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(Original title: Gotech Electronics: After the mainboard forecast period, performance has dropped and the core technical personnel have contributed patents within one year of leaving the old company)

"Jinzhengyan" Northern Capital Center Yayi/Author Xishan Yingwei/Risk Control

The State Council issued the newNine Articles"It has been more than 100 days. Against this background, strict control of the "entry gate" is still one of the main lines of high-quality development of the capital market, including improving the main board,gemListingStandards, improve the evaluation standards of the sci-tech innovation attributes of the sci-tech innovation board, increase the proportion of on-site inspections for listings, and restrict surprise "clearance-style" dividends. Since the introduction of the new "Nine National Regulations", as of July 21, 2024, more than 220 companies have terminated their listing applications.

Now let's turn our attention to Suzhou, which is trying to enter the Shanghai Stock Exchange main board.Gotech ElectronicsTechnology Co., Ltd. (hereinafter referred to as "Gotech Electronics") may have previously planned to apply for the Science and Technology Innovation Board. During this listing, the sustainability of Gotech Electronics' revenue growth was questioned, but Gotech Electronics predicted that its performance growth rate would decline after the forecast period, that is, in 2023, and that its downstream industries, which account for more than 70% of its revenue, might be "cold", and its growth capacity might be under pressure. On the other hand, supervision focused on the "clearance-style" dividend behavior before listing, and Gotech Electronics paid a total of more than 300 million yuan in dividends during the reporting period, and the total dividend amount accounted for more than 50% of the net profit in the same period. On the other hand, Gotech Electronics' core technical personnel contributed patents less than a year after leaving their old employer.

1. Before going public, the company may have paid a dividend of more than 300 million yuan, and the sustainability of its revenue growth was questioned. The company's performance after the forecast period "doubled down".

In March 2024, the regulatory authorities proposed "strict control of listing access" and clearly stated that they would adhere to the functional positioning of each sector, among which the main board would highlight industry representativeness.

For Gotech Electronics, which has applied for listing on the main board of the Shanghai Stock Exchange, the downstream industry that contributes 70% of its revenue may be "cold", and Gotech Electronics predicts that its performance will both decline in 2023.

1.1 The revenue growth rate slowed down in 2022, and the cumulative dividend amount from 2020 to 2022 accounted for more than 60% of the net profit

According to the prospectus signed by Gotech Electronics on November 8, 2023 (hereinafter referred to as the "prospectus signed on November 8, 2023") and the prospectus signed on February 26, 2023, Gotech Electronics' operating income in 2019-2022 and January-June 2023 was RMB 175 million, RMB 233 million, RMB 360 million, RMB 395 million, and RMB 133 million, respectively, and its net profit was RMB 87 million, RMB 109 million, RMB 176 million, RMB 227 million, and RMB 62 million, respectively.

From 2020 to 2022, Gotech Electronics distributed cash dividends of 50 million yuan, 130 million yuan, and 130 million yuan, respectively.

According to the research of the Northern Capital Center of "Jin Zhengyan", from 2020 to 2022, the cumulative cash dividend amount of Gotech Electronics accounted for 60.54% of its cumulative net profit in the same period. During the same period, the growth rates of Gotech Electronics' operating income were 32.86%, 54.67%, and 9.86%, respectively, and the growth rates of net profit were 25.99%, 61.28%, and 28.54%, respectively.

1.2 Regulatory focus on surprise “clearance-style” dividends before listing, among which the cumulative dividend amount in the past three years exceeded 300 million yuan and accounted for more than 50% of the net profit in the same period, which attracted attention

According to the "Several Opinions of the State Council on Strengthening Supervision, Preventing Risks and Promoting High-Quality Development of the Capital Market" issued by the State Council on April 12, 2024, it is necessary to clarify that dividend policies must be disclosed at the time of listing, and situations such as sudden "clearance-style" dividends before listing should be included in the negative list for issuance and listing.

