Offshore Trust Insight | BEISEN HOLDING (09669.HK) Up 2.03% Intraday; Two Founders Each Receive RMB36 Million Connected Loans, Stakes Held via Singapore Family Trusts

On October 29, 2026, the HR SaaS and artificial intelligence application theme traded divergently, and BEISEN HOLDING (09669.HK) rose. As of 13:38, the stock was quoted at HKD 3.270, up 2.03%, with a turnover of about HKD 1.4917 million and a market capitalisation of about HKD 2.323 billion based on the latest price. It touched a low of HKD 3.225 and a high of HKD 3.305 during the day, with an amplitude of 2.50%.

On the news front, on October 20, 2026, the company announced that, as lender, it had entered into loan agreements with Mr. Wang Zhaohui, co-founder, executive director and chairman of the board, and Mr. Ji Weiguo, co-founder, executive director and chief executive officer, respectively, agreeing to provide each of them with a loan with a principal amount of RMB36 million, totalling RMB72 million. The loans have a term of 360 days from the date of actual disbursement, bear interest at 2.5% per annum payable every 180 days, with the principal repayable in a lump sum at maturity; the loans are to be used solely for the personal financial arrangements of the two borrowers and will be funded from the group's internal resources. The announcement stated that, without the lender's prior written consent, the borrowers may not transfer to any third party the shares they hold in the company and its associated companies; as both borrowers are substantial shareholders of the company, the transactions constitute connected transactions, subject to reporting and announcement requirements but exempt from the circular and independent shareholders' approval requirements.

It is understood that Beisen Holding Limited listed on the Main Board of HKEX on April 13, 2023 at an offer price of HKD 29.700, offering 8,044,000 shares globally (30% for the Hong Kong public offering and 70% for the international offering, with a 15% over-allotment option); the Hong Kong public offering was about 16.57 times subscribed and the international offering about 1.51 times, with gross proceeds of up to about HKD 239 million, and the board lot size is 200 shares. The company is a provider of cloud-based human capital management (HCM) solutions, delivering integrated SaaS products covering recruitment, assessment, core HR, performance and online learning through its iTalentX platform, and was the largest cloud-based HCM solutions provider in China by 2021 revenue with an 11.6% market share (China Insights Consultancy). The stock opened at HKD 29.600 on its debut and closed at HKD 26.100, down 12.1% from the offer price, touching an intraday high of HKD 29.800 and a low of HKD 19.020, with a turnover of about HKD 186 million. As at October 29, 2026, the company had about 711 million issued shares (excluding treasury shares); the current price of HKD 3.270 is down 89.0% cumulatively from the offer price and down 54.96% year to date in 2026, with a 52-week high of HKD 7.970 and a 52-week low of HKD 2.910 (October 2).

In terms of shareholding structure, according to the HKEx disclosure of interests platform, Wang Zhaohui declared holdings of 85,560,140 shares on July 31, 2026, representing 11.61% of the issued voting shares, and Ji Weiguo declared holdings of 83,093,970 shares on the same day, representing 11.27%. Zhou Dan (Wang Zhaohui's spouse) filed in the same batch as Wang Zhaohui on July 10, 2025, declaring 84,860,140 shares, or 11.73%. Among institutional shareholders, MPC GPGP V Ltd. declared on July 31, 2025 that it ceased to have a notifiable interest; the Shenzhen Capital Group side (Shenzhen Capital Group Co., Ltd. and Innovation Capital (Hong Kong) Limited) held 43,310,030 shares, or 5.99%, after reducing 40,000 shares on June 9, 2025.

Public listing documents show that the company's shareholding structure involves offshore trusts. According to the prospectus, Wang Zhaohui's holding platform Zhaosen is owned as to 1% by Xiasen Limited (wholly owned by Mr. Wang) and as to 99% by Huisen Holding Limited; Huisen is wholly owned by Sen Talent Holdings Limited (BVI), which is in turn wholly owned by Ark Trust (Singapore) Ltd. as trustee of a trust established by Mr. Wang as settlor and protector for the benefit of Mr. Wang and his family. Ji Weiguo's holding platform Weisen is owned as to 1% by Xisen Limited (wholly owned by Mr. Ji) and as to 99% by Guosen Holding Limited; Guosen is wholly owned by Sen Platform Holdings Limited (BVI), which is in turn wholly owned by the same trustee, Ark Trust (Singapore) Ltd., as trustee of a trust established by Mr. Ji as settlor and protector for the benefit of Mr. Ji and his family. The employee shareholding platform Senyan International (BVI) has the aforesaid Xiasen Limited as its general partner and held 4.49% before listing. The names and establishment dates of both trusts have not been disclosed; in the current disclosure of interests, Wang Zhaohui, Ji Weiguo and Zhou Dan filed separately, and no separate filing by the trustee has been identified since 2024.

