Who controls Midea Group and how its shareholding has changed

analysisMidea's 2025 annual report names He Xiangjian as the company's actual controller and Midea Holding Co., Ltd. as its controlling shareholder, a legal person controlled by a natural person, and gives He Xiangjian's principal occupation as chairman of Midea Holding. Its ownership and control chart shows He Xiangjian holding 94.55% of Midea Holding, Midea Holding holding 28.55% of Midea Group and He Xiangjian holding 0.42% of Midea Group directly, and the report states that the actual controller does not control the company through a trust or other asset-management arrangement. Neither the controlling shareholder nor the actual controller changed during 2025, and Midea's 2026 interim report records no change of either in the first half of 2026. ^{1 2}

analysisEarlier filings show the same chain. The ownership and control chart in Midea's 2020 annual report shows He Xiangjian, the actual controller, holding 94.55% of Midea Holding, which held 30.86% of Midea Group. The H-share prospectus published in September 2024 states that, as of its latest practicable date, Midea Holding held about 31.0% of Midea Group and was itself held as to 94.5% by He Xiangjian, the founder, who also held a direct interest of about 0.5%, giving him an interest of about 31.5%; its share table lists 2,169,178,713 A shares for Midea Holding and 31,909,643 A shares for He Xiangjian. Immediately after the global offering, assuming no exercise of the offer size adjustment and over-allotment options, Midea Holding would hold about 29.0% and He Xiangjian about 29.4% directly and indirectly, and the prospectus describes the two as the company's 'Largest Group of Shareholders'. ^{3 4 5}

analysisMidea Holding itself has two shareholders. The prospectus states that He Xiangjian is its controlling shareholder and ultimate beneficial owner, that the remaining 5.5% is held by Lu Deyan, daughter-in-law of He Xiangjian, and that Lu Deyan and He Xiangjian are not parties acting in concert in respect of their interests in Midea Holding. The summary of the draft merger report signed on 28 March 2013 gives the split in capital terms, He Xiangjian RMB 312 million (94.55%) and Lu Deyan RMB 18 million (5.45%), and also describes her as his daughter-in-law. A commercial company-data service, in a listing updated on 13 September 2026, shows the same two natural-person shareholders: He Xiangjian, marked as largest shareholder, actual controller and ultimate beneficiary, with 94.5455% and paid-in capital of RMB 312 million, and Lu Deyan with 5.4545% and RMB 18 million, both with subscription and payment dates of 15 May 2010; it gives 28 March 2004 as He Xiangjian's first shareholding date. The service masks the registered shareholding fields; the percentages it shows equal the paid-in amounts over the registered capital of RMB 330 million and agree with the 94.55% and 5.45% in the filings, while the first-shareholding date is the service's own field and appears in no filing in the record. ^{5 6 7}

analysisMidea Group's LEI record at GLEIF (LEI 3003003TRPHLHZD2IF61, last updated on 20 January 2026) names no direct or ultimate parent; both relationship fields point to a parent reporting exception. The retained record does not include the reason for the exception, and a GLEIF reporting exception concerns accounting consolidation, not ownership or control. The complete list of directors' interests in Midea Group's H shares (stock code 00300) in the disclosure-of-interests system of Hong Kong Exchanges and Clearing (HKEX), as displayed for 3 April 2025, contained no records. The list covers notices by directors in respect of the H shares only: directors' A-share holdings, such as Fang Hongbo's, are disclosed in the company's reports, and the list says nothing about substantial shareholders' notices. ^{8 9}

analysisMidea's 2025 annual report identifies its controlling shareholder as Midea Holding Co., Ltd., established on 5 August 2002, unified social credit code 914406067429989733, with He Xiangjian as legal representative. Its business scope covers investment in manufacturing and commerce, domestic trade and supply of materials, computer software and hardware development, industrial product design, information-technology and investment consulting, installation, repair and after-sales service of home appliances, real-estate agency and transport agency services. The 2013 merger report summary gives the same date of establishment, a registered and paid-in capital of RMB 330 million each, and the former names Foshan Tiantuo Investment Co., Ltd., Foshan Shunde District Tiantuo Investment Co., Ltd. and Foshan Shunde District Midea Investment Holding Co., Ltd. A commercial company-data service, in a listing updated on 13 September 2026, shows Midea Holding as an operating limited liability company invested or controlled by natural persons, with the same capital and credit code, business registration number 440681000220923 and organisation code 74299897-3, and lists the former names Foshan Shunde District Midea Investment Holding Co., Ltd., Foshan Shunde District Tiantuo Investment Co., Ltd. and Shunde Tiantuo Investment Co., Ltd., which differ from the 2013 summary in the first Tiantuo name. The service dates the establishment to 4 August 2002, one day earlier than the 5 August 2002 given in the 2013 merger report summary, the 2024 prospectus and the 2025 annual report; the filings' date is the one used in this dossier. ^{1 2 3}

