Key Information Missing from Hanfang Pharmaceutical's Hong Kong IPO Prospectus

Deep News
Apr 08

Two significant matters were not detailed in the IPO prospectus of Shandong Hanfang Pharmaceutical Co., Ltd., which is currently seeking a listing in Hong Kong. These include a subsidiary's acquisition of six traditional Chinese medicine formula innovations for over 100 million yuan and the involvement of a core product in a bribery case related to pharmaceutical sales spanning a decade. Recent public disclosures by the National Healthcare Security Administration regarding commercial bribery cases have drawn market attention to the quality of information disclosure during Hanfang Pharmaceutical's IPO process.

A subsidiary spent more than 100 million yuan to acquire six proprietary traditional Chinese medicine formula achievements. During Hanfang Pharmaceutical's Hong Kong IPO process, one particular transaction has attracted significant attention. An article published on the Shanghai University of Traditional Chinese Medicine website on December 4, 2023, revealed that six new traditional Chinese medicine compound preparations developed by a team led by Professor Wang Yongjun were transferred as original achievements to Chengji (Zhuhai Hengqin) Pharmaceutical Technology Co., Ltd. for a total price of 110 million yuan, with plans for joint development of Class 1.1 new traditional Chinese medicines. Corporate records show that Chengji (Zhuhai Hengqin) Pharmaceutical Technology Co., Ltd. was established in January 2023 with a registered capital of 50 million yuan. According to the prospectus, Zhuhai Chengji is a wholly-owned subsidiary of Hanfang Pharmaceutical, primarily engaged in drug research and development. Notably, searches using keywords such as "Shanghai University of Traditional Chinese Medicine," "Wang Yongjun," "Zhuhai Chengji," and the names of the six traditional Chinese medicine preparations in Hanfang Pharmaceutical's prospectus yielded no related disclosures. Company Secretary Ye Weibin acknowledged by telephone that the company has some cooperation with Shanghai University of Traditional Chinese Medicine, stating that relevant details constitute commercial secrets. He expressed surprise that the reporter had obtained transaction details and suggested submitting relevant materials for further verification. A written inquiry sent to the email address provided by Ye regarding the accuracy of the transaction information, its progress, accounting treatment, and disclosure requirements under Hong Kong listing rules remained unanswered at the time of reporting.

The sales of Hanfang Pharmaceutical's core product, Compound Huangbai Liquid Liniment, have been implicated in a bribery case. A recent notice published via the National Healthcare Security Administration's official social media account, based on excerpts from a court criminal judgment, revealed that from August 2013 to July 2023, sales promoter Zhang Meng paid bribes totaling 365,000 yuan to medical personnel to boost sales of Compound Huangbai Liquid. Zhang Meng was sentenced to one year in prison, suspended for eighteen months, and fined 20,000 yuan for bribery and bribery of non-state personnel. Although the notice did not directly name the company involved, a search of China Judgments Online using the case number referenced in the notice identified a criminal judgment document. The judgment confirmed that the drug involved, with national drug approval number Z10950097, exactly matches the exclusive product disclosed in Hanfang Pharmaceutical's prospectus. This product is the only approved prescription liniment in the domestic traditional Chinese medicine market and is classified as a national second-level protected traditional Chinese medicine variety. The court judgment clearly stated that Zhang Meng had established a cooperative relationship with Shandong Hanfang Pharmaceutical Company to promote the drug. The notice further indicated that the case has been designated as a source of medical commercial bribery, and the National Healthcare Security Administration will guide the Hebei Provincial Healthcare Security Administration to conduct credit evaluation and handling of Shandong Hanfang Pharmaceutical Company in accordance with the price procurement credit evaluation system. According to the 2025 version of the benchmark for adjudicating medical price and procurement credit evaluations, pharmaceutical enterprises involved in bribery cases with total bribery amounts between 10,000 yuan and 500,000 yuan will be rated as "untrustworthy." Per the 2025 operational specifications for medical price and procurement credit evaluation, manufacturers rated "untrustworthy" will receive written warnings, have their credit evaluation results marked on the national healthcare information platform, and trigger automatic risk alerts to medical institutions when their products are ordered. This case spans ten years, covering part of the reporting period in Hanfang Pharmaceutical's prospectus. Crucially, the implicated product is Hanfang Pharmaceutical's flagship product, with sales of Compound Huangbai Liquid Liniment accounting for 99.8%, 99.8%, and 99.7% of total revenue in 2023, 2024, and the first nine months of 2025, respectively. Searches using keywords such as "bribery," "Zhang Meng," and "judgment" in the prospectus found no related disclosures. The company only mentioned in the risk factors section that it cannot guarantee internal controls will fully prevent unauthorized illegal activities by employees or distributors, which could lead to government investigations and penalties. Specifically, if the company is deemed involved in commercial贿赂 through criminal, investigative, or administrative procedures, it could be blacklisted, potentially suspending its product sales in public medical institutions in certain provinces for two years. Regarding the bribery case involving the core product, Ye Weibin stated by telephone that the company had received inquiries from relevant authorities and was expected to respond by mid-to-late April.

Both the subsidiary's 100-million-yuan acquisition of traditional Chinese medicine formula achievements and the core product's involvement in a decade-long bribery case constitute information potentially impacting investor decisions. However, Hanfang Pharmaceutical's IPO prospectus submitted to the Hong Kong Exchange did not provide detailed disclosures on these two major matters, raising market questions about the quality of its information disclosure. According to the Hong Kong Exchange website, Zhongtai International is serving as the sponsor and overall coordinator for Hanfang Pharmaceutical, with ICBC International acting as an overall coordinator. Since 2025, there has been significant enthusiasm among Chinese companies for listing in Hong Kong, with the Hong Kong IPO market experiencing active trends including密集 submissions and集中 listings. However, behind this market expansion, the uneven quality of project application documents has become increasingly prominent, attracting high regulatory attention. Previously, the Hong Kong Securities and Futures Commission and the Hong Kong Exchange jointly issued a letter to IPO sponsoring institutions, pointing out that amid a substantial increase in listing applications, some investment banks submitted materials with missing content and low quality, highlighting significant compliance risks.

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