奉行"产品主义"。 《投资者网》张伟 月薪5000你就不要吃火锅，哪怕吃个麻辣烫"。曾因该言论引起广泛争议的巴奴国际控股有限公司（下称"巴奴控股"或"公司"）正计划到香港 上市（IPO）。 2025年12月，巴奴控股第二次向港交所递交《招股书》。公司此前递交的《招股书》因满六个月失效。而在2025年8月，中国证监会国际司发 文，要求巴奴控股就股权架构设置、IPO前分红、社保欠费等事项出具补充材料。 据《招股书》披露，截至2025年12月，巴奴控股拥有162家直营门店，覆盖46个城市。不过巴奴国际的用工以非正式员工为主，目前正式员工 的占比不足20%，大量兼职人员、外包人员的情况，也引人关注。 创始人言论曾引起争议 据《光明网》报道，2025年2月，一张巴奴控股创始人杜中兵在"毛肚火锅发展研讨会"上发言的截图被广泛流传。有网友称，杜中兵在直播中 表示"月薪5000你就不要吃巴奴，哪怕吃个麻辣烫"。 该言论引发争议后，杜中兵迅速做出回应。他表示，"火锅不是服务底层人民"、"月薪5000就不要吃火锅，吃些麻辣烫就好了"等几句话不是连 在一起说的。如果连在一起说，就把他的真实本意曲解了。 纵观巴奴控股的发展过程，与毛 ...

但巴奴的上市之路并不顺利。一方面，今年8月，证监会曾向其发出"连环九问"，直指公司治理、上市前大额分红及用工合规等问题；另一方面，海底捞 与呷哺呷哺股价持续下挫，整个火锅板块表现低迷。 更关键的是，在餐饮行业竞争日益残酷的背景下，坚持高端"产品主义"的巴奴，能否经受住市场考验？它的故事又能否打动资本市场？ 若成功上市，巴奴将成为"品质火锅第一股"，同时也是继海底捞、呷哺呷哺之后，第三家登陆港股的主营火锅企业。 162家店，年营收超23亿元 "贵"是巴奴火锅给消费者最直观的印象。前两年，"18元一份土豆仅5片"曾引得消费者热议，创始人杜中兵发微博表示"巴奴暂时不考虑降价"更是将巴奴 推上了风口浪尖。 虽然巴奴和海底捞朝着不同方向，可对火锅食客来说"殊途同归"。 近日，巴奴火锅再次冲击上市。 12月17日，在首份招股书失效的第二天，巴奴国际控股有限公司（以下简称"巴奴"）迅速更新并重新递交上市申请。 据弗若斯特沙利文的资料，按收入计，巴奴是2024年中国火锅市场第三大品牌，市场份额约为0.4%。 高价之下，巴奴的营收自然不低。据招股书披露，2022年至2024年巴奴收入分别为14.33亿元、21.12亿元和23. ...

巴奴尚未完成今年预定的开店目标。截至12月7日，今年其新开门店26家，关闭门店8家，门店数为162家。对比2024年的新开店35家和关店2家，其今年的开 店速度有所下降，闭店数亦有所增加。不过，巴奴似乎打算在今年最后不到一个月的时间里，再开18家店。其2025年6月递交的第一版招股书称，今年开店 目标是40家，而最新的第二版招股书则将开店目标提升至44家。 近日，巴奴国际控股有限公司（下称"巴奴"）重新递交了港股招股书，更新了今年前三季度的财务数据。 今年前三季度，巴奴收入同比增长24.51%至20.77亿元，净利润同比增长58.46%至1.56亿元，经调整净利润（非国际财务报告准则指标）同比增长80.78%至 2.36亿元。对比2024年全年营收的9.23%增速和净利润的20.87%，巴奴今年业绩增长也有所提速。 巴奴的前身是2001年在河南安阳开设的一家火锅店，首家巴奴品牌火锅店则是2004年前后开业。创立之初，巴奴的门店主要分布在三四线城市，直到2009 年，其才把门店开到河南的省会郑州，2012年，巴奴改名为"巴奴毛肚火锅"，突出毛肚，同时砍掉了部分菜品，此后便一直在强化"产品主义"标签。2025年 ...

