Foxconn is listed on the 36-day "Speed ​​of Light," but unicorns are happy to be too early

Since then, the review schedule for Chinese companies IPO has been refreshed by Foxconn!

On February 1, the report of the prospectus was submitted;

On February 9, the manuscript report and feedback were disclosed at the same time;

On February 22, the prospectus was pre-disclosed and updated;

On March 8th, it was reviewed by the audit committee and the first shot was passed

......

In just 20 working days, Foxconn has gone through the process of reporting from the IPO to the conference.

It should be noted that the average audit period for Chinese companies in 2017 is one year and three months. The fastest of these is the company's technology, but it will take 197 days to reach the official IPO. However, compared with Foxconn, it is still weak.

Efforts to get rid of the “manufacturer” hat transformation "artificial intelligence" of Foxconn

Foxconn is not only the fastest company in China’s A-share history, but also the first A-share company controlled by Taiwan Capital. Before Foxconn, there were about 20 companies that had Taiwanese capital and had already landed on the A-share market. However, it was the first case actually controlled and listed by Taiwanese capital.

Foxconn is indirectly controlled by Hon Hai Precision Co., Ltd. with 94.223%. Its shareholding structure is shown in the figure below:

20 working days! Foxconn creates new IPO speeds for A-shares, but unicorns are not too pleased to be too early

In addition, the prospectus shows that the issuer of Foxconn Industrial Internet Co., Ltd. is a holding company. The main business of the company is mainly affiliated with its subsidiary company. The company is mainly responsible for the investment and management of related wholly-owned and controlled subsidiaries. As of December 31, 2017, there were 31 wholly-owned and controlled domestic subsidiaries of the issuer, and 29 wholly-owned and controlled overseas subsidiaries.

Foxconn has also been trying its best to get rid of the "sweat factory" accusations, remove the "manufacturers" hat, and transform to high-tech companies.

At this year's annual meeting for Hon Hai employees and family, Gou said that from now until 2020, the company has a lot of work to do to adapt to the new reality of the industry. He will expand Hon Hai’s investment in AI, automation and internet of things, and place his company in a more central position in the technology supply chain. He said: “In the next three years, we have a lot of work to do, because as the world economy gets faster due to the internet economy, the old successful model will be overturned. If we don’t keep up with the times, we will be Eliminated."

The prospectus shows that the fund raised by Foxconn will be mainly focused on the construction of industrial Internet platforms, cloud computing and high-performance computing platforms, efficient computing data centers, communication networks and cloud service equipment, 5G and Internet of Things interconnection after deducting the issuance costs. Interflow solutions, research and development of smart manufacturing technologies, smart manufacturing industry upgrades, and smart manufacturing capacity expansion are being invested in eight segments.

Foxconn's IPO can embark on the “read and report” fast track, and may have a certain relationship with the use of funds raised.

A huge change in A shares brewing

On January 31st, the China Securities Regulatory Commission stated in the 2018 Securities and Futures Regulatory Work Circular that “we shall take the strategy of serving the country’s strategy and building a modernized economic system as a guide, absorb the mature and effective systems and methods of the international capital market, reform the issuance and listing system, and strive to increase the number of systems. Inclusiveness and adaptability, increase support for new modes of new technologies and new industries."

Recently, some media have reported that the Securities and Exchange Commission’s issuance department has provided guidance to relevant brokerage firms. If there are “unicorn” corporate customers in four industries including biotechnology, cloud computing, artificial intelligence, and high-end manufacturing, they immediately report to the issuance department. Anyone who complies with the relevant regulations can perform immediate report, without waiting in line. "Two or three months will be completed."

In addition, given that many "unicorn" industry companies have VIE architecture, informed sources, do not need to wait for the VIE structure to declare after demolition, after the declaration to remove the VIE framework on the line. On March 1, the investment community (WeChat ID: pedaily2012) had received news that Xiaomi had the possibility of listing on the A-share market.

In fact, the attention of the supervisory level on the high-tech industry is not groundless. In the past ten years, subject to the system, regulatory rules, market capacity and other factors, a large number of Internet high-tech companies such as Baidu, Alibaba, Tencent and Jingdong have chosen in the United States. , Hong Kong and other places listed for fund-raising. This has led to users and profits such as Tencent and Ali mainly coming from China, and dividends are really foreign.

From the current point of view, there are three main conditions for supporting high-tech enterprises to access A shares:

The first is to support large companies with strategic value that have been listed overseas and issue securities in the domestic market.

