Removing 100 million "joint liability," freezing 900 million, who is the "insider" responsible for the "hard control" of 40% cash?

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Source | Yema Finance

By | Yao Yue

Why lock and freeze the accounts of these two subsidiaries?

“There’s an insider—stop trading!”

This classic line from the movie is now happening for real to 喜临门 (“China’s No. 1 Mattress Firm,” 603008.SH).

Recently, 喜临门 announced that 100 million yuan in funds from its subsidiary 喜途科技有限公司 (abbrev. 喜途科技) was illegally diverted by an internal employee. The listed company then froze a total of 900 million yuan in funds in two other subsidiaries—杭州喜跃家具销售有限公司 (abbrev. 杭州喜跃) and 绍兴昕喜家具销售有限公司 (abbrev. 绍兴昕喜)—directly involving 1 billion yuan in cash, about 40% of the company’s total monetary funds in 2024.

喜临门 has many controlled and invested subsidiaries. Why were these two accounts locked and frozen? The company has not disclosed the specific reasons.

Worth noting is that the legal representative of 喜途科技, from which 100 million yuan was taken away, claims to be only a nominal legal representative. For 杭州喜跃, which had 820 million yuan frozen, its core position is held concurrently by the listed company’s vice president.

As of the close on April 1, 喜临门’s share price rose 41.74%, to 15.2 yuan per share; its total market value was 5.6B yuan.

Photo source: Can-to Library

1 billion from subsidiaries misappropriated

喜临门 freezes 900 million yuan

On March 28, 喜临门 announced that funds in the bank accounts of its controlling subsidiary 喜途科技 were illegally transferred, with the transferred amount totaling 100 million yuan. After investigation, the company found that relevant personnel allegedly used their positions to illegally misappropriate company funds.

喜临门 stated that, to further prevent fund-safety risks and safeguard the listed company’s funds, on March 26 it applied to the public security authorities for filing and investigation, and implemented protective freezes on the related bank accounts that might be involved.

The announcement shows that the bank accounts of the controlling subsidiaries involved in the freeze status are—two accounts at 中信银行杭州东新支行 and 中信银行杭州西湖支行 under 杭州喜跃, freezing 375 million yuan and 445 million yuan respectively, totaling 820 million yuan; and the account at 中信银行杭州钱塘支行 under 绍兴昕喜家具销售有限公司 (abbrev. 绍兴昕喜), freezing 80 million yuan.

The total funds involved in this incident are no small matter for 喜临门. The 100 million yuan illegally misappropriated, plus the 900 million yuan frozen, totals 1 billion yuan, accounting for 26.54% of 喜临门’s latest audited net assets and 42.69% of 喜临门’s latest audited monetary funds.

Why have three subsidiaries accumulated more than 40% of the listed company’s funds?

According to the financial report, in 2024, 喜临门’s parent company had sales revenue of 4.72B yuan, while subsidiaries’ combined sales revenue was 100M yuan; the parent company’s selling expenses were 157 million yuan, while subsidiaries’ combined selling expenses were 1.87 billion yuan.

According to a report by the First Financial Daily, analysts believe that this sales revenue/expense structure of 喜临门 indicates that the group’s selling expense budget and management focus have shifted down to the subsidiary level. The misappropriation of 100 million yuan from 喜途科技 is likely related to the subsidiary having greater autonomy over expense spending and fund allocation.

喜临门 said it has established communication channels with relevant parties, is actively negotiating the return of the transferred funds, and will actively cooperate with the public security authorities in handling the case investigation to recover the transferred funds as soon as possible. However, there is still some uncertainty regarding the recovery; if the funds cannot be recovered, it may adversely affect the company’s net profit.

Why lock and freeze the accounts of these two subsidiaries?

The announcement is very clear about one piece of information: after the 100 million yuan was taken away from 喜途科技, 喜临门 froze the funds in two accounts of 杭州喜跃 and one account of 绍兴昕喜.

喜临门’s 2025 semiannual report shows that the company has 10 major controlling and invested companies, and more other subsidiaries. Why were the accounts of these two subsidiaries locked and frozen? 喜临门 has not disclosed it in the announcement, and it has not publicly responded recently either; the specific reasons should be based on official disclosure.