According to Article 5 of the "Shanghai Stock Exchange Issuance and Listing Review Rules Application Guide No. 1-Acceptance of Application Documents (Revised in 2024)" issued by the Shanghai Stock Exchange on April 30, 2024, the sponsor shall check the following negative list, focus on checking the following matters, prudently express the verification opinion, and submit one item of the special verification report: whether the issuer has a situation where the cumulative dividend amount accounts for more than 80% of the net profit in the same period in the past three years; whether the cumulative dividend amount accounts for more than 50% of the net profit in the same period and the cumulative dividend amount exceeds 300 million yuan, and at the same time, the funds raised used to supplement working capital and repay bank loans account for more than 20% of the total amount of funds raised.

As of the query date of July 23, 2024, the latest reporting period in Gotech Electronics' listing documents is January-June 2023. It is estimated that its cumulative dividend amount in the past three years, namely 2020-2022, is 310 million yuan, accounting for 60.54% of the net profit in the same period.

1.3 The sustainability of revenue growth is questioned and negative performance growth is predicted in 2023. Under the new regulations, the listing standards are raised and the sector positioning is emphasized.

According to the Initial Public Offering Agreement signed by Gotech Electronics on May 6, 2023stockIn the "Reply to the Inquiry Letter on the Review of Application Documents for Listing on the Shanghai Stock Exchange Main Board" (hereinafter referred to as the "Reply to the First Round of Inquiry Letter") and the "Reply to the Second Round of Review Inquiry Letter on the Application Documents for the Initial Public Offering and Listing on the Shanghai Stock Exchange Main Board" signed on July 20, 2023 (hereinafter referred to as the "Second Round of Inquiry Reply"), Gotech Electronics was asked about "the sustainability of revenue growth" and "about operating performance after the reporting period" respectively, and was required to calculate the expected revenue scale for the next three years and analyze whether the macro environment, industry conditions, etc. will affect its ability to continue operations.

In the response to the second round of inquiries, Gotech Electronics predicted that its operating income in 2023 will be between 316 million and 326 million yuan, with a year-on-year revenue growth rate ranging from -19.95% to -17.47% compared with 2022; it predicted that its net profit attributable to shareholders of the parent company in 2023 will be between 148 million and 156 million yuan, with a year-on-year growth rate ranging from -34.72% to -31.09%.

According to the "Reply to the Implementation Letter of the Review Center for the Initial Public Offering and Listing on the Shanghai Stock Exchange Main Board" signed by Gotech Electronics on August 16, 2023 (hereinafter referred to as the "Implementation Letter Reply"), Gotech Electronics was again questioned about its declining performance and was required to disclose the risk of declining performance.

According to the prospectus signed on November 8, 2023, Gotech Electronics selected the first listing standard of the "Shanghai Stock Exchange Listing Rules": the net profit has been positive in the last three years, and the cumulative net profit in the last three years is not less than 150 million yuan, the net profit in the last year is not less than 60 million yuan, and the cumulative net cash flow generated by operating activities in the last three years is not less than 100 million yuan or the cumulative operating income is not less than 1 billion yuan.

According to the public information released by the Shanghai Stock Exchange on April 12, 2024, the "Shanghai Stock Exchange Stock Listing Rules (Draft for Comments)" shows that in order to further highlight the requirements of the main board's large-cap blue-chip positioning, it is planned to moderately increase the financial indicators of the main board listing conditions. Among them, the cumulative net profit indicator in the first set of listing standards has been increased from 150 million yuan to 200 million yuan in the last three years, the net profit indicator in the last year has been increased from 60 million yuan to 100 million yuan, the net cash flow indicator generated by operating activities in the last three years has been increased from 100 million yuan to 200 million yuan, and the cumulative operating income indicator in the last three years has been increased from 1 billion yuan to 1.5 billion yuan.

Obviously, the listing standards of the Shanghai Stock Exchange Main Board will be raised in April 2024. For this listing, Gotech Electronics disclosed that the latest reporting period is from January to June 2023, and its revenue growth sustainability has been questioned, but Gotech Electronics predicts that the year-on-year growth rate of its performance in 2023 will decline.

