The prolonged trademark dispute over the "Tong Ren Tang" brand may soon be resolved. According to the State Administration for Market Regulation's business concentration anti-monopoly system, Beijing Tong Ren Tang (Group) Co., Ltd. (hereinafter referred to as "Beijing Tong Ren Tang Group") has entered the acceptance stage for its acquisition of equity in Tianjin Tong Ren Tang Group Co., Ltd. (hereinafter referred to as "Tianjin Tong Ren Tang").
As disclosed in the simplified business concentration case filing, upon completion of the transaction, Beijing Tong Ren Tang Group will hold a 60% stake in Tianjin Tong Ren Tang, granting it sole control. Notably, the ultimate controlling parties of Tianjin Tong Ren Tang have shifted from the couple Zhang Yansen and Gao Guiqin to Beijing State-owned Capital Operation and Management Co., Ltd. and China Cinda Asset Management Co., Ltd.
Historically, the two "Tong Ren Tang" entities have been embroiled in trademark disputes. In 2021, when Tianjin Tong Ren Tang sought a ChiNext IPO, it faced a lawsuit from Beijing Tong Ren Tang Group, which demanded the cessation of the "Tong Ren Tang" trade name and sought RMB 50 million in damages. In December last year, Beijing Tong Ren Tang (600085.SH), a listed company, announced that its parent company, Beijing Tong Ren Tang Group, had completed the acquisition of a 60% stake in Tianjin Tong Ren Tang.
Financial reports show that as of the first half of this year, Beijing Tong Ren Tang's controlling shareholder is Beijing Tong Ren Tang Group (holding 52.45%), with the actual controller being the Beijing State-owned Assets Supervision and Administration Commission. Tianjin Tong Ren Tang, previously a privately-owned enterprise, had Zhang Yansen and Gao Guiqin as its ultimate controllers, according to its updated IPO prospectus in June 2023.
Before the acquisition by Beijing Tong Ren Tang Group, Tianjin Tong Ren Tang had no equity ties with Beijing Tong Ren Tang Group, though the two share deep historical roots. Their disputes over branding and trademarks have led to legal battles.
According to company websites and public records, Beijing Tong Ren Tang was founded in 1669 (during the reign of Emperor Kangxi of the Qing Dynasty) by Yue Xianyang in Beijing. Later, due to financial difficulties, Yue Pingquan, the then-head of Beijing Tong Ren Tang, sought external investment. Zhang Yitang, a son-in-law of the Yue family, joined as a shareholder and took charge of operations and pharmaceutical production. Eventually, Yue Pingquan reclaimed sole ownership, and Zhang Yitang redeemed his shares, establishing "Zhang's Old Pharmacy" in Tianjin, which later became Tianjin Tong Ren Tang in 1852.
Beijing Tong Ren Tang Group was established in 1992 and restructured into a wholly state-owned company in 2001. It operates in the production and sales of traditional Chinese medicine, with a comprehensive industrial chain covering cultivation, processing, R&D, production, logistics, wholesale, and retail. The group owns multiple listed companies, including Beijing Tong Ren Tang, Tong Ren Tang Technology (01666.HK), and Tong Ren Tang Guo Yao (03613.HK).
Tianjin Tong Ren Tang was founded in 1981 and incorporated in May 2002. Its origins trace back to Zhang's Old Pharmacy during the Qing Dynasty, which operated under various names, including Jingdu Tong Ren Tang Zhang's Old Pharmacy and Tianjin Tong Ren Tang Pharmaceutical Factory.
Tianjin Tong Ren Tang has made multiple attempts to list on the A-share market, all unsuccessful. It listed on the New Third Board in 2015 as "Jin Tong Ren Tang" but delisted in 2017. After withdrawing its application for a Shanghai IPO in 2020, it applied for a ChiNext listing in June 2021. However, Beijing Tong Ren Tang Group filed a lawsuit in August 2021, alleging trademark infringement and unfair competition. Tianjin Tong Ren Tang defended its rights, citing historical legitimacy. The lawsuit's outcome remains undisclosed, and Tianjin Tong Ren Tang withdrew its IPO application in September 2023.
On December 18 last year, Beijing Tong Ren Tang announced that its parent company had acquired a 60% stake in Tianjin Tong Ren Tang, pledging to resolve competition issues within five years. This signaled a potential end to the long-standing dispute. The latest filing with the State Administration for Market Regulation on November 5 confirms the transaction's progress.
Under the deal, Hangzhou Xinkang Management Consulting Partnership will transfer its 60% stake in Tianjin Tong Ren Tang to Beijing Tong Ren Tang Group, shifting ultimate control to Beijing State-owned Capital Operation and Management Co., Ltd. and China Cinda Asset Management Co., Ltd.
Despite sharing the "Tong Ren Tang" name and operating in traditional Chinese medicine, the product portfolios of Beijing Tong Ren Tang and Tianjin Tong Ren Tang show little overlap. Beijing Tong Ren Tang's flagship products, such as Angong Niuhuang Wan and Tong Ren Niuhuang Qingxin Wan, are not produced by Tianjin Tong Ren Tang, whose core offerings include Shenyan Kangfu Tablets, Xuefu Zhuyu Capsules, and Maiguan Fukang Tablets, targeting chronic kidney disease, vascular conditions, and blood stasis. These three products accounted for over 90% of Tianjin Tong Ren Tang's gross profit from 2020 to 2022.
While major product competition is minimal, both companies offer smaller-scale items like Niuhuang Jiedu Tablets and anti-inflammatory drugs. Beijing Tong Ren Tang has noted that Tianjin Tong Ren Tang's product lines and sales channels differ significantly from its own.
As of November 16, calls to Beijing Tong Ren Tang Group and Tianjin Tong Ren Tang for comments on the acquisition remained unanswered.
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