But for now, it’s worth learning more about these two subsidiaries of 喜临门.

In this case, a total of 820 million yuan was frozen across two accounts of 杭州喜跃. Judging from the amount involved, it is the most significant weight in this incident.

杭州喜跃 is an important subsidiary of 喜临门. 喜临门’s 2025 semiannual report shows that the company has 10 major controlling and invested companies. Of these, 6 are in manufacturing and 4 are in sales. 杭州喜跃 is one of the four major sales subsidiaries.

The 2025 semiannual report shows that 杭州喜跃’s registered capital is 20 million yuan. 喜临门 holds 100% of it. In the first half of 2025, 杭州喜跃 had total assets of 93.8253 million yuan, net assets of 1.89M yuan, operating revenue of 250 million yuan, and net profit of 2.17M yuan.

As an important subsidiary, the main positions at 杭州喜跃 are held directly by the listed company’s vice president. According to Tianyancha, the legal representative, director, and manager of 杭州喜跃—朱小华—also serves as the listed company’s vice president at 喜临门. According to Wind data, 朱小华 also serves as an employee director of 喜临门.

朱小华 plays a pivotal role among 喜临门’s executives. According to the 2024 annual report, the company’s business responsibilities are as follows: Chairman of the board’s deputy and president 陈一铖 concurrently serves as general manager of the domestic business center; director and vice president 朱小华 concurrently serves as general manager of the commercial business center; vice president 张征虎 concurrently serves as general manager of the international business center.

Also, according to the 2024 annual report, 陈一铖 is the son of 陈阿裕, the de facto controller and chairman of 喜临门. Of 喜临门’s four vice presidents, only 朱小华 and 张征虎 hold shares, with each holding 400k shares and 110k shares of 喜临门, respectively.

It is worth mentioning that, according to the announcement, at the extraordinary general meeting convened by 喜临门 on December 25, 2025—which is the company’s most recent large meeting—朱小华 was unable to attend the on-site meeting due to work reasons.

In a January 16, 2026 announcement, 喜临门 stated that 张征虎, due to adjustments in the company’s work arrangements, applied to no longer serve as the company’s statutory executive management position. However, after resigning, 张征虎 continues to work in the original business center, focusing more on managing the company’s international business.

Regarding 喜途科技—the one at the center of this incident—there is personnel overlap with 杭州喜跃. According to “First Financial,” Zhou Yaying, the legal representative of 喜途科技, told the media that she is only a registered (nominal) legal representative. Also, according to Tianyancha, both 喜途科技 and 杭州喜悦 have only two main personnel. The supervisors (监事) of 喜途科技 and 杭州喜跃 are the same person—罗振华.

喜途科技 is also not an ordinary subsidiary of 喜临门. According to a December 2020 announcement by 喜临门, the company established 喜途科技 to develop and expand hotel channel business, which is beneficial for cultivating new profit growth points.

In addition, the 80 million yuan that was frozen in 绍兴昕喜 is not one of 喜临门’s top 10 important controlled and invested subsidiaries. No overlap with the listed company’s directors, supervisors, or senior management has been found so far in terms of personnel either.

However, four special audit reports from 喜临门 covering 2021–2024 show that 绍兴昕喜 had a large amount of non-operating fund lending/borrowing with 喜临门. Since 2022, 绍兴昕喜’s borrowing/ lending scale has expanded rapidly; by the end of 2024, the balance exceeded 500 million yuan.

“Father-and-son power”

喜临门 has been flagged by regulators three times

Founded by 陈阿裕 in 1984 with 1,000 yuan in Shaoxing, Zhejiang, 喜临门 later grew step by step into an industry leader through technological innovation and production capacity expansion, and listed on the SSE in 2012, becoming “China’s No. 1 Mattress Stock.”

Not long after going public, 喜临门 sought to diversify. In 2015, 喜临门 spent 720 million yuan to acquire Lücheng Cultural Media (later renamed 晟喜华视). At one point, the film and TV business contributed about one-third of profits. However, due to industry policy and market changes, the film and TV business continued to incur losses. In December 2020, the company announced that it would sell its stake in 晟喜华视, divest the film and TV business, and refocus on its core furniture business.

