SHANGHAI FUDAN (01385.HK) completes transfer of 12.96% stake to Guosheng Investment for RMB5.138 billion

NewTimeSpace News: On 28 October, Shanghai Fudan Microelectronics Group Company Limited (SHANGHAI FUDAN, 01385.HK; 688385.SH) announced that the share transfer between Fuxin Fangao, a shareholder holding more than 5%, and Guosheng Investment has completed registration. The company obtained the Confirmation of Securities Transfer Registration issued by China Securities Depository and Clearing Corporation Limited on 28 October, with a transfer date of 27 October covering 106,730,000 unrestricted A shares, or 12.96% of the company's total shares.

The transaction began with a framework agreement signed by the two parties on 14 November 2025, followed by a formal agreement on 23 December 2025 under which the consideration was set at RMB5,138,195,660.00, adjusted from the original RMB5,144,386,000.00 because the company's 2025 profit distribution was implemented before registration of the transfer. On 26 June 2026 the parties signed a supplemental agreement; as total share capital changed to 823,719,250 shares following the vesting and listing of the second batch of the third vesting period under the reserved grant of the 2021 restricted share incentive scheme, the stake was adjusted from 12.99% to 12.96% and the long-stop date for completion was extended from 30 June to 31 October 2026.

Following the transfer, Fuxin Fangao's holding fell from 106,730,000 shares to zero, while Guosheng Investment's holding rose from zero to 106,730,000 shares, or 12.96%, making it the largest shareholder. The company said the change will not result in a change of controlling shareholder or actual controller and that it remains without a controlling shareholder or actual controller, with no mandatory general offer involved. Guosheng Investment has undertaken not to dispose of the transferred shares within 18 months of the transfer.