Concealing Control Change Agreement, Actual Controller and Shareholders Fined Tens of Millions of Yuan! XingyunTech Responds

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On March 18, Xingyun Technology opened sharply lower, dropping over 6% at one point during the session. However, it then rebounded and traded higher. As of 11:11 a.m., the stock price was 10.68 yuan per share, up 2.69% for the day.

According to news, Xingyun Technology announced on the evening of March 17 that shareholders Xiao Siqing and the actual controller and major shareholder Wang Wei were fined 3.5 million yuan each for failing to disclose other significant information as required. The actual controller’s concerted action partner, Shenzhen Tianxingyun Supply Chain Co., Ltd. (hereinafter “Tianxingyun”), was fined 3 million yuan. The total penalties amounted to 10 million yuan.

Specifically, these violations trace back to the restructuring period of Youkeshu Technology Co., Ltd. (hereinafter “Youkeshu,” now renamed “Xingyun Technology”). On September 30, 2024, the court approved the restructuring application; on November 14, the company announced Tianxingyun as the restructuring industry investor; and on December 23, the court approved the completion of the restructuring plan.

However, during the restructuring, Xiao Siqing (then the controlling shareholder and actual controller), Wang Wei (then the actual controller of Tianxingyun and now the company’s controlling shareholder), and Tianxingyun signed relevant agreements and commitments. If fulfilled, these documents would directly cause significant changes to the company’s equity structure and materially impact the restructuring process. Yet, until March 11, 2025, when the court completed the share transfer through judicial deduction and Wang Wei became the company’s controlling shareholder, these agreements and commitments had not been publicly disclosed.

The Hunan Securities Regulatory Bureau determined that Xiao Siqing, Tianxingyun, and Wang Wei are all statutory information disclosure obligors but failed to fulfill their disclosure obligations, violating relevant provisions of the Securities Law of the People’s Republic of China, constituting illegal information disclosure behavior.

Regarding the penalties, a reporter from 21 Finance Express contacted Xingyun Technology as an investor. A staff member stated that the penalties mainly targeted shareholders. The company’s control remains relatively stable. Since the 2025 election overhaul, the new board and management team have made significant improvements in professionalism and corporate governance, unlike the previous, more “rough” approach. The company has completed internal control system updates, replacing the outdated system that had not been updated for a long time, and is continuously optimizing corporate governance and information disclosure mechanisms.

Public information shows that Xingyun Technology’s predecessor, “Youkeshu,” was a well-known enterprise in the cross-border e-commerce export field. It was listed in April 2011, mainly engaged in home building materials, electronic products, and other areas. However, from 2020 to 2023, the company accumulated losses of nearly 4.4 billion yuan, falling into operational difficulties. In September 2024, the Changsha Intermediate Court approved the company’s restructuring application, and in December, it approved the restructuring plan and terminated the restructuring process, with the process moving quickly.

But restructuring did not immediately stabilize corporate governance. Since the company “removed the hat” in May 2025, internal conflicts between the former actual controller Xiao Siqing and the new management team have continued to escalate, even leading to the failure to release the quarterly financial report on time in the third quarter of 2025.

In May 2025, Wang Wei and his concerted actors proposed to hold an extraordinary shareholders’ meeting to re-elect the board, but the sixth board of directors controlled by Xiao Siqing rejected the proposal. In August of the same year, the sixth board again rejected the proposal with 4 votes against and 3 votes in favor, citing that Wang Wei and his concerted actors had not fulfilled their disclosure obligations regarding share freezing and other major matters.

It was not until October 2025 that the seventh board of directors was officially formed, and the new management team took full control of the company. In November 2025, the court accepted Xiao Siqing’s lawsuit to annul the resolution of the temporary shareholders’ meeting, but on December 23, the court dismissed his claim, ruling that the election of the seventh board of directors’ independent and non-independent directors was lawful and valid.

According to Xingyun Technology’s previous earnings forecast, the company expects a net loss attributable to shareholders of listed companies between 70 million and 90 million yuan in 2025, compared to a profit of 56.76 million yuan in the same period last year.

Regarding the reasons for the loss, the staff explained that it was mainly caused by operational disruptions due to control struggles. The relevant issues have now been resolved, and the company is rapidly returning to normal operations. However, whether the company can turn a profit in 2026 remains uncertain at this time.

(Disclaimer: The content of this article is for reference only and does not constitute investment advice. Investors operate at their own risk.)