analysisThe September 2024 prospectus describes Midea Holding, 94.5% held by He Xiangjian, as an investment holding company incorporated under PRC law on 5 August 2002. It states that, apart from Midea Group, Midea Holding and He Xiangjian also control companies engaged in investment management, property management, hotel management, hospital management, healthcare management services and arts and cultural business, and that neither of them holds an interest in a business competing with the group that would require disclosure under Rule 8.10 of the Listing Rules. Midea's 2025 annual report states that, apart from its direct control of Midea Group, Midea Holding did not directly control or hold shares in any other listed company in China or abroad, and that the controlling shareholder did not change during 2025. A commercial company-data listing names He Xiangjian as executive director and legal representative of Midea Holding, He Jianfeng as its manager and He Qianxing as its supervisor, without appointment dates; Midea's 2025 annual report describes He Xiangjian's position at Midea Holding as chairman, while the registry-derived listing shows the title executive director. ^{4 5 1 3}

analysisOn 28 March 2013 Midea Holding and He Xiangjian executed non-competition undertakings. According to the prospectus, neither Midea Holding and its controlled enterprises nor He Xiangjian, his immediate family and his controlled companies are or will be engaged in the same or similar business as the existing main business of Midea Group and its controlled companies; competition arising from an expansion of Midea Group's business into areas where those parties already operate is to be resolved within a reasonable period; and the undertakings may not be amended or terminated while Midea Holding and He Xiangjian remain controlling shareholder and actual controller. On the same date they executed an independence undertaking to keep themselves and their controlled enterprises independent of the group in personnel, finance, assets, business and institutions. The prospectus states that no loan or guarantee was provided by or to Midea Holding, He Xiangjian or their associates during the track record period or as of the latest practicable date. Midea's 2025 annual report lists these undertakings, together with an undertaking on related-party transactions of the same date, as long-term undertakings and reports no breach. ^{4 1}

analysisMidea's 2025 annual report lists the listed companies in China and abroad that its actual controller, He Xiangjian, has controlled in the past ten years: Midea Group (000333.SZ and 0300.HK), Hiconics (300048.SZ), Wandong Medical (600055.SH), CLOU Electronics (002121.SZ), Midea Real Estate (03990.HK), KUKA (KU2.DE, delisted in 2022), Little Swan (A shares 000418.SZ, B shares 200418, delisted in 2019) and Welling Holding (00382.HK, delisted in 2018). A commercial company-data service's profile of He Xiangjian describes him as the founder of Midea Group who in May 1968 raised RMB 5,000 to set up a plastics production group under the Beijie neighbourhood office, began making electric fans in 1980, pushed the conversion of Midea into a shareholding company in 1992 and completed a management share acquisition in 2001; it states that he stepped down as chairman of Midea Group on 26 August 2012 and that he is chairman of Midea Holding and honorary chairman of the Guangdong Hede Charity Foundation. The profile cites no source. The official record agrees with it on the 1968 origin and the 1980 entry into fan production, both in the 2024 prospectus, and on the August 2012 handover: the 2013 merger report summary states that in August 2012 Fang Hongbo succeeded He Xiangjian as chairman of Midea Group. The exact day of 26 August 2012 appears only in the profile. ^{1 2 3 4}

analysisAccording to the September 2024 prospectus, the company, incorporated on 7 April 2000 as Shunde Meituo Investment Co., Ltd., reached a registered capital of RMB 100 million after several rounds of share transfers and capital injections, with He Xiangjian as its controlling shareholder. In October 2002 He Xiangjian and Midea Holding entered into an equity transfer agreement under which he transferred all his equity interest in the company to Midea Holding, of which he is the controlling shareholder and ultimate beneficial owner. In July 2003 and December 2007 the then shareholders injected capital of RMB 400 million and RMB 500 million. ¹