Core Viewpoint - Banu has upgraded its membership system to combat scalping and improve consumer rights, shifting from a frequency-based to a spending-based membership level determination [1][2] Group 1: Membership System Changes - The membership level is now determined by total spending of 10,000 yuan over 12 months instead of 12 visits [1] - The points system has been modified; users can no longer earn points through "check-ins," which have been replaced by "growth points" [1][2] - The changes have led to user complaints about perceived reductions in membership benefits [1] Group 2: Business Context - Banu is recognized as the largest quality hot pot enterprise in China, with significant control held by its founders [3] - The company reported revenues of 1,433.1 million yuan in 2022, projected to grow to 2,307.3 million yuan in 2024, with a year-on-year growth of 47.3% in 2023 and a slowdown to 9.3% in 2024 [4] - Banu has faced regulatory scrutiny from the China Securities Regulatory Commission regarding its equity structure and data security [4]

Core Viewpoint - Banu International Holdings Limited, aiming to become the third hot pot stock in Hong Kong, faces scrutiny from the China Securities Regulatory Commission (CSRC) regarding its overseas listing application, particularly concerning dividend rationality, social security compliance, and shareholding structure [1][5][7]. Group 1: Listing Application and Regulatory Concerns - Banu International submitted its listing application in June 2023, seeking to follow in the footsteps of Haidilao and Xiaobuxiang [1]. - The CSRC has raised nine questions across three main categories, with a focus on dividend rationality, social security compliance, and shareholding structure [1][3]. - The core issue is the timing of a significant dividend payout prior to the listing, which raises concerns about the necessity of subsequent financing [1][5][7]. Group 2: Financial Performance and Dividend Issues - In January 2025, Banu International declared a "surprise dividend" of 70 million yuan, with the family of founder Du Zhongbing receiving approximately 58 million yuan [5]. - The company's financial health appears questionable, with current liabilities of 717 million yuan and current assets of 864 million yuan, resulting in a net current asset of 147 million yuan [5][11]. - The company has also reported unpaid social insurance and housing fund contributions, totaling approximately 1.6 million yuan over the past three years [7][9]. Group 3: Sales Performance and Market Position - Banu International's average customer spending and daily restaurant sales have declined, with 2024 figures showing a drop of approximately 5.33% and 11.88% respectively [12][14]. - The same-store sales growth rate turned negative in 2024, and while it improved in the first quarter of 2025, it remains significantly lower than 2023 levels [14]. - The company has a complex employment structure with 1,789 full-time employees and a large number of part-time and outsourced workers, which may pose compliance risks [9][11]. Group 4: Brand Image and Controversies - The founder's controversial remarks about the brand's target demographic and the pricing of certain menu items have sparked public backlash, potentially harming the brand's image [15][16]. - Banu International has previously engaged in public disputes with competitors, which has shaped its market positioning as a high-end hot pot brand [17].

Core Viewpoint - Banu International Holdings Limited is facing scrutiny from the China Securities Regulatory Commission (CSRC) regarding its overseas listing plan, particularly in areas such as equity structure, data security, and dividend policy [1][2]. Company Overview - Founded in 2001 by Du Zhongbing in Anyang, Henan, Banu International focuses on healthy dining and high-quality hot pot, with its signature product being "Mao Du + Mushroom Soup" [1]. - As of 2024, Banu holds a 3.1% market share in China's quality hot pot market, with 145 direct stores across 39 cities, marking a 74.7% increase from 83 stores at the end of 2021 [1]. Financial Performance - The company's revenue has shown steady growth, with figures of 1.433 billion yuan in 2022, 2.112 billion yuan in 2023, and 2.307 billion yuan in 2024, while the first quarter of 2025 recorded revenue of 709 million yuan [2]. - After a net loss of 5.2 million yuan in 2022, Banu achieved a net profit of 102 million yuan in 2023, which further increased to 123 million yuan in 2024, and 55 million yuan in the first quarter of 2025 [2]. Regulatory Concerns - The CSRC has raised questions about the company's equity structure, particularly regarding the identification of the actual controller and the rationale behind not listing Han Yanli as a co-controller [2]. - Concerns were also expressed regarding the high dividend payout of 70 million yuan in January 2025, which accounted for 56.9% of the company's net profit of 123 million yuan for 2024, raising questions about the necessity of such dividends in light of the company's short-term debt repayment capacity [3]. Compliance Issues - Banu International has been noted for failing to fully pay social insurance and housing provident fund for some employees, with the company citing high employee turnover and personal preferences as reasons [4]. - The CSRC has mandated the company to clarify the social insurance contributions for non-full-time employees and the legality of its labor practices [4]. Data Security Requirements - The CSRC has imposed strict requirements regarding data security, demanding explanations on the collection, storage, and use of user information across various digital platforms, as well as measures for personal information protection and data security before and after the listing [5]. - To gain the trust of investors and regulatory bodies, Banu International must demonstrate a transparent equity structure, robust financial health, compliant employee welfare, and stringent data security management [5].

