Ask AI · SaisiSays IPO Stumbles for the Third Time: How Does Weak Internal Control Affect Its Listing?

By Zhang Jiayu

After six years of trying to list, twice changing the targeted board for going public, and once changing the sponsoring securities firm, the IPO journey of SaisiSays Biotech Co., Ltd. (hereinafter referred to as “SaisiSays”) can be described as full of setbacks.

In 2020, SaisiSays filed with the Shanghai Stock Exchange for the STAR Market. After going through two rounds of inquiries, it withdrew its IPO application at the end of the year. Two years later, SaisiSays regrouped and decided to pursue the main board of the Shenzhen Stock Exchange. Its prospectus was disclosed on the CSRC website in July 2022.

However, in 2023, SaisiSays was selected for an on-site inspection by the CSRC, which exposed weak internal control in its business promotion, as well as issues such as deficiencies in the acceptance of some promotion activities. In 2024, the Shenzhen Stock Exchange issued a warning letter to the company and intermediary institutions. In January 2025, SaisiSays withdrew its IPO application.

Now, SaisiSays is attempting its IPO for the third time. On March 24, 2026, SaisiSays disclosed its prospectus and once again moved to pursue listing on the STAR Market.

In sharp contrast to the company’s steadfast belief in getting listed is that SaisiSays’ revenue scale has not changed much. In 2025, revenue was 338 million yuan, still lower than the 357 million yuan in 2017.

More concerning is that this time SaisiSays plans to raise 635 million yuan, double the 305 million yuan it reported when filing in 2020. At the same time, the company has paid dividends for 9 consecutive years, accumulating approximately 543 million yuan, of which the vast majority flowed to the controlling shareholder’s personal account—Zou Fangming, the de facto controller, who holds 95.56%.

While it continues to pay out large dividends “to lock in profits,” and at the same time reaches out to the market for fundraising “for more money,” can SaisiSays finally achieve its dream on the A-share market this time?

From the STAR Market to the Main Board of the Shenzhen Exchange: Two Battles, Two Defeats—Why Has the IPO Road Been So Bumpy?

SaisiSays’ IPO journey began with its STAR Market filing in 2020. At that time, the company chose Haitong Securities as its sponsor. It planned to raise 305 million yuan, all of which would be invested in the Phase II project of its biologics and pharmaceutical manufacturing R&D base.

In December 2020, SaisiSays voluntarily withdrew its listing application, without specifying the exact reasons.

At the time, the outside world paid close attention to whether SaisiSays met the STAR Market’s qualifying profile. The R&D expense ratio was a key metric for measuring that “innovative” profile.

According to the prospectus, from 2017 to 2019, SaisiSays’ R&D expenses as a proportion of operating revenue were 5.46%, 5.76%, and 5.37%, respectively, while the comparable peers’ average figures were 9.55%, 8.71%, and 10.31%, respectively.

Because its R&D expense ratio was relatively low, SaisiSays explained that most peers were located in places such as Beijing, Shanghai, and Guangzhou, while the company is in Jinan, so the average compensation of its R&D personnel was relatively lower. In addition, within the company’s R&D expenses, depreciation expenses were relatively low.

After withdrawing its STAR Market IPO application, SaisiSays adjusted its strategy. It chose to change the listing board and shift to the main board of the Shenzhen Stock Exchange. Its prospectus was disclosed on the CSRC website in July 2022, and the sponsor remained Haitong Securities.

Compared with the STAR Market, the Shenzhen Stock Exchange’s main board has relatively looser requirements regarding the “innovative” profile. Regulatory review focuses more on the stability of profitability, financial compliance, the effectiveness of corporate governance, and the quality of information disclosure.

However, during SaisiSays’ switch to the main board, it precisely stumbled over financial compliance.

According to a regulatory letter issued by the Shenzhen Stock Exchange in September 2024, the CSRC’s on-site inspection found that SaisiSays had multiple violations, including weak internal control related to business promotion, and issues such as deficiencies in the acceptance of certain promotion activities.

From 2020 to 2022, SaisiSays cumulatively generated more than 500 million yuan in business promotion fees, with the proportion to operating revenue reaching as high as 46.72% in some periods. But the company did not conduct substantive reviews of whether its CSO service providers (outsourced sales service providers) met entry requirements, and it conducted too few supervision and random checks on promotion activities by CSO service providers.

Regulators also found that some project acceptance forms in SaisiSays’ records showed material lists that did not match the attached materials; for some projects, acceptance was passed even though no invoices had been received; and acceptance materials generally contained anomalies such as not recording the specific locations of meetings or exhibitions.

In January 2025, SaisiSays withdrew its IPO application again. The market broadly believes that the Shenzhen Stock Exchange’s regulatory warning letter and the internal control loopholes it revealed were the key reasons for SaisiSays’ second IPO failure.

After two withdrawals, SaisiSays did not give up. It changed its sponsoring securities firm—from Haitong Securities to Everbright Securities—and on March 24, 2026, disclosed its prospectus again, restarting the effort to list on the STAR Market.