On the other hand, some downstream industries of Gotech Electronics may be "cold".

1.4 More than 70% of the downstream revenue is applied to personal computers, and global personal computer shipments will decline in 2022-2023

According to the prospectus signed on November 8, 2023, Gotech Electronics' revenue from consumer electronics was RMB 219 million, RMB 319 million, RMB 344 million, and RMB 110 million in 2020-2022 and January-June 2023, accounting for 94.25%, 89.17%, 87.8%, and 84.2% of its main business revenue, respectively. Among them, during the same period, personal computer revenue accounted for 81.67%, 77.41%, 80.35%, and 79.05% of its main business revenue, respectively.

According to the prospectus signed by Guangdong Mingji High-tech Electronics Co., Ltd. on January 26, 2024, citing IDC data, global personal computer shipments in 2017-2022 will be 260 million units, 258 million units, 267 million units, 303 million units, 349 million units, and 292 million units, respectively.

According to the "Announcement of BYD Electronic (International) Co., Ltd.'s Annual Results for the Year Ending December 31, 2023" signed on March 26, 2024, according to IDC statistics, global personal computer shipments will reach 260 million units in 2023.

According to the research of the Northern Capital Center of "Jin Zhengyan", from 2018 to 2023, the year-on-year growth rates of global personal computer shipments will be -0.77%, 3.49%, 13.48%, 15.18%, -16.33% and -10.96% respectively.

The above situation shows that from April 12, 2023, the listing standards of the Shanghai Stock Exchange Main Board will be raised. This time, Gotech Electronics is impacting the Shanghai Main Board, and the sustainability of its revenue growth is questioned, but it predicts that both revenue and net profit will decline in 2023. Under this circumstance, more than 70% of Gotech Electronics' revenue is applied to personal computers, and in 2022-2023, global personal computer shipments are experiencing negative growth, and Gotech Electronics' future growth capabilities may be questioned.

On the other hand, before going public, Gotech Electronics may "surprise" dividends. The latest reporting period of Gotech Electronics is from January to June 2023. Its cumulative dividends in the past three years, 2020-2022, are 310 million yuan, accounting for more than 50% of the net profit in the same period.

2. It had planned to apply for the Science and Technology Innovation Board. This listing will impact the Shanghai Main Board. The core technical personnel contributed patents within less than a year after leaving the old company.

Talent is the primary resource for technological innovation. For this listing, two-thirds of Gotech Electronics' core technical personnel joined the company after 2020. One of the technical personnel participated in Gotech Electronics' patent invention less than a year after leaving his previous employer.

2.1 It was planned to apply for the Science and Technology Innovation Board. This application intends to be listed on the main board of the Shanghai Stock Exchange. Two-thirds of the core technical personnel joined after 2020

According to the prospectus signed on November 8, 2023, Gotech Electronics applied for listing on the Shanghai Stock Exchange Main Board. From October 25, 2019 to November 9, 2020, Gotech Electronics was listed on the Jiangsu Equity Exchange Center.

It is worth mentioning that Gotech Electronics may have planned to apply for the Science and Technology Innovation Board.

According to public information released by Jiangsu Equity Exchange Center on November 9, 2020, Gotech Electronics will terminate its listing on November 9, 2020 due to its plan to transfer to the Science and Technology Innovation Board.

It should be pointed out that according to the prospectus signed on November 8, 2023, Gotech Electronics has a total of 3 core technical personnel, namely Wang Yifang, Yue Wei, and Qu Yiguo. Among them, Yue Wei and Qu Yiguo joined Gotech Electronics in July 2021 and January 2020 respectively.

It can be seen that two-thirds of Gotech Electronics' core technical personnel joined Gotech Electronics after 2020.

With this IPO, the time of entry of Gotech Electronics' core technical personnel is worthy of attention.

