Ruike Xianjin: CSRC International Department issues supplementary filing requirements for its overseas listing, covering 7 items

NewTimeSpace News: On 14 August 2026, the CSRC International Department issued supplementary filing requirements to Ruike Xianjin for its overseas listing, requiring supplementary explanations and legal opinions on 7 items including round-trip M&A compliance, the restructuring progress of Ruihua Xindian, joint actual controller determination, nominee shareholding and equity incentives.

NewTimeSpace News: On 14 August 2026, the CSRC International Department issued supplementary filing requirements to Ruike Xianjin for its overseas listing, requiring supplementary explanations on 7 items - round-trip M&A compliance, the progress of the internal restructuring of Ruihua Xindian, joint actual controller determination, nominee shareholding, equity incentives, real-estate-related business and the division of domestic operating entities - with clear legal opinions from its lawyers.

Regarding round-trip M&A compliance, the regulator requires the Company to explain the transaction consideration, pricing basis and tax payment for the acquisition of domestic entities, and whether such acquisition complies with the Provisions on Mergers and Acquisitions of Domestic Enterprises by Foreign Investors and the regulations in effect at the time; regarding the restructuring, the Company is required to update its filing report and shareholding structure chart and explain changes in key financial indicators of the domestic operating entities and their proportions in the consolidated financial statements.

The request also requires the Company to explain the reasons for not identifying LOW Loke Chew as a joint actual controller, considering his kinship with actual controller HWANG Shin Hung and his voting power; to verify whether there has been any nominee shareholding in the historical evolution of the major domestic operating entities, explaining whether such shareholdings have been fully restored with business registration changes, and to issue a conclusive opinion on the legality of all historical equity changes. In addition, the regulator requires explanations on the composition of equity incentive participants, the fairness of subscription prices and decision-making procedures, the reasons for setting aside shares for certain eligible persons and whether Chinese domestic persons are included; on whether Ruihua Xindian, Ruihua Gaoke and Ruihua Wuye actually conduct real-estate-related businesses as indicated in their business scopes and whether such businesses are restricted by the negative list for foreign investment access; and a list of the principal business, qualifications and a plain-language description of the business model and core competitiveness of each domestic operating entity.

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