此次监管审查重点明确。股权架构上，IPO前创始人杜中兵及韩艳丽夫妇投票权占比高，韩艳丽却未被 认定为共同实际控制人，证监会要求说明原因。财务方面，2024年公司短期偿债能力欠佳，但今年一季 度净利润同比增57.5%，且在递交招股书前五个月宣派7000万元股息，证监会要求结合负债说明分红及 上市融资合理性。另外，公司兼职和外包员工数量不少，证监会要求说明非全职人员社保公积金缴纳及 用工合法性。同时，历史交易合规性、用户数据安全、分红政策合理性等也在重点核查之列。 证监会要求巴奴聘请执业律师针对这些问题出具专项法律意见书。业内人士认为，此次问询直击企业境 外上市合规要害，释放出资本市场强化监管的信号。 经济观察网8月13日，巴奴国际控股有限公司在向港交所递交招股书近俩月后，收到中国证监会补充材 料要求，上市进程需先完成这场"补考"。 6月16日，巴奴国际向港交所主板递交上市申请，旗下巴奴毛肚火锅作为中国最大品质火锅企业，2024 年靠特色产品拿下3.1%的市场份额。 ...

Core Viewpoint - Banu International, the parent company of the well-known hot pot brand Banu, is seeking to go public in Hong Kong and has received detailed feedback from the China Securities Regulatory Commission (CSRC) after submitting its prospectus over a month ago [1] Group 1: Company Overview - Banu International submitted its listing application to the Hong Kong Stock Exchange on June 16, 2023, and is currently the third-largest player in the Chinese hot pot market with a market share of 0.4% as of 2024 [1] - As of June 9, 2025, Banu operates 145 directly-owned stores across 39 cities, with 53 stores in Henan, accounting for over 36% of its total [6] Group 2: Regulatory Feedback - The CSRC has requested supplementary materials from Banu International, focusing on three main areas: equity structure, data security, and the reasonableness of dividends, with a total of nine specific questions [2] - The compliance of the equity structure is a primary concern, with the CSRC asking for detailed explanations regarding the shareholding of founders and related entities [2] - Banu International is required to clarify its data security measures, including the scale of user information collected and whether any data is shared with third parties [3] Group 3: Financial Performance - Banu International has shown continuous revenue growth in recent years, with revenues of 1.433 billion, 2.112 billion, and 2.307 billion yuan for 2022, 2023, and 2024 respectively, reflecting year-on-year growth rates of 47.34%, 9.27% [6] - The net profit figures for the same years were -5.19 million, 102 million, and 123 million yuan, with profit margins of -0.4%, 4.8%, and 5.3% respectively, indicating room for improvement in profitability compared to industry leader Haidilao [6] Group 4: Dividend and Compliance Issues - Banu International announced a dividend distribution of 70 million yuan to shareholders in January 2025, with over 58 million yuan received by the founding family [5] - The CSRC has requested explanations regarding the internal decision-making process for dividends, tax payments, and compliance with foreign exchange management [5] - The company faces issues related to unpaid social insurance and housing fund contributions, totaling approximately 1.6 million yuan for 2022 and 120,000 yuan for the first three months of 2025 [5]

