Zeroth AI Technology Co., Ltd. (referred to as "Zeroth AI" or "the Company") submitted an application for a main board listing on the Hong Kong Stock Exchange on February 10, 2026, with China Minsheng Banking Corp., Ltd. acting as the sole sponsor.
As an AI agent company, Zeroth AI's website, disclosed in its prospectus, is inaccessible, displaying a notice indicating it has "not completed filing." Furthermore, the name of Qiao Qian, the Company's Chairman, Executive Director, and CEO, remains listed on the official website of the online lending platform Fenqi Le, where he is indicated as the current Chief Financial Officer and a supervisor of "Fenqi Le Microfinance." This information significantly contradicts the disclosures in the prospectus. Fenqi Le has been repeatedly associated with various controversies, including "inducing installment consumption," "usury," and "violent debt collection." Despite this, the company has shown no signs of curbing these practices. The platform has accumulated over 147,700 complaints on the Hei Mao投诉 platform, ranking highest among numerous online lending platforms.
Even more perplexing is that two invention patents listed in Zeroth AI's prospectus are legally held by Hangzhou Hikvision Digital Technology Co.,Ltd., not by the Company itself. This constitutes an extremely serious act of misrepresentation and potentially violates information disclosure regulations.
**Website Inaccessible Due to Lack of Filing; WeChat Official Account Registered Less Than Six Months Ago**
Established in August 2020, Zeroth AI is an innovative enterprise powered by its self-developed BlackZero hybrid intelligent agent cluster technology. The Company focuses on providing end-to-end intelligent solutions for business scenarios such as legal services, branding, office operations, valuation, and investment advisory through an AaaS model, aiming to reshape enterprise production relationships with its agent ecosystem.
Zeroth AI's self-developed BlackZero employs a layered architecture: the bottom layer flexibly integrates mainstream large language models; the middle layer deploys self-developed industry-specific small models, knowledge bases, and toolkits; the top layer is an intelligent scheduling system that can register human employees as special "agents" within the system, enabling efficient collaboration between AI and human experts at critical junctures.
Although Zeroth AI disclosed its official website address, www.zerothai.com, in the prospectus, the page is currently inaccessible, displaying a message that the "website is temporarily unavailable" due to "incomplete filing." Further investigation reveals that the Company primarily relies on its WeChat Official Account, "第零智能" (Zeroth AI), to release information externally, which is quite unusual among AI agent companies.
Additionally, the Zeroth AI WeChat Official Account was registered on September 25, 2025, and has been operational for only about five months. The account's verified entity is "Shenzhen Zeroth AI Technology Co., Ltd.," which was the company's name before its restructuring into a joint-stock company.
Online platform interaction is a crucial aspect of investor relations management for listed or listing companies. A corporate website serves as a primary public channel for investors to obtain operational information. The Hong Kong Stock Exchange explicitly requires listed companies to establish and maintain a compliant investor relations website for the centralized disclosure of announcements, financial reports, corporate governance, and ESG information. This website is not only a vital access point for investors but also a key compliance infrastructure monitored by regulators.
According to Listing Rule 2.07C(6), each issuer must maintain its own website to post announcements, notices, or other documents required to be published on the Exchange's website. Rule 12.11 stipulates that a new applicant must publish its listing document electronically on both the Exchange's website and its own website.
The inaccessibility of the Company's website implies it cannot fulfill these mandatory requirements. Regardless of the specific technical reason for the website's inaccessibility (e.g., incomplete ICP filing, server failure, expired domain), ensuring the website functions effectively to meet disclosure obligations is a fundamental responsibility of a listing company.
The fact that Zeroth AI's official website is inaccessible due to an incomplete filing likely violates Listing Rules regarding the requirement for a functioning website to publish company communications. This raises questions about whether the sole sponsor, China Minsheng Banking Corp., Ltd., has adequately performed its due diligence responsibilities.
**Controlling Stakeholder Involved in Online Lending Business; Contradictions Between Prospectus and Public Information**
Prior to the IPO, Qiao Qian, Chairman, Executive Director, and CEO of Zeroth AI, directly and indirectly holds 55.7% of the Company's shares, making him the controlling shareholder and actual controller. He Teng, Vice President of Risk Management at Yeahmobi, is the second-largest shareholder, holding a 15.3% stake.
Notably, Qiao Qian is not the founder of Zeroth AI. In October 2022, Wu Hao transferred 80% of the company's shares to Shenzhen Qiangxin Management for 4.17 million RMB. These shares were held in trust by Zhou Ruixiang on behalf of Qiao Qian. In April of the following year, the trust arrangement was terminated. Simultaneously, Qiao Qian and He Teng entered into a trust arrangement, whereby Shenzhen Qiangxin Management held 16.7% of the company's shares on behalf of He Teng until the arrangement was terminated in September 2025.
