JST Group Corporation Limited 聚水潭集團股份有限公司 1. 就本職權範圍（「職權範圍」）而言： 董事會指本公司董事會。 聯席公司秘書指本公司任何一名聯席公司秘書。 董事指董事會董事。 本集團指於有關時間本公司以及其附屬公司及聯營公司，或如文義所指，就 本公司成為其現時附屬公司及聯營公司的控股公司前期間而言，則指本公司 的現時附屬公司及聯營公司，或其現時附屬公司及聯營公司或（視情況而定） 其前身所經營的業務。 上市規則指香港聯合交易所有限公司證券上市規則（經不時修訂）。 （於開曼群島註冊成立的有限公司） 股份代號：6687 聚水潭集團股份有限公司 （「本公司」） 薪酬委員會 職權範圍 1 釋義 3. 薪酬委員會於2025年10月5日以董事會決議案成立。 成員 2 4. 薪酬委員會成員應由董事會不時從董事中委任，並應由不少於三名成員組 成，當中過半數應為獨立非執行董事。薪酬委員會會議的法定人數應為任何 兩名薪酬委員會成員，其中一名須為獨立非執行董事。 5. 薪酬委員會主席須為獨立非執行董事，並由董事會委任。 任何有關成員須就存在有關利益的薪酬委員會決議案放棄投票，並在進行有 關該等決 ...

股份代號：6687 聚水潭集團股份有限公司 （「本公司」） 審核委員會 職權範圍 1 釋義 1. 就本職權範圍（「職權範圍」）而言： 審核委員會指根據本職權範圍第2條以董事會決議案成立的審核委員會。 JST Group Corporation Limited 聚水潭集團股份有限公司 （於開曼群島註冊成立的有限公司） 高級管理層指本公司首席執行官、首席財務官及其薪酬待遇優於或建議優於 董事會所委任任何高級職員的任何其他高級職員；及本公司薪酬委員會可能 確定為高級管理層一部分的本公司任何其他僱員。 股東指本公司股東。 聯交所指香港聯合交易所有限公司。 董事會指本公司董事會。 首席財務官指由董事會不時委任負責財務管理的本公司高級職員。 企業管治報告指董事會根據上市規則附錄D2第34及50段於年報及財務摘要報 告（如有）內擬備的企業管治報告。 聯席公司秘書指本公司任何一名聯席公司秘書。 董事指董事會董事。 本集團指於有關時間本公司以及其附屬公司及聯營公司，或如文義所指，就 本公司成為其現時附屬公司及聯營公司的控股公司前期間而言，則指本公司 的現時附屬公司及聯營公司，或其現時附屬公司及聯營公司或（視情況而定） 其前身所 ...

開曼群島 公司法（經修訂） JST GROUP CORPORATION LIMITED 聚水潭集團股份有限公司 獲豁免股份有限公司 第四次經修訂及重列組織章程大綱及細則 （根據於2025年10月5日通過的特別決議案採納， 並於股份於香港聯合交易所有限公司主板上市之日起生效） 開曼群島 公司法（經修訂） JST GROUP CORPORATION LIMITED 聚水潭集團股份有限公司 的 第四次經修訂及重列 組織章程大綱 獲豁免股份有限公司 （根據於2025年10月5日通過的特別決議案採納， 並於股份於香港聯合交易所有限公司主板上市之日起生效） 1 名稱 本公司名稱為聚水潭集團股份有限公司。 2 註冊辦事處 本公司註冊辦事處位於ICS Corporate Services (Cayman) Limited, Palm Grove Unit 4, 265 Smith Road, George Town, P.O. Box 52A Edgewater Way, #1653, Grand Cayman KY1-9006, Cayman Islands，或董事會可不時決定的 開曼群島境內其他地點。 3 宗旨及能力 在 ...

Core Viewpoint - The company, 聚水潭, has successfully completed its IPO subscription, raising significant capital and demonstrating strong market demand for its SaaS ERP solutions in the e-commerce sector [1][2]. Group 1: IPO Details - 聚水潭's IPO subscription took place from October 13 to October 16, 2025, with a total of at least 330 billion HKD in margin loans secured by brokers, resulting in an oversubscription of 1581 times compared to the initial public offering amount of 210 million HKD [1]. - The company plans to issue 68.167 million shares, with 10% allocated for public offering at a price of 30.6 HKD per share, aiming to raise approximately 2.09 billion HKD [1]. - The expected listing date is October 21, 2025, with CICC and JPMorgan serving as joint sponsors [1]. Group 2: Market Position and Financial Performance - According to data from 灼识咨询, 聚水潭 is the largest e-commerce SaaS ERP provider in China, holding a market share of 24.4% based on 2024 revenue, surpassing the combined market share of the second to fifth largest competitors [1]. - The total market size for China's e-commerce SaaS ERP is projected to be 3.1 billion RMB in 2024, with 聚水潭 also ranking first in the e-commerce SaaS market with a share of 8.7% based on total SaaS revenue [1]. - For the fiscal year 2024, 聚水潭's total revenue and SaaS product transaction volume are expected to reach 909.8 million RMB and 1.302 billion RMB, respectively, with compound annual growth rates of 31.9% and 32.6% from 2022 to 2024 [2]. - As of the first half of 2025, the company reported total revenue and SaaS product transaction volume of 524 million RMB and 699 million RMB, respectively [2]. Group 3: Use of Proceeds - The company plans to allocate approximately 55% of the net proceeds from the fundraising to enhance its research and development capabilities, aiming to expand its product matrix over the next five years [2]. - About 25% of the funds will be directed towards strengthening sales and marketing efforts over the next five years [2]. - Additionally, 10% will be used for strategic investments, and another 10% for general corporate purposes [2].