The most eye-catching change in this prospectus is the cliff-like drop in selling expenses.

Data show that in 2021, SaisiSays’ selling expenses were 214 million yuan. In 2022 and 2023, they fell to 184 million yuan and 116 million yuan, respectively. From 2024 to 2025, the figures dropped sharply to 32 million yuan and 43 million yuan. The selling expense ratio also fell from 49.02% in 2021 to 12.60% in 2025.

The significant decline in the selling expense ratio is mainly driven by the steep reduction in business promotion fees, which accounted for the largest share of selling expenses. In response, SaisiSays explained that starting from the second half of 2023, the company strengthened its dealer model layout, with dealers taking on part of market promotion functions themselves; therefore, the company’s own promotion fee investment correspondingly decreased.

But this explanation is hard to fully dispel market concerns: does the cliff-like drop in promotion fees reflect the tangible results of implementing regulatory requirements and improving the internal control system, or is it a stage adjustment to the sales model and expense structure made to align with regulatory review preferences? This remains subject to verification by regulators.

Revenue Not As High As 8 Years Ago, Dividends of 543 Million Over 9 Years, and Planned Fundraising Amount Doubles

It is worth noting that after the adjustment of its sales system, SaisiSays’ revenue contribution from distributer sales surged from 57.83% in 2023 to 90.82% in 2025. Affected by the sales system adjustment and other factors, the 2025 selling prices of the company’s four major products—Xinao Ning, Xueluo Ning, Saibi Tou, and Shunshi—fell across the board compared with 2023.

Among them, the unit price of Xinao Ning dropped from 1,866.99 yuan per unit in 2023 to 1,337.59 yuan per unit in 2025, while the selling price of Xueluo Ning fell from 1,005.56 yuan per unit to 509.85 yuan per unit. With the main products being discounted, does it also imply that product competitiveness weakened and pricing power declined? This may be a focus of regulators.

Notably, from 2023 to 2025, the company’s four major products contributed more than 90% of its operating revenue from its principal business. In 2025, Xinao Ning was the largest source of revenue; its sales revenue as a proportion of operating revenue from its principal business was 43.01%.

The price cuts of the main products affected performance.

From 2023 to 2025, SaisiSays’ revenue was 379 million yuan, 331 million yuan, and 338 million yuan. Because the selling expense ratio declined significantly, the company’s net profit attributable to shareholders recorded a slight increase, at 153 million yuan, 161 million yuan, and 169 million yuan, respectively.

Looking back at historical data, from 2017 to 2019, SaisiSays’ revenue remained above 350 million yuan, with 2017 revenue at 357 million yuan. That is to say, the company’s 2025 revenue is not as high as its 2017 figure.

Against a backdrop of stalled revenue growth, SaisiSays has continued to distribute cash dividends to the de facto controller. The prospectus shows that since 2017, SaisiSays has implemented cash dividend payments for 9 consecutive years, with cumulative cash dividends of approximately 543 million yuan, accounting for nearly half of the company’s net profit attributable to shareholders in the same period.

Worth noting is that before this IPO issuance, the de facto controller, Zou Fangming, directly and indirectly controls 95.56% of the company’s equity. This means that the vast majority of dividend funds ultimately flow into his personal account, forming a typical “dividend from hand, fundraising from hand” model.

SaisiSays’ continued dividend payments do have financial backing. The prospectus shows that by the end of 2025, the company’s total assets were 975 million yuan, while liabilities were only 72.89 million yuan. Its asset-liability ratio was 7.47%. The company had no bank borrowings or other interest-bearing liabilities, and its total monetary funds and trading financial assets exceeded 260 million yuan.

In the prospectus, SaisiSays also clearly states that its “cash flow from operating activities is good, and monetary funds are relatively abundant.”

With the company saying it is “not short of money,” SaisiSays is distributing large dividends to its de facto controller on the one hand, while still insisting on raising funds from the capital markets on the other. The necessity and rationality of this have attracted attention from the market.

After three rounds of IPO filings, SaisiSays’ planned fundraising amount has increased step by step—from 305 million yuan when it first filed for the STAR Market in 2020, to 635 million yuan when it returned to pursue the STAR Market again, doubling the planned amount.

According to the latest prospectus, of SaisiSays’ planned fundraising of 635 million yuan, 200 million yuan will be used for the medical device industrialization upgrade project, 120 million yuan for the construction of an integrated production line for innovative medical devices, and 315 million yuan for the new product R&D project.

It is worth noting that in this STAR Market filing, SaisiSays emphasized that all its data and indicators have fully met the STAR Market listing and filing requirements.

Now that SaisiSays stands at the threshold of its third attempt to pursue the A-share market, what the market expects is no longer just a company that “can get listed,” but a hard-technology enterprise that truly has sustainable innovation capabilities, standardized governance structure, and a clear business logic.

Can SaisiSays, restarting its journey this time, win recognition from regulators and the market and achieve its dream in the capital market? We will continue to pay close attention.