Offshore Trust Insight | QUANTGROUP (02685.HK) down 2.69% intraday; founder Richard Zhou controls his interest through a BVI family trust
- Dr. Zhou is the settlor of the Dr. Zhou Trust, for which his wholly owned Mars Digitech Limited serves as beneficiary and Futu Trustee Limited serves as trustee; the trust is registered in the British Virgin Islands. The spouse of Dr. Zhou, Ms. Sun Jinghuai, separately established the Sun Jinghuai Trust, whose trustee is also Futu Trustee Limited. The establishment date and protector of the Dr. Zhou Trust, and the beneficiary of the Sun Jinghuai Trust, have not been disclosed.
- In the first half of 2026, the company recorded revenue of RMB 437 million, down 13.96% year on year, and net profit attributable to equity shareholders of RMB 29.524 million, down 78.49%; GMV on the core e-commerce platform Yangxiaomian amounted to about RMB 3.3 billion, down from RMB 5.5 billion a year earlier.
On October 21, 2026, the Hong Kong market extended its decline, with the Hang Seng Index down 1.00% intraday, and QUANTGROUP (02685.HK) followed lower. As of 15:10, the company was quoted at HKD 3.44, down 2.69%, with an intraday high of HKD 3.57, below the previous close of HKD 3.54.
According to the company's announcements, QUANTGROUP listed on the Main Board of the Hong Kong Stock Exchange on November 27, 2025, and its shareholding structure involves offshore family trusts. The Dr. Zhou Trust was established by Dr. Zhou as settlor, with Futu Trustee Limited as trustee, and is registered in the British Virgin Islands; Mars Legend Limited is indirectly controlled by the Dr. Zhou Trust through SJY Family Holdings Limited, and Mars Digitech Limited is the beneficiary of that trust; Mars Legend Limited is an associate of Dr. Zhou, and the shares it holds do not count towards the company's public float. The spouse of Dr. Zhou, Ms. Sun Jinghuai, separately established the Sun Jinghuai Trust, with her as settlor and Futu Trustee Limited as trustee, indirectly controlling Mercury Valley Limited through JHY Family Holdings Limited and Mercury Digitech Limited.
According to the Hong Kong Stock Exchange Disclosure of Interests platform, as of June 30, 2026, the trustee Futu Trustee Limited was reported as holding 246,591,500 shares, representing about 47.87% of the issued shares, while founder Dr. Zhou was reported as holding 195,985,569 shares through the trust and family interests, representing about 38.05%.
On trading eligibility, QUANTGROUP was announced as an constituent of the Hang Seng Composite Index by Hang Seng Indexes Company on February 13, 2026, with the change implemented after the close on March 6 and taking effect on March 9; the Shanghai and Shenzhen stock exchanges published the corresponding Stock Connect list adjustment on the same day, effective March 9.
On offshore trusts, on July 24, 2026, the Ministry of Finance and the State Taxation Administration jointly issued the Announcement on Individual Income Tax Matters Related to Offshore Trusts (Announcement No. 21 of 2026), bringing the establishment, continuance and termination of offshore trusts into the individual income tax system in full and establishing three look-through points — establishment, continuance and termination — under a uniform 20% tax rate. The Announcement states that for the duration of the trust, income generated by resident individuals' offshore trusts and by overseas entities held or controlled by those trusts is taxable to the resident individual as taxpayer and must be declared annually for individual income tax purposes, whether or not it is actually distributed. Article 6 of the Announcement provides that where a resident individual ceases to be a resident individual during the continuance of an offshore trust, the taxable income shall be the balance between the market value of the trust property on the date the individual becomes a non-resident and its original cost, and individual income tax must be declared and paid. The 90-day window for retroactive declarations under the Announcement runs from July 24, 2026.
One research report noted that the combination of a revocable trust and the settlor's retention of instructions over the disposal of trust property means control over the interests under the trust has not shifted, and that the actual controller's control over the listed company is implemented through a "family trust → offshore holding platforms → listed entity" path; the tax planning value of such structures has been effectively reduced to zero following the implementation of Announcement No. 21, narrowing their function to cross-border asset isolation and directed succession.
On the operating front, the interim results released on September 24 showed revenue of RMB 437 million for the first half, down 13.96% year on year, and net profit attributable to equity shareholders of RMB 29.524 million, down 78.49%. The company had issued a profit warning on August 14, forecasting a decline of about 10% to 15% in revenue and about 75% to 80% in profit attributable to equity shareholders for the first half. GMV on the core consumer e-commerce platform Yangxiaomian was about RMB 3.3 billion, down from RMB 5.5 billion in the same period of the prior year; the average next-month repurchase rate was about 25%, against 40% a year earlier; monthly active users exceeded 330,000, against more than 930,000 a year earlier. By segment, revenue from supply chain services was RMB 15.762 million, or 3.6% of revenue, and revenue from e-commerce operation services was RMB 7.45 million, or 1.7%. Gross margin for the first half was 53.38%.
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