2025.09.02
In June 2025, the Chongqing Municipal State-owned Assets Supervision and Administration Commission (SASAC) issued the Notice on the Gratuitous Transfer of Equity in Qingling Motor (Group) Co., Ltd., mandating the no-cost transfer of its 80% stake in Qingling Motor (Group) Co., Ltd. (Qingling Group). It reported consolidated total assets of approximately RMB 15 billion and net assets of around RMB 10 billion in 2024 to Chongqing Yufu Holdings Group Co., Ltd. (Chongqing Yufu Holdings) (hereinafter referred to as the Transaction). The State Administration for Market Regulation (SAMR) issued the Decision Not to Conduct Further Review on Anti-Monopoly Review of Concentration of Undertakings. The transaction also received approval from the Hong Kong Securities and Futures Commission (SFC) for the exemption of Chongqing Yufu Holdings from the obligation of a takeover offer. These change of registration procedures were recently completed.
Chongqing Yufu Holdings is a state-invested enterprise directly held by Chongqing SASAC and it is a key municipal state-owned enterprise. It focuses on developing major industries such as intelligent connected new energy vehicles, electronic information manufacturing, advanced material and artificial intelligence (AI) and emerging sectors. It aims to build three major platforms i.e., strategic investment, capital operation and financial services, and to establish a leading state-owned industrial capital investment and operations company with advanced manufacturing as its mainstay. Qingling Group was originally a wholly state-owned enterprise funded by Chongqing SASAC. Its subsidiary, Qingling Motors Co., Ltd. is a Hong Kong-listed company (HK.01122), that produces a full range of Isuzu commercial trucks with advanced technology, as well as Qingling's own brand of traditional fuel and new energy commercial trucks.
This project had a tight schedule and involved issues across multiple business areas and jurisdictions. It required complex legal considerations such as provincial state-owned asset transfers and supervision, China's anti-monopoly filings and Hong Kong's tender offer exemptions for listed companies. As the legal counsel for Chongqing Yufu Holdings, JunHe's Chongqing team led the work and dispatched professional legal service teams from its Beijing, Shanghai, Hong Kong and Chengdu offices. The teams completed the anti-monopoly filing review in China, the exemption application for the Hong Kong-listed company's takeover offer and issued a special legal opinion on the state-owned asset transfer. JunHe's efficient project management, proactive internal and external communication, and close cooperation among multiple business groups and offices assisted the client to complete this transaction ahead of schedule.
The project was led by Mr. HE, Tingcai (Lawrence HO), Mr. WANG, Yi and Mr. CHEN, Dengne. The anti-monopoly team partner was WEI, Yingling and the Hong Kong team partner was Mr. Alan Chen.