Core Viewpoint - The company, 聚水潭, is a leading e-commerce SaaS ERP provider in China, successfully completing its IPO subscription with significant oversubscription and plans for future growth in the SaaS market [1][2] Group 1: IPO Details - 聚水潭's IPO subscription took place from October 13 to October 16, 2025, with a total of at least 330 billion HKD in margin loans secured by brokers, resulting in an oversubscription of 1581 times compared to the initial public offering amount of 210 million HKD [1] - The company plans to issue 68.167 million shares, with 10% allocated for public offering at a price of 30.6 HKD per share, aiming to raise approximately 2.09 billion HKD [1] - The expected listing date is October 21, 2025, with 中金公司 and 摩根大通 acting as joint sponsors [1] Group 2: Market Position and Financial Performance - According to 灼识咨询, 聚水潭 holds a 24.4% market share in the Chinese e-commerce SaaS ERP market for 2024, surpassing the combined market share of the second to fifth largest competitors [1] - The total market size for the Chinese e-commerce SaaS ERP sector is projected to be 3.1 billion RMB in 2024, with 聚水潭 also ranking first in the e-commerce SaaS operational market with an 8.7% market share [1] - The company reported total revenues and SaaS product transaction volumes of 909.8 million RMB and 1.302 billion RMB respectively for 2024, with compound annual growth rates of 31.9% and 32.6% from 2022 to 2024 [2] Group 3: Use of Proceeds - Approximately 55% of the net proceeds from the fundraising will be allocated to enhancing research and development capabilities to expand the product matrix over the next five years [2] - About 25% of the funds will be used to strengthen sales and marketing efforts over the next five years [2] - The remaining 20% will be divided between strategic investments and general corporate purposes, with 10% allocated to each [2]

Core Viewpoint - The companies Jushuitan (06687) and Guanghetong (00638) are currently in the process of their initial public offerings (IPOs), with significant oversubscription levels reported by various brokers [1]. Group 1: Jushuitan (06687) - Jushuitan has raised a total of HKD 946.2255 million from brokers, with an oversubscription rate exceeding 451 times [1][3]. - The total fundraising amount for Jushuitan is reported to be HKD 2.09 million [3]. Group 2: Guanghetong (00638) - Guanghetong has secured HKD 138.92 million from brokers, with an oversubscription rate exceeding 46 times [1][3]. - The total fundraising amount for Guanghetong is reported to be HKD 2.9 million [3].

Core Viewpoint - The article discusses the upcoming IPO of Jushuitan, China's largest e-commerce SaaS ERP provider, highlighting its market position, financial performance, and the details of its stock offering [3][5][14]. Company Overview - Jushuitan was established in 2014 and specializes in providing one-stop e-commerce SaaS products and services for businesses [3]. - The company covers over 400 e-commerce platforms globally, including major ones like Taobao and JD.com [5]. Market Position - Jushuitan holds a leading market share of 24.4% in the e-commerce SaaS ERP sector, with a market size of 3.1 billion RMB [5]. - It ranks first in the e-commerce operation SaaS market with a market share of 8.7% based on projected total revenue for 2024 [5]. Financial Performance - Jushuitan is expected to turn profitable in 2024, with projected revenues of 9.1 billion RMB and a net profit of 110 million RMB [7]. - The company's revenue from 2022 to 2024 is projected to grow from 523 million RMB to 910 million RMB, while net losses are expected to decrease significantly from 5.07 billion RMB in 2022 to a profit in 2024 [7][10]. IPO Details - The IPO is scheduled for October 13-16, with a global offering of 68.1662 million shares, of which 10% is for public offering [14]. - The proposed share price is 30.6 HKD, with an estimated entry fee of approximately 3,091 HKD for one lot of 100 shares [14]. - Cornerstone investors have subscribed for 48.5% of the offering, and the underwriting is managed by CICC and Morgan Stanley [14].

