Recently, Shanghai Fuiou Payment Service Co., Ltd. (hereinafter referred to as "Fuiou Payment") submitted its listing application to the Hong Kong Stock Exchange for the fourth time.
As a veteran payment institution, Fuiou Payment enjoys high recognition within the industry. However, since its initial attempt to list on the A-share market in 2015, Fuiou Payment's journey to going public has spanned a decade, yet it finds itself starting early but arriving late. Over these ten years, Fuiou Payment made three unsuccessful attempts to list on the A-share market before shifting its focus to Hong Kong, where it submitted listing applications in April 2024, November 2024, and May 2025, all of which lapsed. While peers such as Lakala, Leshua, and Lianlian Pay have successively gone public, Fuiou Payment, whose reputation is no less significant, has consistently fallen just short of achieving its own listing.
Behind this situation lies a host of common challenges faced by Fuiou Payment and other small-to-medium-sized payment companies in a fiercely competitive payments landscape: heavy reliance on acquiring business with sluggish growth; high liability ratios coupled with persistent large-scale dividend payouts; and providing payment channels for installment malls and lending platforms, which subjects them to regulatory pressures.
Fuiou Payment was established in 2011 and obtained the "Payment Business License" issued by the central bank in the same year. It holds five types of licenses covering prepaid cards, internet payment, bank card acquiring, fund payment, and cross-border payment, making it one of the few third-party payment institutions in the industry with a comprehensive license portfolio. Additionally, Fuiou Payment holds payment licenses in Hong Kong and the United States, enabling its business to cover diverse scenarios.
Currently, Fuiou Payment's payment business types include stored value account operation, stored value account operation (Fujian Province, Jiangsu Province, Shanghai, Zhejiang Province), and payment transaction processing (covering areas except Henan, Zhejiang, Fujian, Tianjin, Jiangxi, Jilin, and Hunan provinces, with operations permitted in Ningbo City).
According to a Frost & Sullivan report cited in the prospectus, based on Total Payment Volume (TPV) in 2024, Fuiou Payment ranked eighth among comprehensive digital payment service providers in China, holding a market share of 0.8%. As an independent comprehensive digital payment service provider, Fuiou Payment ranked fourth in China by TPV in 2024, with a market share of 4.5%.
From a performance perspective, the company's revenue grew from 1.142 billion yuan in 2022 to 1.634 billion yuan in 2024, appearing stable on the surface, but the growth rate slowed significantly. It recorded a year-on-year growth of 31.87% in 2023, which plummeted to 8.50% in 2024. Revenue for the first ten months of 2025 was 1.307 billion yuan, representing a decline of 2.9% compared to the same period last year.
Concurrently, Fuiou Payment's net profit performance has been more volatile. Net profit was 71 million yuan in 2022, rose to 93 million yuan in 2023, but fell back to 84 million yuan in 2024, a decrease of 9.68% year-on-year. For the first ten months of 2025, Fuiou Payment's net profit reached 109 million yuan, surging by 73.02%, though the sustainability of this performance remains to be seen. Simultaneously, from 2022 to the first ten months of 2025, Fuiou Payment's gross profit margins were 28.4%, 25.2%, 25.9%, and 25.8% respectively, showing a continuous downward trend. Fuiou Payment primarily attributes this to its domestic payment services segment, where increased transaction volumes led to higher commissions for acquiring services, and its cross-border digital payment services business, where market competition resulted in decreased service fees and increased commissions. The combination of these factors has led to a continuous decline in the gross profit margin level.
According to the prospectus, Fuiou Payment's core business encompasses two main segments: comprehensive digital payment services and digital commercial solutions.
Within these, the revenue from merchant acquiring services under the comprehensive digital payment services segment constitutes the bulk of Fuiou Payment's income. During the reporting periods, it contributed revenues of 932 million yuan, 1.29 billion yuan, 1.342 billion yuan, and 1.096 billion yuan respectively, with acquiring service revenue accounting for a high proportion of total revenue at 81.6%, 85.7%, 82.1%, and 83.9%.
In an effort to break its dependence on acquiring business, Fuiou Payment has vigorously promoted its digital commercial solutions in recent years, attempting to develop a second growth curve through value-added services like ERP and intelligent marketing. However, as of 2025, this segment's contribution to total revenue was merely 7.9%, failing to form an effective hedge yet.
Industry experts indicate that against the backdrop of intensified homogenized competition in the payment industry and continued pressure on the gross margins of traditional acquiring business, this lack of business diversification could place Fuiou Payment in a disadvantageous position during the Hong Kong Stock Exchange's review. The market may question the sustainability of its profit model and future growth potential, thereby impacting its valuation logic and listing prospects.
Despite repeated setbacks in the capital markets and slowing business growth, Fuiou Payment has continued its dividend distributions without pause.
The prospectus shows that between 2022 and the end of October 2025, Fuiou Payment conducted four dividend distributions amounting to 25 million yuan, 120 million yuan, 40 million yuan, and 40 million yuan respectively. Furthermore, even earlier in 2021, it distributed a dividend of 140 million yuan. In total, over five years, Fuiou Payment has cumulatively paid out dividends of 365 million yuan, all distributed in cash.
