沛城科技IPO：实控人表决权超77%，为何转让50万元出资额

Core Viewpoint - Shenzhen Peicheng Electronic Technology Co., Ltd. (Peicheng Technology) has successfully passed the listing review on the Beijing Stock Exchange, with Guotai Junan Securities as the sponsor [1] Company Overview - Peicheng Technology specializes in the independent research, production, and sales of third-party battery power control systems (BMS, PCS, etc.) and provides application solutions centered around integrated circuits and discrete devices [1] - The company was established in February 2004 and underwent a shareholding reform in September 2023, with plans to list on the New Third Board in September 2024 [1] Shareholding Structure - The controlling shareholder and actual controller of Peicheng Technology is Yan Xiaohan, who holds a direct shareholding of 54.5% and indirectly controls an additional 22.51%, totaling 77.01% of the shares [1] - Yan Xiaohan has held various key positions in the company since its inception, including General Manager and Chairman [3] Employee Incentives - In December 2020, Yan Xiaohan gifted 7.5 million yuan to eight core management and business personnel for subscribing to Peicheng Technology's equity as part of an employee stock incentive plan [3] - The employees involved have significant tenure with the company, with most having over 15 years of service [4][5] Regulatory Scrutiny - The Beijing Stock Exchange raised concerns regarding the source of the employee stock subscription funds, questioning the rationale behind Yan Xiaohan's gift and the absence of performance assessments or service duration agreements [6][8] - The second round of inquiries focused on the fairness of the pricing for the share transfer to the newly established private equity fund, Ningbo Mengshan, and whether there were any related party transactions [8] Recent Transactions - In June 2023, Yan Xiaohan transferred a 500,000 yuan stake in Peicheng Technology to Ningbo Mengshan at a price of 20 yuan per share, totaling 10 million yuan, with a corresponding price-to-earnings ratio of 10.82 [6] - The private equity fund was established in May 2023, just a month before the share transfer [6] Investment Background - Yan Xiaohan has previously invested in other private equity funds managed by the same entity as Ningbo Mengshan, indicating a potential strategic alignment [7][8] - The company is required to clarify the circumstances surrounding the share transfer and the communication between Yan Xiaohan and Ningbo Mengshan [8]