2.2 Core staff Yue Wei resigned from his old employer Shengyin Optoelectronics in June 2021 and joined Gotech Electronics the following month

According to the prospectus signed on November 8, 2023, from March 2020 to June 2021, Yue Wei served as a technical expert at Shengyin Optoelectronics (Kunshan) Co., Ltd. (hereinafter referred to as "Shengyin Optoelectronics"). Since July 2021, Yue Wei has served as a senior R&D manager at Gotech Electronics.

According to data from the National Intellectual Property Administration, the patent number of the utility model patent "A glare film and electronic equipment housing" is 2021202513233, the applicant is Shengyin Optoelectronics, the inventors are You Wei, Yue Wei, and Zhao Yunhua, the application time is January 29, 2021, and the authorization time is September 14, 2021. As of the query date of July 23, 2024, the above patent case is in the patent right maintenance status and there is no change record.

That is to say, Yue Wei, as an inventor, may have participated in the patent research and development of Shengyin Optoelectronics in January 2021. He resigned from Shengyin Optoelectronics in June of the same year and joined Gotech Electronics the following month.

It should be pointed out that Yue Wei may participate in the application of Gotech Electronics' patent in December 2021.

2.3 In December 2021, less than a year after Yue Wei left his former employer, Shengyin Optoelectronics, he participated in the research and development of Gotech Electronics’ invention patents

According to the prospectus signed on November 8, 2023, Singleton (Changzhou) Electronic Technology Co., Ltd. (hereinafter referred to as "Singleton Electronics") is a wholly-owned subsidiary of Gotech Electronics.

According to the data from the National Intellectual Property Administration, the application number of the invention patent "Acrylic Adhesive and Non-Foam Buffer Tape" is 2021115559282, the applicants are Gotech Electronics and Singleton Electronics, the inventors are Wang Yifang, Yue Wei, and Cao Youwen, and the application time is December 17, 2021. As of the query date of July 23, 2024, the case status of the above patent is in the rejection and other review requests.

The application number of the invention patent "Acrylic UV toughened composition, film and tape" is 2022102968562, the applicants are Gotech Electronics and Singleton Electronics, the inventors are Wang Yifang, Yue Wei and Cao Youwen, the application date is March 24, 2022, and the authorization date is February 13, 2024. As of the query date of July 23, 2024, the above patent is in the patent maintenance status.

It can be seen that less than a year after Yue Wei left his "old employer" Shengyin Optoelectronics, he participated in the patent research and development of Gotech Electronics.

According to Article 6 of the Patent Law, inventions and creations completed in the execution of the unit's tasks or mainly using the unit's material and technical conditions are work-related inventions and creations. The right to apply for a patent for a work-related invention and creation belongs to the unit, and after the application is approved, the unit is the patent owner.

According to Article 13 of the "Detailed Rules for the Implementation of the Patent Law (Revised in 2023)", duty-related inventions and creations completed in the performance of tasks for the unit refer to (a) inventions and creations made in the performance of tasks other than duty assigned by the unit; (b) inventions and creations made in the performance of tasks other than duty assigned by the unit; and (c) inventions and creations made within one year after retirement, transfer from the original unit, or termination of labor or personnel relations, and related to the original work undertaken by the employee in the original unit or the tasks assigned by the original unit.

The "unit" referred to in Article 6 of the Patent Law includes a temporary work unit; the "material and technical conditions of the unit" referred to in Article 6 of the Patent Law refers to the unit's funds, equipment, parts, raw materials or technical information and materials not disclosed to the public.

From the above situation, it can be seen that Gotech Electronics has a total of 3 core technical personnel, among whom Yue Wei and Qu Yiguo both joined the company after 2020. Since July 2021, Yue Wei has served as a senior R&D manager of Gotech Electronics. Previously, he participated in the patent invention of his former employer Shengyin Optoelectronics in January 2021. Yue Wei joined Gotech Electronics for less than a year, and in December of the same year, he participated in Gotech Electronics' patent application as one of the inventors.