analysisMidea's 2025 annual report, in its table of undertakings, records an earlier transfer. On 4 January 2001 the Midea trade union committee signed equity transfer contracts with He Xiangjian and four other individuals, transferring to them an aggregate 22.85% equity interest in the company, then a limited liability company. Members of the committee's council at the time confirmed that the price was agreed between the parties and that there was no dispute. On 28 June 2013 the Beijiao Town Federation of Trade Unions of Shunde District, Foshan, the committee's superior body, confirmed that the committee had contributed capital to establish the company and that the committee's council was entitled to dispose of its property without the unanimous consent of all employee members. In a commitment dated 28 March 2013, Midea Holding and He Xiangjian undertook to bear all losses of Midea Group arising from any dispute over the transfer; the report states that the transfer has caused no dispute or loss and that the undertaking has not been breached. ²

analysisThe articles of association list fourteen promoters with capital contributions dated 29 May 2012, totalling 1,000 million shares: Foshan Shunde District Midea Investment Co., Ltd. (佛山市順德區美的投資控股有限公司, a former name of Midea Holding) 59.85%, Rongrui Equity Investment (Zhuhai) Partnership (L.P.) 12.18%, Tianjin Dinghui Jiatai Equity Investment Partnership (L.P.) 3.12%, Ningbo Meisheng Equity Investment Partnership 3.00%, CDH M-Tech (HK) Limited 2.40%, CDH Spark (HK) Limited 2.30%, Business Talent Holdings Limited 1.15%, and the individuals Fang Hongbo 3.60%, Huang Jian 3.00%, Yuan Liqun 2.40%, Cai Qiwu 2.00%, Li Jianwei 2.00%, Huang Xiaoming 2.00% and Zheng Weikang 1.00%. The 2013 merger report summary shows the same structure when the joint stock company was registered on 30 August 2012 and names the largest promoter as Midea Holding. ^{3 4}

analysisA commercial company-data service, in a listing updated on 4 September 2026, shows Rongrui Equity Investment (Zhuhai) Partnership (Limited Partnership), a founding shareholder of Midea Group, as deregistered. It shows the partnership as established on 30 October 2011 with capital contributions of RMB 648,588.284 ten-thousand, unified social credit code 91440400584707092R, a business scope of equity investment and investment consulting, and Tianjin Rongrui Investment Consulting Partnership (Limited Partnership) as executive partner, and lists ten partners with their shares masked: five other equity-investment partnerships, four individuals and the executive partner. The listing gives neither the date of deregistration nor the partners' shares; the individual partners are private persons and are not named, and the service's investor tag and counters are not reproduced. An online encyclopedia entry, citing the National Enterprise Credit Information Publicity System with a reference date of 4 February 2023, also gives the partnership's status as deregistered and dates its registration to 31 October 2011. ^{5 6}

analysisThe summary of the draft report on Midea Group's share-swap absorption of Guangdong Midea Electric, signed on 28 March 2013 and published on 1 April 2013, states that Midea Holding, the shareholder Ningbo Meisheng and the individual shareholders Fang Hongbo, Huang Jian, Cai Qiwu, Yuan Liqun, Huang Xiaoming, Li Jianwei and Zheng Weikang undertook not to transfer or entrust the management of their pre-issue Midea Group shares for 36 months after the listing on the Shenzhen Stock Exchange, and that Zhuhai Rongrui, CDH Jiatai, CDH M-Tech, CDH Spark and Business Talent Holdings gave the same undertaking for 12 months. The September 2024 prospectus states that in September 2013 Midea Group listed its A shares on the Shenzhen Stock Exchange (stock code 000333) by merging with Guangdong Midea Electric, which was then delisted; it issued 686,323,389 A shares, 40.7% of its share capital immediately after the listing, and Midea Holding owned about 35.5% after the listing. ^{4 1}

