The equity freeze dispute behind the “first token share”: the plaintiff lost the lawsuit, and the actual controller's shares are still limited

Recently, a response from Xingyun Technology (300209.SZ), a computing power sector company known by the market as the “First A-share Token”, on the Interactive Easy platform attracted attention. The company said on October 8 that in the case involving pre-litigation preservation, the actual controller has won all previous judgments, and is in the process of lifting the freeze.

Xingyun Technology, formerly known as “Youkeshu”, was in debt trouble during the time of the former actual controller Xiao Siqing, and was decided by the Changsha Intermediate Court to accept and restructure on September 30, 2024. On November 14 of the same year, Tianxingyun signed an investment agreement for restructuring, and Wang Wei participated in the restructuring as an industrial investor. The transfer of shares was completed in March 2025, and the board of directors changed on October 10; the company later confirmed that the actual controller had been changed to Wang Wei. From investing in the restructuring to taking over the operation, Wang Wei began to promote the recovery and transformation of the company's business.

However, investors involved in the restructuring were sued by four subsidiaries of the listed company; the relevant share transfers were completely frozen only 9 days later. Since then, all of the plaintiffs' claims for shares have been rejected by the court, and the company has decided to withdraw the lawsuit and not appeal, but the relevant shares have not yet been frozen. Since it was first frozen until the date of this article, 579 days, or more than 19 months, have passed. Although the plaintiff's claim for shares was rejected by the court, the impact of the relevant freeze on the restructuring of investors and listed companies continues.

The author reviewed public announcements, judgments, and preservation rulings, and after various inquiries, sorted out several key issues in this equity freeze dispute: Why hasn't the share freeze been lifted when the relevant lawsuit was rejected by the Nanshan Court and the listed company did not appeal, and what impact did this period have on listed companies?

Subsidiary sues listed company's new actual controller

Stock claims hinder the financing and operation of listed companies

The four subsidiaries stated in the judgment that they filed a lawsuit on March 2, 2025; when applying for preservation, the legal representatives listed in the ruling were Xiao Siqing, Xiao Yan, and Xiao Shichun (of which Xiao Shichun acted as the legal representatives of the two subsidiaries). Claims relating to four subsidiaries claiming shares in the name of the company. Since then, in April-May, the board of directors and shareholders' meetings of listed companies successively passed proposals to withdraw the lawsuit. The reasons stated were to protect overall interests and reduce business interference.

According to the withdrawal notice disclosed by Xingyun Technology in April, the company and its subsidiaries intend to apply for a comprehensive credit of no more than 10 billion yuan, and Wang Wei promised to provide joint and several liability guarantees free of charge; the stock freeze reduced its effective guarantee capacity as an actual controller and was not conducive to financing and business development.

According to the company announcement, it is the reorganization of investors' shares that have been frozen, and the relevant restrictions also affect the financing arrangements of listed companies.

In response, relevant sources said that for a listed company in Hunan that has just completed bankruptcy and restructuring, came back to life, and is in the process of resuming business, the guarantee support provided by the actual controller is of practical significance. The company's initiative to push for the withdrawal of the lawsuit also reflects its desire to reduce the disruption of operations caused by related disputes as soon as possible.

The relevant person in charge of the company also said that judging from the actual impact of the freeze in this case, the dispute not only involved the outcome of the lawsuit, but also made it more difficult for the company to finance normally.

After the relevant shares were restricted, Wang Wei and Tianxingyun were affected to a certain extent in supporting listed companies' financing guarantees. The company announcement also clearly mentioned that the freeze of shares is not conducive to financing and business development. The relevant stock request has now been rejected, but the operating pressure brought about by the freeze has yet to be resolved. As far as Xingyun Technology is concerned, resolving historical disputes as soon as possible and restoring the normal rights status of related shares is a real problem it is currently facing.

All related claims have been dismissed

The company clearly will not appeal

The relevant shares are still frozen

On April 27, 2026, the board of directors of the company passed the withdrawal bill. The shareholders' meeting reviewed and approved it on May 29, and the relevant shareholders avoided voting; on June 8, the subsidiaries Youkeshu Technology and Youkeshu Network submitted applications for withdrawal. The court did not allow partial withdrawal of the lawsuit.

After the case went to the physical trial, all of the subsidiary's petitions were rejected on July 27; all applications in the Chen Dongxin case before July 31 were also rejected. On August 21, the listed company disclosed that all four subsidiary lawsuits had been rejected, and made it clear that it would not appeal the subsidiary's case.

As of the publication on October 20, 85 days have passed since the subsidiary's case was rejected, and 60 days since the announcement that no further appeal was made, and the relevant shares of the actual controller are still frozen. According to the relevant legal provisions, if the application is rejected by a ruling in force and the conditions for cancellation are met, the corresponding preservation shall be lifted in accordance with law. At present, it remains to be further clarified whether the relevant judgment has entered into force, what step the application for release of protection has progressed to, and whether there are corresponding freezes in other cases.

