China Grain Reserves Corporation (Sinograin) plans to list on US stock market. China Securities Regulatory Commission (CSRC) requires supplementary information on whether the business operations involve any restrictions or prohibitions on foreign investment.
21/03/2025
GMT Eight
On March 21st, the China Securities Regulatory Commission (CSRC) issued the "Requirements for Supplementary Materials for Overseas Issuance and Listing Filing Disclosure (March 14, 2025 - March 20, 2025)", with the International Department of the CSRC requesting supplementary materials from 18 companies. The disclosure mentioned that China Grain Reserves Corporation (China Grains Group) is required to provide additional information on whether its business operations involve restrictions or prohibitions on foreign investment. It is reported that on October 2, 2024, China Grains Group Limited and its subsidiary Rosey Sea Holdings Limited entered into a merger agreement with SPAC company (Special Purpose Acquisition Company) Iron Horse Acquisitions Corp. (IROH), intending to list on the NASDAQ in the United States through a SPAC shell merger.
The CSRC has requested the company to provide clarification on the following matters, and to have legal counsel verify and provide clear legal opinions:
1. The compliance of the company's equity control structure establishment, including but not limited to the specific situation of domestic individuals and foreign investment companies involved in the establishment and return investment fulfilling foreign exchange management, overseas investment, foreign investment supervision procedures, whether it complies with the "Regulations on the Acquisition of Domestic Enterprises by Foreign Investors".
2. Compliance of the company's operations: (1) Whether the business operations involve areas of foreign investment restrictions or prohibitions, and whether necessary qualifications have been obtained. (2) The reasons for the daily patent authorization of domestic operating entities before the establishment date. (3) Basic information of distributors, the actual operation and compliance of the distributor model. (4) Detailed information on major procurement contracts and sales contracts, including the parties involved, contract amounts, and performance.
3. The tax declaration and payment status of the company's merger transaction with IROH in accordance with the provisions of the "Announcement on Several Issues of Enterprise Income Tax on Indirect Transfer of Non-Resident Property".
China Grains Group Limited, as an agricultural enterprise engaged in food biotechnology and research and development, production, and sales of health products, advocates a green and healthy consumption concept, aiming to become a leading health food sales group in Asia and internationally.