analysisMidea's 2020 annual report lists Midea Holding as the largest shareholder at 31 December 2020 with 2,169,178,713 shares (30.86%), after a decrease of 42,867,900 shares during 2020, of which 100,000,000 shares were pledged. Hong Kong Securities Clearing Company Limited held 15.05%, China Securities Finance Co., Ltd. 2.82% (198,145,134 shares) and Fang Hongbo 1.66% (116,990,492 shares, after a decrease of 20,000,000 shares in 2020), and total share capital was 7,029,975,999 shares at the end of 2020. A broker research report on Midea Group dated 2 September 2020, citing the company's annual report and a market-data provider, lists Midea Holding with 31.56%, holdings via Stock Connect with 17.30%, China Securities Finance with 2.83%, Fang Hongbo with 1.95% and an employee incentive scheme with 1.18%. The report does not date its shareholder table, its figures differ from the 30.86% and 1.66% in the 2020 annual report at 31 December 2020, and its investment views are not reproduced. ^{1 2}

analysisMidea's first-quarter 2025 report lists Midea Holding Co., Ltd. at 31 March 2025 with 2,169,178,713 A shares (28.32%, no pledged or frozen shares shown), followed by Hong Kong Securities Clearing Company Limited 14.90%, HKSCC Nominees Limited 8.50%, China Securities Finance Corporation Limited 2.59%, Fang Hongbo 1.53% (116,990,492 shares, of which 87,742,869 subject to selling restrictions), Central Huijin Asset Management Co., Ltd. 1.15% (88,260,460 shares), Huang Jian 1.12% (86,140,000 shares), two CSI 300 index funds with 1.04% and 0.73%, and Li Jianwei 0.60% (45,591,545 shares). The report notes that Hong Kong Securities Clearing Company Limited is the nominee holder of the A shares held through the Shenzhen-Hong Kong Stock Connect and HKSCC Nominees Limited the nominee holder of H shares of non-registered holders. At 31 December 2025, according to the 2025 annual report, Midea Holding's unchanged holding represented 28.55% (no pledged or frozen shares shown), Hong Kong Securities Clearing Company 12.98%, HKSCC Nominees 8.57%, China Securities Finance 2.61%, Fang Hongbo 1.54% (the same 116,990,492 shares, 87,742,869 restricted), Central Huijin 1.16%, Huang Jian 1.13%, the two index funds 1.07% and 0.76% and Li Jianwei 0.60%, while the company's repurchase account held 60,577,261 shares (0.80%). Both reports give 'not applicable' for connections or concerted action among these shareholders. ^{3 4}

analysisMidea's first-quarter 2026 report shows Midea Holding with 2,169,178,713 shares (28.53%) at 31 March 2026, Hong Kong Securities Clearing Company 12.80%, HKSCC Nominees 8.56%, China Securities Finance 2.52%, a China Life Insurance Company Limited traditional insurance product account 2.38%, Fang Hongbo 1.54% (116,990,492 shares, of which 87,742,869 restricted), Central Huijin 1.16%, Huang Jian 1.13% (86,140,000 shares), Li Jianwei 0.60% (45,561,545 shares) and a CSI 300 index fund 0.52%; Yuan Liqun appears among the top ten holders of unrestricted shares with 37,384,600 shares. The repurchase account then held 81,717,641 A shares (1.07%), and there were 271,677 holders of ordinary shares. At 30 June 2026 the interim report shows Midea Holding with the same A shares at 28.49% (no pledged or frozen shares shown), Hong Kong Securities Clearing Company 11.74%, HKSCC Nominees 8.55%, the China Life traditional product account 2.72%, China Securities Finance 1.86%, Fang Hongbo 1.54%, Ping An Life Insurance Company of China (own funds) 1.49%, Central Huijin 1.16%, Huang Jian 1.13% and a Taiping Life Insurance traditional product account 0.80%, which the report identifies as acting in concert with Taiping Life Insurance Co., Ltd. The repurchase account held 149,091,572 shares (1.96%), there were 270,985 holders of ordinary shares, and the controlling shareholder and actual controller did not change during the period. In all four lists from 31 March 2025 to 30 June 2026, Central Huijin, with 88,260,460 A shares (1.15%, then 1.16%), is the only top-ten shareholder classified as a state-owned legal person, and Midea Holding is classified as a domestic non-state-owned legal person. ^{5 6 3 4}