Concurrently, as of the end of October 2025, the company's cash and cash equivalents on its books were only 317 million yuan. Meanwhile, total assets stood at 5.338 billion yuan, while total liabilities amounted to 4.64 billion yuan, resulting in a liability ratio as high as 86.88%. This indicates that the company's operations are highly dependent on external borrowing, with significant financial leverage and considerable debt pressure. Persisting with large-scale dividend payouts under these circumstances inevitably raises market suspicions about its motives.
Wang Pengbo, a senior analyst at Bocon Consulting, stated in an interview that currently, there are no explicit restrictive regulations from the regulatory side regarding dividend distributions by companies during the H-share application stage. Company dividends are financial decisions based on their own operating profits and shareholder return requirements and do not cross regulatory red lines.
However, he emphasized that during the IPO review stage, frequent dividend distributions might still lead the Hong Kong Stock Exchange to inquire about the alignment between the company's capital plans and the intended use of subsequent raised funds. The company needs to provide a reasonable and detailed explanation for this, which to some extent increases the workload of responding to review inquiries. Furthermore, if subsequent cash flow planning is not well-coordinated with the dividend distribution pace, it could also draw market attention to the company's cash flow reserves for daily operations.
From the perspective of Fuiou Payment's equity structure, the claimed absence of an actual controller might pose potential risks. The controlling shareholder, Fuiou Group, holds a 61% stake, Fuiou Hao controlled by Chen Jian holds 3.66%, and Chen Jian's spouse, Cai Meizhen, holds 2.33%. However, as early as June 7, 2024, the China Securities Regulatory Commission issued a request for supplementary materials for overseas listing filings (covering May 31, 2024, to June 6, 2024), which required Fuiou Payment to supplementarily explain the basis and rationale for the company having no actual controller, among other things.
Wang Pengbo indicated that the Hong Kong Stock Exchange has always focused on the clarity of control of listing applicants. The status of having no actual controller could still become a routine point of inquiry during the review process. The company needs to provide a detailed explanation for this situation, which would somewhat increase the communication costs of the IPO review and might also lead the capital market to adopt a temporary wait-and-see attitude regarding the stability of the company's long-term strategy.
As a well-known veteran payment institution, Fuiou Payment has accumulated reputation and scale in the market, but its business carries significant compliance risks.
The prospectus reveals that since 2021 to the latest practicable date, Fuiou Payment's payment services have been subject to four administrative penalties for non-compliance with relevant laws and regulations, totaling approximately 6.9 million yuan.
Among these, in November 2023, Fuiou Payment was fined 4.55 million yuan by the Shanghai Branch of the People's Bank of China for three violations, including failing to perform customer identification obligations as required, conducting transactions with clients of unidentified identity, and opening anonymous or pseudonymous accounts for clients. The then chairman, Zhang Mouqun, was fined 85,000 yuan.
Beyond this, during the early years of internet finance, like many third-party payment companies, Fuiou Payment engaged in fund custody and payment channel businesses with numerous P2P companies, which once hindered its listing progress, and the residual risks from that period persist.
Wang Pengbo mentioned that Fuiou Payment's early attempts to list on the A-share market were affected by external factors such as the internet finance rectification and P2P platform collapses, with three辅导 terminations disrupting the listing timeline.
According to the prospectus, since 2021 and up to the latest practicable date, Fuiou Payment has been involved in 47 P2P-related lawsuits due to disputes between plaintiffs and P2P platforms. The company stated that as of the latest practicable date, 43 of these 47 lawsuits have been fully resolved, with all court rulings ultimately favorable to the company, and the group bears no liability for compensation. A case involving the largest monetary risk, totaling 124 million yuan (including the plaintiffs' loan principal and interest), is still pending judgment.
In the current environment where the "Regulations on the Supervision and Management of Non-bank Payment Institutions" have taken effect and financial consumer protection is increasingly emphasized, customer complaints represent another significant challenge for Fuiou Payment.
On the Hei Mao投诉 platform alone, the number of complaints against Fuiou Payment has reached 1,739, involving numerous cases of unauthorized deductions, including违规扣费 related to several installment malls.
Among these, one user complained that Fuiou Payment deducted 1,197 yuan under the name "Fuiou Payment - Xin Yue Hui".
"Xin Yue Hui" is a relatively well-known installment mall platform, with its own cumulative complaints nearing 1,700. Although operating under the guise of a mall, its actual business involves lead generation for loans, making it a recent focus of regulatory attention.
Furthermore, Fuiou Payment also provides deduction services for another知名 installment mall—"Ai Yong Shang Cheng", with users complaining about being induced to pay a membership fee of 329.61 yuan.
Based on complaint posts, it can also be found that Fuiou Payment provides deduction services for installment malls like Tao Le Rong, as well as high-interest loan platforms such as Yi Kou Dai, Sui Ni Hua, Hua Hua Ka, and Hao Hui Rong.
According to reports from various media outlets, regulators have recently required payment institutions to conduct self-inspections, focusing primarily on lending products with interest rates above 24%, installment malls, and factoring businesses. Prior to this, several payment institutions had already suspended merchant channel services and access for installment malls and similar businesses.
Now, faced with tightening regulations and a fiercely competitive industry, will Fuiou Payment's current IPO attempt finally succeed? Only time will tell.
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