On July 8, 2020, Geovis Technology Co., Ltd. (“Geovis” or the “Company”) to which JunHe acted as the counsel was listed on the Sci-Tech Innovation Board of the Shanghai Stock Exchange under the stock code of 688568. In this offering, Geovis issued 55 million new A shares at the issuance price of CNY 16.21 per share.
Geovis is the first company controlled by Chinese Academy of Sciences that was listed on the Sci-Tech Innovation Board. As the first enterprise engaged in the R&D and industrialization of digital earth products, it has developed digital earth related products and core technologies with fully independent intellectual property rights over the years, which can cover the industrial chain stages such as acquisition, processing, bearing, visualization and application of aerospace big data. The Company has effectively broken the bottlenecks in satellite data acquisition, processing and image interpretation as well as the delivery of remote sensing software and takes a leading position in the field of digital earth platform in China. At present, the Company's primary business is to provide software sales and data services, technology development and services, all-in-one products and system integration for governments, enterprises and users in special areas.
JunHe, as the issuer’s counsel in this project, provided legal services for the entire process of the IPO of the Company in the A-share market, assisted the Company with completion of rectification of key legal issues, restructuring and establishment of a joint-stock company, declaration of state-owned equity management plans and employee equity incentives within a relatively short time, and assisted the Company, one of the first enterprises filing an application for listing on the Sci-Tech Innovation Board, with its application for such listing. Furthermore, JunHe assisted the Company in responding to several rounds of inquiries from the Shanghai Stock Exchange and the China Securities Regulatory Commission in a high-quality and efficient manner and in obtaining approval from regulatory authorities. JunHe‘s efficient, rigorous and stable working style as well as meticulous and professional service attitude have been recognized by the Company and other intermediaries.
The key points and difficulties of the project are: (1) During the initial stage of the project, the percentage of shares held by the Company’s actual controller, Institute of Electrics, Chinese Academy of Sciences (“IECAS”), in GeoDo (Beijing) Spatial Information Technology Co., Ltd. (“GeoDo”), the controlling shareholder of the Company, is lower than that of Gongqingcheng Jiudu Lingying Investment Management Partnership (Limited Partnership) (“Jiudu Lingying”), the other shareholder of GeoDo. Based on the constitution of the partners of Jiudu Lingying, JunHe assisted in the design of the concerted action arrangement featured by “large shareholder driven by small shareholder”. IECAS, Jiudu Lingying and its partners entered into the Concerted Action Agreement to exercise effective control over GeoDo and Geovis by IECAS. The above arrangement has been approved by the state-owned assets supervision department and the securities regulatory authority; (2) During the review of the project, based on the relevant approval reply, IECAS integrated with two other scientific research institutes of Chinese Academy of Sciences (i.e. the Institute of Remote Sensing and Digital Earth and the Academy of Opto-Electronics) into the Aerospace Information Research Institute, Chinese Academy of Sciences (“AIRCAS”) and completed legal person deregistration procedures in accordance with law. With respect to the issue of whether the actual controller of the issuer has changed during the period of examination that the regulatory authorities are concerned about, JunHe, based on the provisions of laws and regulations and relevant cases, discussed in detail from aspects such as the continuity of the control, the legality of the integration and establishment procedure and the influence on the appointment and removal of management personnel, the primary business and the independence of the Company to prove that the actual controller of the Company hasn't changed, and such conclusion was recognized by the securities regulatory authority; (3) With respect to horizontal competition, JunHe team worked fully with the Company and other intermediaries and conducted a careful review. Based on the major differences in terms of primary business positioning, major technologies applied, major products and services and overlapping of major customers and suppliers between the Company and its actual controller (including IECAS and AIRCAS after the integration) as well as other enterprises under its control, JunHe gave a detailed explanation about the non-existence of horizontal competition and put forward feasible precautionary measures to effectively prevent horizontal competition.