IPO News | Anqing's proposed Hong Kong stock IPO, China Securities Regulatory Commission requires additional explanation on whether there is a relationship between shareholders holding less than 5% of the shares, etc.

Zhitongcaijing · 1d ago

Zhitong Finance App learned that on July 10, the China Securities Regulatory Commission announced the “Requirements for Supplementary Materials for Overseas Issuance and Listing Filing (July 6, 2026 - July 10, 2026)”. The International Division of the China Securities Regulatory Commission issued supplementary material requirements for a total of 7 companies. Among them, Anqing Computer Information Co., Ltd. (abbreviation: Anqing) is required to further explain whether there is a relationship between shareholders holding 5% or less of the shares, etc. According to the Hong Kong Stock Exchange's disclosure on April 2, An Qing submitted a listing application to the main board of the Hong Kong Stock Exchange, and CICC was its sole sponsor.

The China Securities Regulatory Commission requested An Qing to further explain the following matters, and ask a lawyer to check and issue a clear legal opinion:

1. Please indicate whether there is a relationship between shareholders holding less than 5% of the shares. If so, whether the shareholding ratio should be calculated collectively, and those over 5% should be thoroughly checked by 5% or more shareholders.

2. Please explain: (1) the reason and rationality of the issuer's capital reduction, whether it has complied with the necessary legal procedures, and issued clear concluding opinions on the legal compliance of successive equity changes; (2) issue a clear concluding opinion on whether the share price of the new shareholders in the last 12 months is fair and reasonable, and whether there is any benefit transmission.

3. Please explain the composition and employment status of the issuer's equity incentive personnel; whether the participants have relationships with the issuer's other shareholders, directors, supervisors, and senior managers; whether there are people whose laws, administrative regulations, and relevant national regulations clearly cannot participate in corporate equity incentives; as well as the fairness of the share price, agreement, implementation of decision-making procedures, and standardized operation, and issue clear conclusions on whether they are legal and compliant and whether benefits are transferred.

4. Regarding special shareholders' rights, please explain the full details of the special shareholders' rights arrangement, the details of the termination clause and the decision-making procedures for implementation, whether all shareholders have reached an agreement, whether there are any disputes, and whether they constitute a substantial obstacle to the next overseas issuance and listing.

5. Please explain: (1) The issuer has obtained relevant business qualifications, and explain in conjunction with the “Special Administrative Measures for Foreign Investment Access (Negative List)” (2024 edition) whether the issuer's and its subsidiaries' business, business scope, etc. are restricted or prohibited in the negative foreign investment access list, and whether the current offering and “full circulation” continues to meet the requirements of the foreign investment access policy; (2) Please describe in detail the issuer's and subsidiary's business model, business scope and actual business of the issuer and its subsidiaries; (3) Please explain in detail the issuer and its subsidiary's business model, business scope and actual business of the issuer and its subsidiaries; (3) Please explain in detail the issuer and its subsidiary's business model, business scope, and actual business of the issuer and its subsidiaries; (3) Please explain in detail the issuer and its subsidiary's business model, business scope and actual business of the issuer and its subsidiaries; (3) Please explain in detail the issuer and its subsidiary's business model, business scope, and actual business of the issuer and its subsidiaries; (3) Please explain in detail State whether the issuer's business is involved AI big models, such as those involved, explain the specific situation, including application scenarios, specific functions, whether they comply with the “Generative Artificial Intelligence Service Management Measures”, whether the big model filing, etc. have been completed; if not, please check whether the relevant business descriptions in the prospectus and other filing materials are true and accurate; (4) Please explain the compliance and implementation procedures of overseas subsidiaries, the business layout of domestic and foreign subsidiaries, the domestic and foreign distribution of major business links, and comparison of major business indicators such as revenue and profit (the list shows specific countries and regions).

6. Regarding corporate governance, please explain the reasons and rationality of the issuer's senior management term of office for an unlimited period, and the specific impact of inconsistency with the term of office of directors on the issuer's corporate governance, standardized operation, and voting on important matters.

7. Please explain whether the shares held by shareholders who intend to participate in the “full circulation” have been pledged, frozen, or have other rights defects.

8. Request the issuer to further explain whether the procedure for holding the 2026 Second Extraordinary General Meeting of Shareholders complies with the provisions of the “Company Law”, “Articles of Association”, etc., whether it constitutes a major violation of law and regulations, and whether there is a risk of being investigated and punished. Request a lawyer to issue a clear opinion and provide opinions from the market supervision department (municipal level) where the issuer is registered.

According to the prospectus, Anqing was founded in 2017. It is a Chinese technology-based enterprise focusing on the development, design, manufacture and sale of AI computing equipment and providing related technical services and support. According to Frost & Sullivan, in terms of 2024 revenue, Anqing is the sixth largest AI computing equipment solution provider in China. The company is also the largest independently owned AI computing equipment solution provider in China.

Anqing's main products include high-performance AI servers, other servers, and supporting equipment and components. Other servers mainly include general-purpose servers, storage servers, and edge servers. The supporting devices and components mainly include AI high-bandwidth switches, adapter cards, acceleration cards, and CPUs. The company's products have the characteristics of high performance, high reliability and high compatibility. On the basis of adapting to the most advanced computing architectures at home and abroad, they can adopt modular and redundant designs for AI in multiple aspects and scenarios, meet the differentiated needs of different customers on the premise of ensuring reliability, and are compatible with mainstream international and domestic computing acceleration cards.