HKEX Censures Cloud Factory Technology Holdings and Four Directors for Prospectus Misstatements

Exchange’s Disciplinary Action against Cloud Factory Technology Holdings Limited (Stock Code: 2512) and Four Directors

Regulatory 14 Apr 2026 香港聯合交易所有限公司
(香港交易及結算所有限公司全資附屬公司)
THE STOCK EXCHANGE OF HONG KONG LIMITED
(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

The Stock Exchange of Hong Kong Limited

CENSURES:

1. Cloud Factory Technology Holdings Limited (Stock Code: 2512);
2. Mr Sun Tao, executive director, chairman and chief executive officer;
3. Mr Jiang Yanqiu, executive director;
4. Mr Ji Lijun, executive director; and
5. Mr Zhu Wentao, former executive director, AND FURTHER DIRECTS the Company to appoint a compliance adviser; and each of the above directors to attend training.

Our investigation found material discrepancies between the disclosures in the prospectus and the forecast memorandum prepared by the Company during its listing process and its then actual financial position.

In particular, the prospectus and the forecast memorandum failed to disclose that at that time, the Company had already planned or entered into bank loans and capital expenditure each of over RMB160 million. These transactions were material to the Company.

The above directors were aware of these transactions. In breach of their directors’ duties, they failed to inform the Company’s sponsor of the same or otherwise ensure the same to be properly reflected in the prospectus and the forecast memorandum.

| Key messages:

**The information in all documents submitted during a listing process, including a listing applicant’s prospectus and forecast memorandum, must be accurate and complete in all material respects and not misleading or deceptive.

The Exchange and public investors rely on such information to make proper and informed assessment of the business sustainability, activities, financial position, profitability, management and prospects of the listing applicant.

A listing applicant must therefore disclose all material information in its listing documentation. To determine what information is material may require a degree of judgment. The listing applicant and its directors shall consult its sponsor. They shall also take adequate steps to assist its sponsor so that the sponsor can perform independent due diligence and satisfy itself on the relevant disclosure in the listing documentation.** |

The Statement of Disciplinary Action is available on the HKEX website.

Ends

Updated 14 Apr 2026