 4 independent non-executive directors: Mr. Wang Gongyong, Mr. Shanali, Mr. Huang Fangliang, Mr. Bai Xianyue.

Supervisory board of 3 members: Mr. Zhang Xin, Mr. Li Hu, Mr. Wang Yanpeng.

In addition to the executive directors, the senior management includes General Manager Mr. Wang Guoxin, Vice General Manager and Operations Director Mr. Wen Shuqing, Vice General Manager and Chief Financial Officer Mr. Zhang Libai.

Corporate Performance

Financial data shows that in the past years of 2021, 2022, 2023, and the first half of 2024, Mengjinyuan Gold's revenue was RMB 16.871 billion, 15.724 billion, 20.209 billion, and 99.80 billion respectively, with gross profits of RMB 0.536 billion, 0.759 billion, 1.077 billion, and 6.18 billion, and the corresponding net profits were RMB 0.224 billion, 0.181 billion, 0.233 billion, and 0.52 billion.

Intermediary Team

The main intermediaries for MJG Gold's IPO include: citic sec as its exclusive sponsor; Deloitte as its auditor; Jia Yuan, Jia Yuan (Hong Kong) as its corporate Chinese lawyers, corporate Hong Kong lawyers respectively; King & Wood Mallesons and NLD Law as its brokerage Chinese lawyers, brokerage Hong Kong lawyers; Cushman & Wakefield as its property valuer; Frost & Sullivan as its industry consultant.