analysisMidea's announcement of 7 May 2026 on the proposed issue by Midea Investment Development Company Limited of HK$8,624 million of zero-coupon convertible bonds in two series due 2027 and 2033, guaranteed by Midea Group and convertible into H shares, shows the shareholding as at its date: Midea Holding 2,169,178,713 shares (28.52%), He Xiangjian 31,909,643 A shares (0.42%), other A-share holders 62.51% and H-share holders 8.56% of 7,606,826,329 shares. On full conversion at the initial conversion prices of HK$96.82 and HK$115.76, bondholders would hold 163,571,468 shares (2.11%), Midea Holding 27.92% and He Xiangjian 0.41%. The announcement adds that at 31 December 2025 He Xiangjian was interested in about 94.55% of Midea Holding and deemed interested in all A shares held by it. Midea's 2026 interim report states that after the 2025 dividend the conversion prices were adjusted to HK$91.82 and HK$109.78, corresponding to about 172,480,006 H shares on full conversion. ^{7 6}

analysisThe articles of association in the version approved at the second extraordinary general meeting of 2025 state that the shares of the joint stock company were converted from audited net assets at 31 December 2011 at a ratio of 1:0.631212, and give the issued share capital as 7,675,588,172 ordinary shares: 7,024,739,672 A shares (91.52%) and 650,848,500 H shares (8.48%). Midea's 2025 annual report and 2025 annual results announcement record that the total number of shares fell from 7,655,955,883 at the start of 2025 to 7,597,145,346 at its end (6,946,296 thousand A shares and 650,849 thousand H shares). During the year 50,101,433 A shares were issued on the exercise of employee share options, 11,090,741 repurchased shares were cancelled on 24 June 2025 and 95,000,000 on 19 December 2025, and 1,493,543 and 1,327,686 restricted shares granted under the 2021-2023 restricted share incentive schemes were cancelled on 29 May and 31 December 2025. ^{1 2 3}

analysisAt the record date of the 2025 annual general meeting, held on 5 June 2026, there were 7,612,342,654 shares in issue (6,961,494,154 A shares and 650,848,500 H shares), of which 123,391,732 A shares in the repurchase account carried no votes. At 30 June 2026 there were 7,613,438,907 shares after 16,293,561 A shares were issued on option exercises in the first half, with H shares at 8.55%. At 20 September 2026 there were 7,629,418,902 shares (6,978,570,402 A shares, 91.47%; 650,848,500 H shares, 8.53%), with 171,279,438 A shares in the repurchase account and 100,000 H shares held in treasury. The poll-results announcement of the June 2026 meeting states that at the record date the directors Fang Hongbo, Guan Jinwei and Zhang Tian were interested in 116,990,492, 538,500 and 12,750 A shares respectively and abstained from voting on two resolutions; Fang Hongbo and Guan Jinwei, as proposed participants of the 2026 A share ownership plan, also abstained on three further resolutions. ^{4 5 6}

analysisMidea's board (28 March 2025) and annual general meeting (30 May 2025) approved a repurchase of A shares by centralised bidding of not less than RMB 5.0 billion and not more than RMB 10.0 billion, at no more than RMB 100 per share, for cancellation and for share incentive and employee ownership schemes. According to the 2025 annual results announcement, the company repurchased 135,012,663 A shares under this plan on the Shenzhen Stock Exchange between June and December 2025 for RMB 9,999,994,748 excluding costs; the plan was completed, 95,000,000 of the shares were cancelled to reduce registered capital and the rest are held as treasury A shares. ¹

analysisOn 8 April 2025 the board approved a second A-share repurchase of RMB 1.5-3.0 billion, at no more than RMB 100 per share, for share incentive and employee ownership schemes, to be carried out within 12 months. The company repurchased 20,564,598 A shares under it in 2025 for RMB 1,509,865,814. Its announcement of 31 March 2026 states that the plan was completed after 40,399,878 A shares (0.53% of the share capital) were repurchased at RMB 69.50-80.44 per share for RMB 2,999,952,549 excluding costs, reaching the RMB 3 billion ceiling, and gives the total share capital as 7,603,276,186 shares, of which 650,848,500 H shares. It states that, apart from the purchase of 6,750 shares by the employee director Zhang Tian through an option exercise on 5 November 2025, the other directors, the senior management, the controlling shareholder Midea Holding, the actual controller He Xiangjian and their concert parties did not trade in the company's shares between the first disclosure of the plan and the announcement of its results. ^{2 3 1}

