New Stock News | Nanjing Linghang Plans to IPO in Hong Kong, China Securities Regulatory Commission Requires Supplementary Explanations on Previous Capital Increases, Share Transfer Prices, Pricing Basis, and Other Matters

On September 4, the China Securities Regulatory Commission (CSRC) released the "Supplementary Materials Requirements for Overseas Issuance and Listing Record Filing (August 31, 2026 - September 4, 2026)." The International Department of the CSRC issued supplementary material requirements for five companies. Among them, Nanjing Linghang was asked to provide additional explanations regarding the pricing and pricing basis for various rounds of capital increase, equity, or share transfers, and whether there were any abnormal circumstances concerning the investment pricing. According to a disclosure by the Hong Kong Stock Exchange on April 22, Nanjing Linghang Technology Co., Ltd. submitted a listing application to the main board of the Hong Kong Stock Exchange, with CICC and China Securities Co., Ltd. acting as its joint sponsors. The CSRC requested Nanjing Linghang to provide clarifications on the following matters and to have lawyers verify and issue clear legal opinions: 1. Please supplement the explanation: (1) The pricing and pricing basis for your company's previous capital increases and equity transfers, whether there are any abnormal investment pricing situations, whether there is any benefit transfer, whether the capital contribution has been paid in full, and whether there are any issues related to unfulfilled capital contribution obligations or withdrawal of contributions, as well as any defects in the method of contribution; (2) Whether there has been any shareholding held on behalf of others in your company's historical development; (3) The basis for determining that your company has no actual controller; (4) Please provide conclusive opinions on the legality and compliance of your company's establishment and various equity changes, as well as on your company's corporate qualification and valid existence. 2. Please supplement the explanation of the pricing basis for new shareholders within 12 months prior to the submission of the overseas issuance listing record filing application, the reasons for and reasonableness of any pricing discrepancies compared to the capital increase during the same period, as well as the tax payment situation related to the transferors in the aforementioned equity transfer and a clear conclusive opinion on whether there is any benefit transfer. 3. Please supplement the explanation of the shareholding price and fairness of your company's employee stock ownership plan, the situation of holding relevant incentive shares after employee departures, whether it complies with relevant contractual agreements, whether there are any disputes or potential disputes, whether there is any benefit transfer; whether there are any reserved or ungranted shares in the employee stock ownership platform. 4. Please supplement the explanation: (1) Whether there are vehicles and drivers under your company's various ride-hailing operating entities that have not obtained the corresponding "Ride-Hailing Transport License" and "Ride-Hailing Driver License," the impact of this situation on your company and its subsidiaries' business operations, and whether it poses a barrier to this issuance and listing; (2) Whether your company and its subsidiaries have completed the record filing for small and micro-sized passenger vehicle leasing operations in accordance with relevant laws and regulations, the impact of any uncompleted filings on your company's and its subsidiaries' business operations, and whether it poses a barrier to this issuance and listing; (3) Whether your company and its subsidiaries' business scope and actual operations involve restricted or prohibited fields for foreign investment, the foreign shareholding ratio and specific calculation method after this issuance and "full circulation," and whether they continuously comply with foreign investment access requirements. 5. Please supplement the explanation of whether the shares held by shareholders intending to participate in the "full circulation" are subject to pledge, freeze, or other rights defects. According to the prospectus, through the T3 platform, T3 Mobility mainly connects passengers, drivers, and vehicles, providing a series of intelligent mobility services. The company operates a technology-driven platform that integrates AI into mobility services, thereby optimizing demand forecasting, vehicle scheduling, and resource allocation, which the company refers to as the "AI + Mobility" model. This model can enhance intelligent scheduling, security assurance, and service levels for both drivers and passengers. According to data from Zhaoshang Consulting, T3 Mobility has developed China's first hybrid scheduling platform that can coordinate both human-driven vehicles and Robotaxis simultaneously, thus gaining a first-mover advantage in transforming towards autonomous driving. As of December 31, 2025, T3 Mobility operates in 194 cities in China, serving over 234.5 million registered users. In 2025, the company facilitated 797.2 million orders, with a total transaction volume reaching 18.9 billion RMB. Based on data from Zhaoshang Consulting, according to the order volume in 2025, T3 Mobility ranks as the third-largest mobility platform in China. As per data from Zhaoshang Consulting, T3 Mobility is the fastest large smart mobility platform to achieve profitability in China. T3 Mobility's business has received support from leading companies including China FAW Group, Dongfeng Motor Corporation, Chongqing Changan Automobile, as well as technology giants Tencent and Alibaba.