The second is to support unicorn enterprises that have not yet listed on the domestic and overseas markets, but have already established a VIE structure with a market value of over 10 billion US dollars and are directly listed on the A shares.

Thirdly, the “four new” enterprises that have registered locations in the territory but have not yet been listed and have the development value of the industry will be listed on the A shares as soon as possible. The sources of these companies are the four new economic areas mentioned above - biotechnology, cloud computing, artificial intelligence, and high-end manufacturing.

Whether the "Foxconn model" can be copied quickly

During the two sessions, the Internet giants like Ma Huateng, Li Yanhong, Ding Lei, Wang Xiaochuan, Liu Qiangdong, and Yao Jinbo all expressed their willingness to return to A shares. Today (March 8th), Wang Jianjun, general manager of the Shenzhen Stock Exchange, told the media that for overseas listed companies returning to A-shares, they may adopt the CDR (China Depositary Receipts) approach. “The Exchange has been studying for a long time this year. Has the conditions for launch." However, according to informed sources, "This kind of company is only used as a pilot, because there are not many companies that actually meet the requirements. The threshold for such large enterprises is estimated to be more than 100 billion US dollars in market value."

In addition, taking Foxconn as an example, the IPO has monopolized three of the "four new" projects. It can be said that it is in line with the third situation mentioned in the above article. Therefore, it has accelerated the speed of auditing and reduced it to some extent. The meeting will be the standard. Foxconn's only injury was operating for less than three years, but it was granted exemptions from the State Department.

20 working days! Foxconn creates new IPO speeds for A-shares, but unicorns are not too pleased to be too early

According to Article 9 of China's "Measures for the Management of Initial Public Offering of Shares and Listing," after the issuer has established a company limited by shares, the duration of the business operation shall be more than 3 years, except for the approval of the State Council. The net assets of the limited liability company are based on the original book. If the value-for-fold is converted to a joint stock limited company as a whole, the duration of continuing operations may be calculated from the date of the establishment of the limited liability company."

It can be said that although Foxconn's IPO of speed of light is "special handling", it is still under the current laws and regulations in China.

However, at present, most domestic single-corner companies are difficult to successfully market even if they are “special agents”, and they face three major problems:

The first is the profit threshold:

According to the A-share IPO requirements, for the main board and small and medium-sized boards, the net profit for the last three fiscal years is an integer and the cumulative amount exceeds RMB 30 million; the GEM needs continuous profit for successive years, and the accumulated profit for the last two years is not less than 1,000. Ten thousand yuan.

Due to the special format and strong competitive environment of the Internet industry, many companies are unable to satisfy the A-share requirements for profitability at the time of listing and financing.

The second is the VIE structure of equity:

Because Internet companies need to invest a lot of money in the startup phase, and it is difficult to obtain financing from traditional financial institutions such as banks, many Internet companies often have overseas venture capital institutions in the equity structure after several rounds of financing. At the same time, in order to bypass the industry restrictions on foreign investment, many Internet companies choose to operate in the form of offshore registration VIE.

According to incomplete statistics, 60% of the companies listed in the United States have adopted the VIE structure, of which the proportion of the Internet industry's VIE structure is almost 100%.

The third issue is the issue of different rights of the same shares:

Article 103 of the "Company Law" stipulates that when a shareholder attends a meeting of a general meeting of shareholders, he has one voting right for each share he holds. This provision is the legal basis for the same rights of shares.

However, in the BATJ company, there are a large number of different shares of the same phenomenon. For example, although Baidu’s Li Yanhong holds 16.1% of the shares, Class B ordinary shares enjoy 1:10 voting rights, thus controlling more than 60% of Baidu’s voting rights; Liu Qiangdong holds 15.8% of Jingdong’s shares, but owns 80. %Voting rights.

Conclusion

The speed of Foxconn's meeting shows that A shares have taken a crucial step.

A-shares do hope to embrace high-calibre companies with core technologies, but they also need to be under the current framework of rules. Regulators must also consider the introduction of relevant systems such as investor protection and strict withdrawal from the market while resolving legal restrictions, revising departmental rules, and embracing all areas of outstanding enterprises in IPO, refinancing, M&A and restructuring.

As Jiang Yang, member of the National Committee of the Chinese People's Political Consultative Conference and the vice chairman of the China Securities Regulatory Commission, said to the media on March 6th, the road to repair soil is very fast and the construction of the highway is very slow.

Of course, China is building a solid highway.

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