PRM Technology Co., Ltd. Receives Supplementary Material Requirements for Overseas Listing Record-Filing, Focusing on Inconsistencies in Core Business Disclosures Between Filing Documents and Prospectus and Verification of Connected Relationships with Spo

NewTimeSpace News: PRM Technology Co., Ltd. recently received supplementary material requirements issued by regulatory authorities during the record-filing process for its overseas securities offering and listing. The Company is required to provide explanations covering multiple matters including compliance of historical equity changes, fairness of pricing for new shareholders, compliance of equity incentive plans, impacts from the withdrawal of its A-share listing application, inconsistencies in core business descriptions between record-filing documents and the prospectus, connected relationships between shareholders and sponsors, overseas investment procedures, risks arising from fixed asset mortgages, and title status of full-circulation shares. Legal counsel shall conduct verification procedures and issue definitive legal opinions on all above items.
NewTimeSpace News: Recently, PRM Technology Co., Ltd. has obtained supplementary material requirements issued by regulatory authorities amid its record-filing procedures for overseas securities offering and listing.
In accordance with the requirements, the Company shall first explain the pricing basis for all previous capital increases and equity transfers, verify the completion of capital contribution payments and whether any contribution defects exist, and issue definitive conclusive opinions on the legality and compliance of all historical equity changes.
Second, the Company shall elaborate on the pricing basis and fairness of share subscription prices for newly added shareholders within the latest 12 months, analyze the causes and rationality of price gaps, disclose relevant tax payment status, assess abnormal consideration risks, and deliver conclusive opinions on whether any benefit transfer exists.
Third, the Company shall issue definitive conclusive opinions on the legality and compliance of the equity incentive plan implementation and the existence of benefit transfer; explain the fairness of the grant price under the equity incentive plan. For incentive recipients who still hold incentive shares after resignation, the Company shall clarify whether such holdings comply with prior contractual terms and whether existing or potential disputes are present.
Fourth, the Company shall disclose detailed information regarding its prior A-share listing tutoring filing and GEM listing application submitted to Shenzhen Stock Exchange as well as the reasons for withdrawal, and evaluate whether any circumstances may exert material adverse impacts on the current overseas offering and listing.
Fifth, the Company shall explain the root causes of inconsistencies in core business and other disclosures between the record-filing report and prospectus, revise and resubmit updated record-filing materials accordingly.
Sixth, the Company shall supplement disclosures on whether any shareholders maintain connected relationships with the sponsors, assess whether such connections compromise the independence of intermediaries and compliance with listing venue rules.
Seventh, the Company shall specify the completion status of regulatory formalities including overseas investment filings and foreign exchange registrations for overseas subsidiaries, and render conclusive compliance opinions.
Eighth, the Company shall supplement an assessment on whether mortgages over the Company’s fixed assets will generate material substantive adverse impacts on daily operations and the current offering and listing.
Ninth, the Company shall disclose whether shares held by shareholders intending to participate in full-circulation arrangements are encumbered by pledges, judicial freezes or other title defects.
Legal counsel shall carry out full verification procedures and issue explicit legal opinions covering all the above matters.

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