A key question arises: where did the shares held in trust by Shenzhen Qiangxin Management for He Teng originate? Before this, Zeroth AI had only two shareholders: Shenzhen Qiangxin Management and Ziyi Yunshang, holding 80% and 20% respectively. The executive partner of Ziyi Yunshang is Ziyi Yunshang (Shenzhen) Management Consulting Co., Ltd., wholly owned by Zhang Chunxin. Tianyancha data indicates that He Teng is not a limited partner of Ziyi Yunshang nor does he indirectly hold any limited partnership interest in it.
Does this suggest an undisclosed shareholding agreement exists? Is the ownership structure of Zeroth AI clear?
The prospectus indicates that in September 2025, Shenzhen Qiangxin Management transferred a 16.7% stake in the company to He Teng, but the transaction consideration was not disclosed. Previously, to terminate the trust arrangement with Zhou Ruixiang, Qiao Qian paid a nominal consideration of 1 RMB.
Therefore, there is reasonable suspicion that after He Teng acquired the company shares from Shenzhen Qiangxin Management, he entrusted them back to act as a trustee for holding the shares. If true, this circular "round-tripping" arrangement lacks commercial rationale and its purpose might be to conceal the true identity of the shareholders.
Furthermore, in March 2025, Qiao Qian, He Teng, Zhang Chunxin, and five others jointly established Beijing Zishang Technology Co., Ltd. However, this company is not an investment holding platform, has no record of external investments, and is suspected to be a shell company, lacking registered phone numbers, email addresses, and sharing a registered address with 66 other companies.
Zeroth AI's prospectus claims that He Teng is merely a personal investor and does not participate in the company's operations. Why, then, would he establish Beijing Zishang Technology Co., Ltd. with Qiao Qian and Zhang Chunxin? Does an undisclosed connected relationship or利益安排 exist among the three?
According to Zeroth AI's prospectus, Qiao Qian previously served as Director and Chief Financial Officer at Shenzhen Lexin Software Technology Co., Ltd. from "March 2014 to December 2022." However, Qiao Qian's name remains listed on the official website of Fenqi Le, an online lending platform under Lexin Software, indicating his current positions as Chief Financial Officer and Supervisor of "Fenqi Le Microfinance." Additionally, Qiao Qian has been involved in other financial businesses like commercial factoring and financial leasing, most of which have been deregistered.
Apart from Qiao Qian, Chen Shuyuan, the Legal Representative, Executive Director, and Vice President of Zeroth AI, also held a senior position at Fenqi Le. From May 2014 to December 2022, Chen served as Senior Director of the Asset Management Department at Fenqi Le, a tenure highly coinciding with Qiao Qian's, suggesting a close relationship. This means two out of the company's four executive directors are involved in the online lending business.
In May 2024, China Business News published an exclusive report titled "They Are 'Trapped' in Fenqi Le," exposing the platform's alleged practices of inducing installment consumption or making irregular loans to some high school and university students. Later that year, Shandong media again reported on Fenqi Le's tactics of enticing consumers into high-interest loans, drawing significant attention. The platform has been consistently associated with various malpractices, yet the company appears unresponsive. Hei Mao投诉 shows over 3,400 complaints in the past 30 days and a cumulative total exceeding 147,700 complaints, topping the list among online lending platforms.
A series of questions follow: As Chief Financial Officer of Fenqi Le, was Qiao Qian aware of these platform issues, and does he still hold his position there? Zeroth AI's prospectus claims he has left his post; does this constitute a potentially misleading statement?
**Prospectus Allegedly Misappropriates Hikvision Patents**
Regarding its core business, Zeroth AI is one of the few AI agent companies reporting profitability. For 2023, 2024, and the first three quarters of 2025, the Company achieved revenues of 86 million RMB, 169 million RMB, and 185 million RMB, respectively, with net profits of 21.26 million RMB, 31.641 million RMB, and 40.413 million RMB.
Behind the growth in revenue and profit, Zeroth AI's period expense ratio is abnormally low, especially its R&D expense ratio, which is significantly lower than comparable peers, raising doubts about its technological substance. During the reporting periods, the Company's period expense ratios were 15.95%, 13.87%, and 16.16%, respectively. Specifically, R&D expenses amounted to only several million RMB each period, with R&D expense ratios in the single digits: 5.91%, 5.33%, and 8.35%. In contrast, during the same periods, Zhipu AI's R&D expense ratios were 424.7%, 702.7%, and 835.4%, and MiniMax's were 2023.2%, 619.1%, and 337.4%, respectively.
According to the prospectus, as of now, Zeroth AI possesses only three patents, with patent numbers CN112613594B, CN112183513B, and CN308085049S.
Astonishingly, verification through the China National Intellectual Property Administration's patent search system reveals that the applicants for patents numbered "CN112613594B" and "CN112183513B" are Hangzhou Hikvision System Technology Co., Ltd., a wholly-owned subsidiary of the A-share listed company Hangzhou Hikvision Digital Technology Co.,Ltd.
This means that the legal holder of the two invention patents listed in Zeroth AI's prospectus is Hikvision, not the Company itself. This represents an extremely serious act of misrepresentation and likely violates information disclosure regulations.
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