Core Viewpoint - Banu International, the parent company of Banu Hot Pot, has received feedback from the China Securities Regulatory Commission (CSRC) regarding its IPO application, focusing on compliance issues related to its equity structure, data security, and dividend rationality [1][6]. Equity Structure Compliance - The CSRC's primary focus is on the compliance of Banu International's equity structure, which includes six specific matters related to the ownership and control of the company [3]. - Banu International's founders, Du Zhongbing and Han Yanli, control approximately 83.38% of the voting rights through various entities, including D&H (BVI) LTD and BANU UNITED LTD [4]. - The company must clarify the reasons for the ownership structure involving Tomato Second and the compliance of foreign investment and foreign exchange management procedures [3][4]. Data Security Requirements - The CSRC requires Banu International to provide details on the development and operation of its digital platforms, including user information collection and storage practices, and measures for personal information protection [4]. Dividend Distribution - Banu International announced a dividend of 70 million yuan to shareholders, with over 58 million yuan distributed to Du Zhongbing's family [5]. - The CSRC has requested explanations regarding the internal decision-making process for dividends, tax payments, and the necessity of financing through the IPO in light of the company's liabilities [6]. Social Security and Compliance Issues - Banu International faces issues related to unpaid social insurance and housing fund contributions, amounting to approximately 1.6 million yuan in total for 2022 to early 2025 [6][7]. - The company attributes these unpaid contributions to high employee turnover and preferences for alternative social security plans [7]. Financial Performance - Banu International's revenue for 2022, 2023, and 2024 was 1.433 billion yuan, 2.112 billion yuan, and 2.307 billion yuan, respectively, showing a significant slowdown in growth from 47.34% to 9.27% [6]. - The net profit for the same years was -5.19 million yuan, 102 million yuan, and 123 million yuan, indicating a gradual improvement in profitability but still trailing behind industry leader Haidilao's profit margins [6].

Core Viewpoint - The controversy surrounding the founder's comments on consumer demographics has not hindered the expansion of Banu Hotpot, which is preparing for an IPO to enhance its brand value and aims to open 150 new stores by 2027 despite challenges in maintaining its high-quality positioning in a price-sensitive market [1][9]. Company Development - Banu Hotpot's parent company, Banu International Holdings, submitted its main board listing application to the Hong Kong Stock Exchange, aiming to become the third hotpot chain listed after Haidilao and Xiaobuxiang [1]. - The company has transitioned from a franchise model to a direct operation model since 2013, which has led to challenges in team stability and management [4]. - Banu has expanded its presence in first-tier cities since 2018, with a current total of 145 stores across nearly 40 cities [4][10]. Market Positioning - Banu's average spending per customer has remained above 140 yuan, contrasting with competitors like Haidilao, which has seen a decline in average spending [6][8]. - Despite being the leader in the premium hotpot market with a 3.1% market share, Banu's overall market share is only 0.4%, indicating a struggle to penetrate broader consumer segments [9][10]. Financial Performance - Banu's revenue has shown growth from 14.33 billion yuan in 2022 to 23.07 billion yuan in 2024, although the growth rate has fluctuated [10]. - The company has reduced its debt levels, with total liabilities decreasing by 27.30% year-on-year, while total assets increased by 10.59% [10][12]. - Banu's net profit margin remains low at 5.3%, significantly lower than that of Haidilao, indicating challenges in profitability despite revenue growth [14]. Operational Challenges - Banu's supply chain efficiency is hindered by a limited number of central kitchens, leading to higher procurement costs compared to larger competitors [11]. - The company has faced criticism over food safety issues, which have damaged its high-end brand image and consumer trust [9][16]. - Banu's reliance on part-time employees has increased operational costs, with employee expenses rising significantly over the past few years [15]. Strategic Recommendations - To regain consumer trust and improve market positioning, Banu should consider implementing third-party quality checks and enhancing transparency in its supply chain [16]. - The company could explore new channels such as hotpot delivery and pre-prepared meals, as well as introduce more affordable sub-brands to cater to price-sensitive consumers [18]. - Balancing high-quality offerings with market realities will be crucial for Banu to navigate the competitive landscape and achieve sustainable growth [18].