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Ant Group’s logo displayed at the company’s headquarters in Hangzhou, on August 2, 2021. Photo: Bloomberg

Jack Ma gives up control of Ant Group, restructuring China’s largest fintech company to put it back on path for IPO

  • Ma will end an acting-in-concert pact with three executives which gave Ma 53.46 per cent of the voting power in the fintech company
  • After the restructuring, major shareholders of Ant ‘will independently exercise their voting rights,’ leaving no one in direct or indirect control
Ant Group
Ant Group has overhauled its shareholding structure, diluting the voting power of founder Jack Ma to make China’s largest fintech company more “transparent and diversified”, a crucial step deemed necessary to put its much-anticipated initial public offering (IPO) back on track.
Ma will end an acting-in-concert pact with Ant’s chairman Eric Jing, former chief executive Simon Hu and Alibaba Group Holding veteran Jiang Fang, which gave Ma 53.46 per cent of the voting power in the fintech company, according to a statement on Saturday.

After the restructuring, major shareholders “will independently exercise their voting rights”, Ant said. “No shareholder will, alone or jointly with another shareholder, have the power to control the outcome of Ant’s general meetings”, or “nominate the majority of Ant’s board of directors”, and “therefore … have control over Ant”.

The restructuring is the most substantial tweak to the world’s largest fintech company, amid its regulatory scrutiny after the November 2020 postponement of its US$39.7 billion stock sale in Shanghai and Hong Kong.
Ant Group’s voting powers, post-restructuring. Source: Ant Group

“It’s definitely a clear signal that the government has eased the curbs on China’s big technology platforms”, said Dai Ming, a fund manager at Huichen Asset Management in Shanghai. “We can also say that it is a step forward for Ant to resume its listing.”

Ant, based in the Zhejiang provincial capital of Hangzhou, has taken several steps since 2021 to restructure. The company plans to add a fifth independent director, making up more than half of the nine-member board. To further cleave itself from its parent Alibaba, certain executives have exited the Alibaba Partnership, a collection of the most powerful executives in the company. Alibaba owns the South China Morning Post.

Jack Ma, one of the co-founders of Alibaba Group Holding and Ant Group, on May 15, 2019. Photo: AP
Ant has been unwinding its connection with Alibaba, which shares a founder in Ma, part of the former English teacher’s long-held strategy to exit the stage after establishing one of China’s largest private companies. Ma retired on his 55th birthday in 2019, but remains a shareholder and a lifetime partner of the companies he founded.

“It looks like Jack Ma renounced his control of Ant, and it can open an opportunity for new investors to come in, which could be [either] state capital or other types of private equity”, said Li Chengdong, head of the internet industry think tank Dolphin. “I don’t think Ant’s IPO would be imminent, as China puts the priority on gathering resources for the hi-tech sector, but it would be easier to allow an IPO if equity and control issues get resolved at Ant”.

The 2020 suspension of Ant’s IPO, just 48 hours before trading was due to begin, was a watershed moment in the relationship between China’s regulators and the nation’s Big Tech companies, marking an end to the era of unchecked growth for some of the most valuable Chinese internet companies.

What is Jack Ma’s Ant Group and how does it make money?

China’s financial regulators demanded that the fintech giant followed the same rules as a conventional bank, such as having an adequate capital base and leverage ratio.

In the ensuing regulatory crackdown, Alibaba was slapped with a record US$2.8 billion penalty in April 2021 for breaching China’s antitrust rules. Ant was directed to correct non-competitive behaviour surrounding its mobile payment platform Alipay and urged to enhance users’ data protection.
Ant also reorganised its top ranks, with senior executives resigning from the Alibaba Partnership. Seven Ant executives including chairman Jing, chief technology officer Ni Xingjun and its international business president Angel Ying Zhao were no longer Alibaba Partners as of May 31 last year, according to Ant.
The restructuring appeared to have borne fruit. The Chongqing branch of the China Banking and Insurance Regulatory Commission (CBIRC) last month approved a 10.5 billion yuan (US$1.5 billion) capital expansion plan of Chongqing Ant Consumer Finance to 18.5 billion yuan. It was the first approval since Ant’s IPO was foiled.

While Alibaba does not own Ant, Ma effectively controlled more than half of the voting rights of the fintech company via his acting-in-concert pacts and an entity called Hangzhou Yunbo Investment Consultancy.

The billionaire said he wanted to “reduce and thereafter limit his direct and indirect economic interest in Ant over time” to a percentage that doesn’t exceed 8.8 per cent, Alibaba said in a July 2022 filing.

In the latest restructuring, 10 Ant executives including Ma will control 53.46 per cent of ant through two entities called Junhan and Junao. Ma and four executives – Cyril Han Xinyi, Zhang Yu, Huang Chenli and Zhou Yun – will each hold 20 per cent equity interest of an entity that controls Junhan, ultimately owning 31.04 per cent of Ant.

Redefining fintech

Separately, Ant’s chairman Jing and four executives – Shao Xiaofeng, Ni Xingjun, Angel Zhao and Wu Minzhi – will each hold 20 per cent equity in an entity that controls Junao, which ultimately owns 22.42 per cent of Ant.

Ant appointed a key executive and updated its marketing guidelines to comply with consumer-protection rules, and upped its payment services in overseas markets such as Japan and South Korea.
After China ended its zero-Covid policy in December, the central government indicated that the regulatory storm might have started to ease. Beijing softened its tone on internet platform companies, affirming their value as well as calling on them to help create jobs and lead innovation.
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