Orient Securities proposes RMB25.12 billion acquisition of Shanghai Securities, high-net-worth clients to rise

On the evening of July 27, Orient Securities released a draft major asset restructuring plan, proposing to acquire 100% of the equity in Shanghai Securities through the issuance of A-shares and cash payment, with a total transaction consideration of RMB25.12 billion. The share consideration amounts to RMB23.55 billion and the cash consideration to RMB1.57 billion. Shares will be issued at RMB10.29 per share, totaling approximately 2.289 billion shares, representing 21.22% of the post-issuance total share capital. The 100% equity interest in Shanghai Securities was appraised at RMB25.12 billion, a premium of 24.85% over its consolidated book equity attributable to the parent of RMB20.121 billion, implying a valuation of about 1.25 times book value.

Shanghai Securities is currently owned by five Shanghai municipal state-owned shareholders: Bailian Group, Guotai Haitong, Shanghai International Group Investment Co. , Ltd. , Shanghai International Group Co. , and Shanghai Chengtou (Group) Co. , with respective shareholding ratios of approximately 50%, 24.99%, 16.33%, 7.68% and 1%. Orient Securities will acquire through share issuance the entire stakes held by Bailian Group, International Investment, International Group and Shanghai Chengtou, as well as 18.74% of Guotai Haitong's holding; it will purchase the remaining 6.25% of Guotai Haitong's stake with cash of RMB1.57 billion. Upon completion, Shanghai Securities will become a wholly-owned subsidiary of Orient Securities while retaining its independent legal-person status.

Prior to the transaction, Orient Securities had no controlling shareholder or de facto controller, with Shenergy Group as its largest shareholder at 26.63%. After the deal, the top five shareholders will be Shenergy Group, Bailian Group, Guotai Haitong, International Investment and International Group, holding 20.98%, 11.32%, 4.45%, 3.70% and 1.74% respectively, together exceeding 42%. Bailian Group and Shanghai International Group will become significant new strategic shareholders.

As of the end of March 2026, Orient Securities operated 7 branches and 163 securities business outlets, wholly-owned subsidiaries including Dongzheng Futures, Dongzheng Capital and Dongzheng Asset Management, and was the largest shareholder of China Universal Fund, with total assets of RMB516.475 billion. Shanghai Securities had 9 branches and 72 outlets, wholly-owned Haizheng Futures and Qianhai United Fund, forming a business network centred on Shanghai and covering the Yangtze River Delta and other core economic zones. For 2024, 2025 and the first quarter of 2026, Shanghai Securities recorded revenue of RMB2.858 billion, RMB3.425 billion and RMB515 million, and net profit of RMB953 million, RMB1.323 billion and RMB151 million respectively.

The combined branch and outlet network will total approximately 250, of which 77 securities outlets are in Shanghai, ranking first in the industry. Wealth management client funding accounts will jump from 3.29 million to over 5 million, and the number of high-net-worth clients with assets above RMB3 million will increase by more than 50%. In 2025, Orient Securities achieved attributable net profit of RMB5.63 billion and Shanghai Securities RMB1.32 billion, yielding a simple combined attributable net profit of around RMB7 billion.

This transaction remains subject to approval, authorisation or registration from the Shanghai State-owned Assets Supervision and Administration Commission, the Shanghai Stock Exchange and the China Securities Regulatory Commission. Since the start of 2026, several M&A deals in the securities sector have been progressing through various regulatory stages, including Guohai Securities winning control of Datong Securities, CICC absorbing Dongxing Securities and Cinda Securities through a share swap, and Soochow Securities purchasing shares of Donghai Securities.