On August 18, the headline “Zhang Ziyi Cashes Out 300 Million” suddenly surged to the top of the trending topics list without any warning.

The most talked-about comment in the comments section was four characters: “Have they audited her taxes yet?”

But if we look at this matter outside the context of gossip, it is actually a share transaction that was announced by a publicly traded company, went through board approval, and followed transparent, traceable procedures.

Let’s skip the gossip today and break down the tax logic behind these 300 million in detail—because this logic applies to every business owner exiting a shareholding platform.

I. Let’s first look at the transaction itself (based on the announcement; no speculation or fabrication)

On August 11, 2026, Shanghai Mei Co., Ltd. (Stock Code: 2145), a company listed on the Hong Kong Stock Exchange, issued an announcement stating that its wholly-owned subsidiary, Shanghai Qingdao, had acquired the equity interest in Shanghai Yiye 23% held by Da Jiao Investment for approximately 304.5 million yuan.

A few key points:

• Zhang Ziyi holds a 99% stake in Gongqingcheng Da Jiao Investment Partnership (Limited Partnership) (with the remaining 1% held in her father’s name), so this transfer essentially constitutes her exit from the partnership;
• On the same day, Shanghai Qingdao also acquired the 6% equity interest held by Liu Ming for approximately 79.4396 million yuan; combined, the two transactions acquired a 29% equity interest in Shanghai Yiye, at a total cost of approximately 384 million yuan;
• Zhang Ziyi's initial investment was approximately 2.3 million yuan (as of January 2022), yielding a return of more than 131 times her investment over four years;
• Following the transaction, she continues to hold approximately 6% shares through DaJiao Investment and remains the brand ambassador;
• The supplemental agreement also leaves room for flexibility—Shangmei may be required to repurchase 5% shares within the next five years, with a maximum consideration of 500 million yuan.

II. Transaction Structure and Tax Chain

Shangmei Co., Ltd.
    ↓
Wholly-owned subsidiary Shanghai Qingdao
    ↓
Acquisition of equity in Shanghai Yiye (23%) (approximately 304.5 million)
    ↑
Seller: Gongqingcheng Dajiao Investment (Limited Partnership)
    ↑
Tracing: Zhang Ziyi holds 99% shares
    ↓
[Tax ①] Individual Income Tax: Gains from property transfers/business operations; first allocated, then taxed after tracing ownership back to the individual
[Tax ②] Stamp Tax: Documents evidencing property rights transfer; 0.05‰ for the transferor (approx. 150,000)
[Tax ③] Value-Added Tax: Transfer of equity in a non-listed company; not subject to VAT

The payer, Shangmei Co., Ltd., is the statutory withholding agent and has completed the withholding and remittance procedures.

III. Tax Classification: What Type of Income Does This Amount Constitute?

The core point can be summed up in one sentence:The transfer of equity in a non-publicly traded company by an individual is classified as “gains from the transfer of property” under the *Individual Income Tax Law*.

When it comes to the practical implementation, there are a few key principles:

1. Taxpayers must be subject to “look-through” treatment. The seller of the equity is Gongqingcheng Dajiao Investment (Limited Partnership), not Zhang Ziyi personally. Limited partnerships are not subject to corporate income tax; they follow the “distribute first, then tax” principle—the partnership allocates the gains from the equity transfer to the partners, and Zhang Ziyi pays individual income tax on her share of those gains.

2. Value-Added Tax: Not levied. The transfer of equity in a non-publicly traded company is not subject to value-added tax.

3. The payer is the withholding agent. As the acquiring party and the payer, Shangmei Co., Ltd. is the legally designated withholding agent and is required to perform the withholding and remittance procedures.

IV. Tax Burden Calculation: The same 300 million, but a 44.7 million difference based on two different calculation methods

Under the two different calculation methods, the individual income tax difference amounts to approximately 44.7 million yuan.

Which one applies depends onFinal Determination by the Competent Tax Authority—This is also the area where disagreements most frequently arise in practice.

V. Three Reminders for Bosses

First, transaction records. Public announcements by listed companies, completion of board approval procedures, and archiving of a complete set of supporting documents—these procedures can mitigate most compliance risks.

Second, don't let the “20%” stereotype lead you astray. Tax rates applicable to exits from limited partnerships may vary significantly depending on factors such as filing status and local interpretations. It is far more important to confirm these details in advance than to have to rectify them later.

Third, architectural design should be done early on. The form of the equity holding platform, where it is registered, and whether it is on file—these variables that determine the tax burden are already set in stone the moment you invest. By the time you’re ready to exit, it’s too late to make changes.

Tax compliance for equity transfers is not simply a matter of “whether or not” taxes are paid, but rather a matter of “whether they are paid correctly and according to which standards.” For the same transaction structure, different tax treatments can result in a difference of tens of millions.

📌 If you are facing a large-scale equity transfer or an exit from a holding platform, we recommend conducting a comprehensive tax assessment and structuring plan well in advance. We provide professional consulting services on tax compliance and structuring for equity transfers, including tax liability calculations, clarification of reporting criteria, assessment of filing requirements, guidance on tax filings, and risk assessment.WelcomeCustomer Service WeChat:qcygscszk 📞 Phone: 18676749275(math.) genusWe will arrange for a professional consultant to work with you one-on-one to develop a customized compliance plan.

Disclaimer: This article is compiled based on the announcement issued by Shangmei Co., Ltd. on August 11, 2026, and publicly available reports. It is intended solely for financial and tax learning and analysis regarding publicly traded tax mechanisms and does not constitute tax attestation, agency services, or case-specific diagnostic advice. The specific tax categories, rates, and collection methods for equity transfers are subject to the determination of the competent tax authorities and the actual tax filing.