Core Viewpoint - The company, 聚水潭, is set to launch its global offering on October 13, 2025, with a pricing model that raises concerns about its readiness for the capital market and the sustainability of its financial performance [2][3]. Group 1: IPO Details - The company will issue approximately 68.17 million shares at a price of HKD 30.60 per share, raising an estimated HKD 2.09 billion, with a potential increase to HKD 2.76 billion if the overallotment option is fully exercised [1]. - The net proceeds from the offering will be allocated as follows: 55% for research and development, 25% for sales and marketing, 10% for strategic investments, and 10% for general corporate purposes [1]. Group 2: Financial Performance - The company reported revenues of CNY 520 million, CNY 700 million, and CNY 910 million for the years 2022, 2023, and 2024, respectively, reflecting a compound annual growth rate of 31.9% [6]. - In 2024, the company achieved a net profit of CNY 10 million, primarily due to a deferred tax asset contribution of approximately CNY 90 million, indicating that its actual profitability remains unstable [6]. - For the first half of 2025, the company recorded a revenue of CNY 520 million, with a year-on-year growth rate of 24.4%, but faced a net loss of CNY 40 million due to adjustments related to preferred shares [6]. Group 3: Valuation Concerns - The company's market capitalization is projected to reach HKD 13 billion, which corresponds to a price-to-earnings ratio of 1,175 times for 2024, significantly higher than the average for the Hong Kong SaaS industry [7][9]. - The company's price-to-sales ratio is reported at 14 times, which is substantially above the average of 7.6 times for comparable companies in the Hong Kong market [10]. - The valuation has nearly doubled from its C-round financing valuation of CNY 6 billion to HKD 13 billion, raising questions about the sustainability of this increase given the cooling SaaS market [9]. Group 4: Investor Participation - The company has secured 13 cornerstone investors, collectively committing USD 130 million, which accounts for 48.5% of the base offering size [4]. - Notably, there are no foreign long-term or strategic investors among the cornerstone investors, which may reflect concerns about the company's fundamentals and growth potential [4][5]. - Goldman Sachs, a previous investor, has exited its position before the IPO, raising further concerns about the company's prospects in the public market [10].

Core Viewpoint - The company, Jushuitan Group, a leading player in the e-commerce SaaS ERP sector in China, is set to go public on the Hong Kong Stock Exchange, marking a significant milestone as it breaks the typical 15-year profitability cycle for SaaS companies, achieving profitability in its 11th year [1][3][5]. Financial Performance - Jushuitan's revenue is projected to grow from 523 million yuan in 2022 to 910 million yuan in 2024, with a compound annual growth rate (CAGR) of 31.9% [4]. - In the first half of 2025, revenue reached 524 million yuan, reflecting a year-on-year growth of 24.4% [4]. - The company reported a net profit of 48.99 million yuan in 2024, achieving profitability four years ahead of the industry average [5]. - The adjusted net profit for the first half of 2025 was 46.96 million yuan, nearing the total for 2024, indicating sustainable profitability [5]. - The gross margin improved from 52.3% in 2022 to 71.8% in the first half of 2025 [4]. Market Position and Growth Potential - The e-commerce SaaS ERP market in China is still in its early stages, with a market size of only 3.1 billion yuan in 2024 and a penetration rate of just 1.6% among active e-commerce merchants, indicating significant growth potential [7]. - Jushuitan holds an 8.7% market share in the e-commerce ERP segment and a 7.1% share in the overall e-commerce SaaS market, ranking second [7]. - The company has established a competitive edge with its ability to connect to over 400 e-commerce platforms and 800+ logistics providers, significantly more than the industry average [8][9]. Investment and Strategic Plans - Jushuitan has secured a strong base of institutional investors, raising 130 million USD from 13 firms, including Sequoia China, indicating market confidence in its future [3][10]. - The company plans to allocate approximately 55% of the IPO proceeds to enhance R&D capabilities, 25% to improve sales and marketing, and 10% for strategic investments [11].

Investment Rating - The report suggests a cautious subscription for the company, 聚水潭 (6687.HK) [1][3] Core Insights - 聚水潭, established in 2014, has become the largest e-commerce SaaS and ERP provider in China, holding a market share of 24.4% in the e-commerce SaaS market and 8.7% in the overall SaaS market by 2024 [2][3] - The Chinese e-commerce market has rapidly evolved, with online retail sales expected to grow from RMB 11.8 trillion in 2020 to RMB 16.5 trillion in 2024, reflecting a compound annual growth rate (CAGR) of 8.9% [2] - The company's total revenue and SaaS product turnover reached RMB 9.1 billion and RMB 13.0 billion respectively in 2024, with CAGRs of 31.9% and 32.6% from 2022 to 2024 [3] - The company transitioned from a net loss of RMB 4.9 billion in 2024 to a net profit of RMB 10.58 million in the same year, improving its net profit margin from a loss rate of 70.3% in 2023 to a profit margin of 1.2% in 2024 [3] - The estimated market capitalization post-IPO is approximately HKD 10.4 billion, with a price-to-sales (PS) ratio of about 10.0X based on 2024 revenue [3] Summary by Sections IPO Details - The IPO price is set at HKD 30.60, with a total fundraising amount of HKD 19.38 billion [1] - The total number of shares offered is 6.817 million, with 90% allocated for international placement and 10% for public offering [1] Company Overview - 聚水潭 has expanded its workforce from 9 employees at inception to over 2,500, establishing more than 100 offline service points across over 500 towns in China [2] - The company provides a comprehensive suite of SaaS products and services aimed at enhancing business capabilities and reducing operational costs for clients [3]