Notably, the 喜途科技 mentioned above was established in December 2020 as well.

Along with business adjustments, senior management of 喜临门 also went through a major reshuffle, especially with “second-generation entrepreneurs” stationed in the president position, forming a governance structure of “father-and-son power.”

In July 2021, 喜临门 said that, to focus on its furniture core business, it decided to conduct an early board reshuffle six months ahead of schedule. Both 陈阿裕’s son 陈一铖 and daughter 陈萍淇 entered the board of directors. 陈一铖 became deputy chairman and executive vice president; 陈阿裕 continued to remain in the role of chairman. In 2022, original president 杨刚 and vice president 许丹艳 and other professional managers left successively. That same year in November, 陈一铖 succeeded 杨刚 as the company’s president.

After divesting the film and TV business and refocusing on the furniture core business, between 2021 and 2024, 喜临门’s revenue increased from 400k yuan to 110k yuan. However, the growth rate of net profit attributable to the parent company fluctuated sharply, at 78.29%, -57.49%, 80.54%, and -24.84%, respectively.

Meanwhile, between 2021 and 2024, 喜临门’s selling expenses gradually rose, at 7.77B yuan, 1.53 billion yuan, 8.73B yuan, and 1.87 billion yuan, respectively. R&D expenses remained generally stable overall, at 183 million yuan, 191 million yuan, 180 million yuan, and 162 million yuan.

After the “father-and-son power” governance structure, 喜临门 has been subject to regulatory attention multiple times.

In 2023, because the company failed to timely disclose a profit warning indicating that year-on-year net profit had declined by more than 50% for 2022, 喜临门, 陈一铖, 陈阿裕, and others were issued warning letters by the Zhejiang Securities Regulatory Bureau and were added to the integrity file for the securities and futures market.

In 2024, 喜临门 received regulatory measures again due to information disclosure issues. First, it failed to timely disclose its 2023 annual performance forecast as required, resulting in the Zhejiang Securities Regulatory Bureau issuing a warning letter and adding it to the integrity file. Second, the 2023 annual report and the 2024 Q1 report contained disclosure errors such as data and units.

The “1 billion yuan fund incident” has also already drawn regulatory attention. On March 27, the SSE quickly issued a regulatory work letter on the matter. The parties involved include the listed company itself, the company’s directors, senior management, and the controlling shareholder and actual controller.

At the same time, 喜临门’s annual report disclosure is imminent. According to the plan, 喜临门’s 2025 annual report will be formally released on April 25.

The co-founder and initiator of the New Intelligence + New Quality Productivity (New Zhixin) Production Force meeting lounge, 袁帅, said that this fund matter poses certain challenges to 喜临门’s annual report and internal control audit work. The audit firm needs to strengthen verification of areas such as fund flow and the authenticity of expenses; the corresponding workload will increase. There is also a possibility that this could affect the disclosure timeline or the audit opinion. The incident also reflects that subsidiary fund management needs to be improved; in the future, it may be necessary to further optimize the internal control system. Restoring market confidence in the short term will still take time.

Although this fund incident has exposed weaknesses in internal controls, as an absolute leader in China’s mattress industry, 喜临门’s long-term accumulated industry position and technological strength are still recognized by authoritative parties. According to Chnbrand’s 2025 China Brand Power Index, the company has topped the mattress industry for 12 consecutive years, making it a rare “gold brand” in the industry. In 2025, the China Furniture Association rated it as the top in the mattress category, consolidating its position as the industry leader. In technology and R&D, over the past decade the company has累计投入 (cumulatively invested) more than 1.2 billion yuan and has 2,376 valid patents.

In a January research report, Guojin Securities commented that, as a leader in the mattress industry, 喜临门 is accelerating its transformation into healthy sleep technology. It is advancing online and offline changes across all channels; online e-commerce growth has increased significantly, and offline it has optimized store structure to improve quality and efficiency. The company uses smart mattresses as its second growth curve, leveraging high-end certification and collaboration among industry, academia, and research to build a technology moat. At the same time, it optimizes the structure of selling expenses; the company’s long-term brand and profitability potential are promising.

How much do you think this incident will affect 喜临门? Feel free to leave a comment.

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Responsible editor: 杨红卜