Regarding offshore trusts, on July 24, 2026, the Ministry of Finance and the State Taxation Administration jointly issued the Announcement on Matters Concerning Individual Income Tax on Offshore Trusts (Announcement No. 21 of 2026), bringing the entire life cycle of an offshore trust — establishment, existence and termination — into the individual income tax administration system, establishing three look-through points of establishment, existence and termination with a uniform 20% tax rate. The announcement specifies that during the existence of an offshore trust, income generated by an individual resident's offshore trust and by overseas entities held or controlled by that trust, whether actually distributed or not, is taxable to that individual resident, who must file and pay individual income tax on an annual basis. Article 6 of the announcement specifies that where, during the existence of an offshore trust of an individual resident, the individual resident becomes a non-resident individual, the taxable income is the balance after deducting the original value from the market value of the offshore trust's property on the day the individual becomes a non-resident, and individual income tax must be filed and paid. The 90-day supplementary filing window set by the announcement runs from July 24, 2026.

On the operating side, the company's financial year ends on March 31. In the 2026 financial year (the year ended March 31, 2026), the company's revenue was RMB 1.1048 billion, up 16.9% year on year; of which cloud-based HCM solutions revenue was RMB 864.5 million, up 19.8% and accounting for 78.2% of total revenue, and professional services revenue was RMB 240 million, up 7.7%; the gross margin was 67.65%, and the adjusted gross margin was 68.5%, up 2.3 percentage points; adjusted net profit was RMB 55.49 million, turning positive for the first time on a full-year basis, with an adjusted net margin of 5.0%, up 8.1 percentage points; loss attributable to owners of the company was RMB 23.385 million, narrowing 84.1% year on year; net cash flow from operating activities was RMB 155.4 million, up 102.0% year on year. As at March 31, 2026, the company's total assets were RMB 2.129 billion, the gearing ratio was 48.08% and the current ratio was 1.84 times. On AI, new contract value for AI products exceeded RMB 87 million in the 2026 financial year, up about 10 times year on year, the number of AI customers exceeded 1,400 with penetration among existing customers above 15%, the AI product gross margin was 79%, and ARR rose from RMB 908 million in the 2025 financial year to RMB 1.030 billion.

In terms of products and capital actions, on June 24, 2026, the company launched Mavens, a one-stop AI HR expert platform, and said it would roll out at least 15 AI HR experts during the year, with the AI Family 2.0 product matrix covering 10 AI Agents. On share repurchases, the company's shareholders passed a repurchase mandate on September 17, 2026 for up to 71,924,602 shares; as at October 9, the company had repurchased 3,262,600 shares in aggregate, representing 0.4536% of the issued shares (excluding treasury shares) on the date of the resolution; on October 20 and October 21, it repurchased 771,600 shares (HKD 2.5521 million) and 968,200 shares (HKD 3.2419 million) respectively, with the repurchased shares to be held as treasury shares.

CICC believes that the company's adjusted net profit turned positive for the first time in the 2026 financial year, significantly beating market expectations, mainly thanks to effective cost control and improved R&D efficiency; cloud-based HCM solutions accounted for 78.2% of revenue, ARR grew 13%, subscription revenue retention was 106% and customer count retention 83%, while ARR of the core Core HCM solution grew 23% and its share of total ARR rose to 59%; on AI applications, contract value during the period exceeded RMB 87 million with new contract value up more than 10 times year on year, AI ARR exceeded RMB 74 million at the end of May and continued to grow apace, average contract value per customer doubled to RMB 59,000 and penetration among existing customers rose above 15%; with the launch of the one-stop AI HR expert platform Mavens, the release of operating leverage is expected to lift the net margin further, and new AI-related contract value is expected to double.