Preserving 230 million yuan and freezing the reorganization of investors' shares with a market capitalization of about 4.8 billion yuan created a contrast

Unicorn companies' shares, valued at over 30 billion yuan, are also frozen

The company announcement confirmed that Wang Wei and Shenzhen Tianxingyun's direct holdings totaling 117,493,487 shares and about 117 million shares were frozen, accounting for 12.65% of the total share capital of listed companies. The four subsidiaries applied for the preservation of property worth 229,743,573.9 yuan, or about 230 million yuan. If the above shares are calculated using the company's recent peak of stock price of 41 yuan per share as an example, the market value is about 4.817 billion yuan. Furthermore, according to people close to the company, other related lawsuits before and after also involved the freezing of 100% of Shenzhen Tianxingyun (Xingyun Group)'s own shares.

According to public information, Xingyun Group has been selected as one of the top 500 private enterprises in China for many years and is regarded as a unicorn enterprise in the cross-border field. A third party has disclosed that Xingyun Group's last round of financing was valued at more than 4 billion US dollars, equivalent to more than 30 billion yuan.

Relevant industry experts said that with regard to the large-scale asset restrictions described above, there is still controversy over how to determine the scope of relevant protection and whether it involves excessive conservation, and the progress of subsequent processing is worth paying attention to.

It is worth noting that the restructured shares of this group of industrial investors originally had to be locked in for 36 months as promised, and they were unable to freely transfer, reduce their holdings, or entrust others to manage them. In the case of a lockdown promise, the relevant shares were also subject to a judicial freeze. Although sales restriction promises and judicial protection are different arrangements, both restrictions exist at the same time, which also affects the space for restructuring investors to support the financing of listed companies through their equity holdings, and puts pressure on business progress after bankruptcy and restructuring.

Shares were frozen 9 days after transfer

Three months after the plaintiff lost the lawsuit, the freeze has not been lifted

The actual transfer of shares was announced on March 10, 2025; the Nanshan court ruled on preservation on March 19, and the freeze began on March 20. It was only 9 days from the transfer announcement to the stock freeze, and only 1 day from the ruling to execution. The review of Decision No. 26718 justified “the application complies with the provisions of the law” and requires “the immediate commencement of execution of this ruling”.

Within a 9-day period, there is still room for further discussion on specific asset transfer risks, the scope of freezing, and the review of the determination of the necessity of preservation with existing lockdown commitments. The attorney representing Xingyun Technology has sought evidence from the Nanshan Court on related issues, but has yet to receive a response.

On August 21, 2026, the company disclosed the relevant judgment of the Nanshan Court, and the petition was rejected. The cooperation agreement involved in the case and the derivative compensation promise letter were found to be invalid. The court found that the plaintiff's claim for shares “had no corresponding factual and legal basis”, and that all four plaintiffs' claims were rejected; the Hunan High Court also finally ruled that the relevant cooperation agreement was invalid on March 19, 2026. It took about 17 months from the stock freeze in March 2025 to the disclosure of the plaintiff's defeat in the relevant judgment in August 2026. During this period, although the physical dispute eventually led to a ruling favorable to investors in restructuring, share restrictions and the impact on the financing arrangements of listed companies actually occurred.

According to the company's legal representative to the author, the actual controller has applied several times to replace frozen shares with equivalent cash or guarantees to reduce the impact of relevant protections on the financing credit and business development of listed companies, but the relevant applications were not accepted. As the relevant claims were rejected, the progress of the replacement application, the specific processing grounds, and subsequent arrangements to lift the warranty are still matters of concern for listed companies and investors.

At the operating level, during the business period of the company's former actual controller Xiao Siqing, the company had a cumulative net loss of about 4.425 billion yuan from 2020 to 2025; net profit without deduction to mother was negative for six consecutive years, with a cumulative loss of about 4.613 billion yuan.

Wang Wei, as the new actual controller, began introducing the computing power business in March 2026 after taking over, and there was another set of changes in the company's operations. According to reports, the company announced this year that the total amount of computing power and storage-related orders is about 18.316 billion yuan. Net profit due to mother is expected to be 240 million yuan to 290 million yuan in the first three quarters of 2026. Excluding the impact of equity incentives, net profit will pre-increase by more than 500%, turning a loss into a profit in half a year. At present, a total of 21,544 billion yuan of credit has been applied for, a credit of 10.264 billion yuan has been approved, and financing and credit contracts of 6.589 billion yuan have been signed. The company is promoting business transformation after bankruptcy and restructuring, and has received “the first token share” market attention due to the computing power business, yet investors involved in the restructuring are still under pressure to freeze their shares due to historical lawsuits.

The opposite of this equity freeze dispute is that the plaintiff's claim for shares has been rejected by the court, and the listed company has decided to withdraw the lawsuit and not appeal, but the relevant protective measures still restrict the reorganization of investors' shares for a long time; as the company's operations gradually improve, the share freeze issue caused by historical disputes has yet to be resolved.

It has been 579 days since it was first frozen until the publication date on October 20, over 19 months. For Xingyun Technology, which is promoting business recovery and computing power transformation, when the relevant shares will be unfrozen and when the historical lawsuit will be completely completed is not only related to the reorganization of investors' rights and interests, but also to the subsequent financing and operating arrangements of listed companies, but also attracted investors' attention.

Lawyers in contact with the company told the author that as the relevant litigation results are gradually clarified, the market expects this historical dispute to be properly resolved as soon as possible.

This article is reprinted from the WeChat account of “Sina Finance”, Zhitong Finance Editor: Feng Qiuyi.