analysisMidea also bought back H shares. In July and September 2025 it repurchased 1,243,100 H shares on the Hong Kong Stock Exchange for HK$104,699,795 under the general mandate granted at the annual general meeting of 30 May 2025; these were held as treasury H shares and transferred on 23 October 2025 to the H-share incentive plan. In September 2025, 17,361,485 treasury A shares were transferred to the account of the 2025 A share ownership scheme. As of the annual results announcement of 30 March 2026 the company held 80,412,541 treasury A shares. ¹

analysisMidea's 2026 interim report states that on 30 March 2026 the board approved a further repurchase of A shares by centralised bidding of not less than RMB 6.5 billion and not more than RMB 13 billion, at no more than RMB 100 per share and within 12 months, initially for share incentive and employee ownership schemes. On 29 April 2026 the board changed the purpose to cancellation to reduce registered capital, and the 2025 annual general meeting approved the change on 5 June 2026. By 30 June 2026 the company had repurchased 68,679,031 A shares (0.90% of its share capital) at RMB 75.31-85.84 per share for RMB 5,476,158,082 excluding costs. ⁴

analysisMidea's 2025 annual report states that on 17 September 2024 the company issued 565,955,300 H shares at HK$54.80 per share, excluding over-allotment shares, and that on 25 September 2024 it issued 84,893,200 further H shares on full exercise of the over-allotment option disclosed in the prospectus, giving H share capital of RMB 650,848,500 at a par value of RMB 1 per share. Gross proceeds were HK$35,666,497,800 (about RMB 32,398,780,000); after issuance costs of about RMB 252,548,000, net proceeds were about RMB 32,146,232,000. ¹

analysisThe September 2024 prospectus describes cornerstone investment agreements for an aggregate of about US$1,255.65 million (about HK$9,790.05 million at the mid-point offer price of HK$53.40) with COSCO SHIPPING Holdings (Hong Kong), UBS AM Singapore, China Structural Reform Fund II, Golden Link, Splendor Achieve, Supercluster Universe, HCEP, Foresight Funds, CPE Investment, Dajia Life, Metazone, Enreal AM, Vanguard Focus, PSBC Wealth, Jump Trading, MY Asian Opportunities Fund, Athos Capital and Pamalican; at the high-end price of HK$54.80 they would subscribe for 179,032,700 H shares in total. Foresight Funds, UBS AM Singapore, Dajia Life, Enreal AM and Jump Trading are existing minority shareholders of the company or their close associates, and the Stock Exchange granted a waiver from Rule 10.04 and consent under paragraph 5(2) of Appendix F1 to the Listing Rules so that H shares could be placed with them. The prospectus describes COSCO SHIPPING Holdings (Hong Kong) as a wholly owned subsidiary of COSCO SHIPPING Holdings Co., Ltd., and China Structural Reform Fund II as indirectly controlled, in both cases ultimately by the State-owned Assets Supervision and Administration Commission of the State Council. Each cornerstone investor agreed not to dispose of the offer shares purchased under its agreement, or any interest in an entity holding them, for six months from the listing date, save in limited circumstances such as transfers to wholly owned subsidiaries bound by the same restriction. ²

analysisThe prospectus describes Golden Link as a British Virgin Islands company wholly owned by BYD (H.K.) Co., Limited, itself wholly owned by BYD Company Limited, and states that no single ultimate beneficial owner holds 30% or more of Golden Link; Midea Group and BYD have established business cooperation, with Midea Group supplying central air conditioners, KUKA robot products and other products to BYD and BYD supplying IGBT (insulated-gate bipolar transistor) and other products to Midea Group. Splendor Achieve agreed to subscribe for 15,000,000 H shares, so that its investment amount depended on the offer price while the other cornerstone subscriptions were fixed amounts; it is indirectly wholly owned by Yang Shaopeng, the controlling shareholder and honorary life chairman of SITC International Holdings Company Limited (HKEX: 1308) and its executive director and board chairman until his retirement in March 2024. Metazone is a wholly owned subsidiary of TCL Industries Holdings Co., Ltd., a PRC company that the prospectus calls one of the major home appliance and consumer electronics conglomerates with a global presence, whose chairman and ultimate beneficial owner is Li Dongsheng. ²