After nearly half a year, the merger plan for China International Capital Corporation Limited (CICC) to absorb Dongxing Securities and Cinda Securities via a share swap was detailed in a draft released on the evening of May 18, 2026, revealing all core transaction terms.

According to the draft, CICC's A-share swap price is set at RMB 36.68 per share. The swap price for Dongxing Securities is RMB 16.05 per share, representing a 26% premium over its average price in the 20 trading days prior to the pricing reference date. The swap price for Cinda Securities is set at RMB 19.11 per share, determined based on its average price over the same period.

The share swap ratios are set at 1:0.4376 for Dongxing Securities to CICC shares, and 1:0.5210 for Cinda Securities to CICC shares. CICC plans to issue approximately 3.104 billion new A-shares to complete the transaction.

Upon completion, Central Huijin Investment Ltd. will hold a direct stake of approximately 24.41% in the new merged entity, remaining the controlling shareholder. China Cinda will hold about 16.76%, while China Orient Asset Management and its concert party, Dongfu Guochuang, will collectively hold about 8.05%, becoming major shareholders. Relevant parties have committed to a 36-month lock-up period for the shares acquired through this transaction, as well as for the existing shares held by Central Huijin prior to the deal.

Pro forma data in the draft indicates the merged entity's 2025 revenue would increase to RMB 37.2 billion from RMB 28.5 billion, elevating its industry ranking to third. Net capital at the parent company level would more than double, rising from RMB 48.1 billion to RMB 103.3 billion, ranking fourth in the industry. The number of retail clients would grow from 9.99 million to over 15 million, and business outlets would increase from 247 to 441.

The pricing reference date is December 18, 2025. The transaction is still subject to further board reviews, shareholder approvals, and regulatory clearance.

The draft clarifies the swap mechanism and exit options for dissenting shareholders. The swap prices have been finalized, incorporating adjustments for planned dividend distributions. The cash option price for dissenting shareholders of Dongxing Securities is RMB 13.04 per share, and for Cinda Securities, it is RMB 17.75 per share. For CICC's dissenting A-share holders, the buyout request price is RMB 34.57 per share, with the H-share price to be determined later.

Share lock-up arrangements have been unified. China Cinda, China Orient, and its concert party have pledged not to transfer the CICC shares obtained in this transaction for 36 months. Central Huijin has made a similar commitment for its pre-existing CICC shares.

Three key procedural steps remain: further board deliberations, shareholder meetings, and regulatory approval. The 2025 profit distribution plans of all three brokerages, which have been disclosed but await final shareholder approval, will lead to corresponding adjustments to the swap and cash option prices upon implementation.

The draft outlines the merged company's strengthened financial profile. Revenue would rise significantly, driven by CICC's investment banking and cross-border businesses, Dongxing Securities' growth in integrated services and counter-cyclical asset management, and Cinda Securities' expansion in special asset investment banking and bond underwriting.

The capital base expansion is particularly notable, more than doubling and crossing the RMB 100 billion threshold, which addresses previously cited capital constraints at CICC that limited its business scale and regulatory metrics.

The combined entity's network and client base would see a quantum leap, with a significant increase in outlets, retail clients, investment advisors, and product holdings. The existing networks and client resources of Dongxing Securities in Fujian and Cinda Securities in Liaoning would be integrated into CICC's unified platform.

Post-merger, CICC's total share capital would expand to approximately 7.93 billion shares. Central Huijin would remain the controlling shareholder. The transaction does not constitute a backdoor listing.

The release of CICC's "three-in-one" merger draft coincides with a substantive phase of industry consolidation, supported by recent policy directives. These include the 2023 Central Financial Work Conference calling for the cultivation of top-tier investment banks, the 2024 State Council guidelines aiming for 2-3 internationally competitive securities firms by 2035, and the 2025 consolidation of control under Central Huijin, which cleared ownership obstacles for the integration.

As of May 2026, multiple merger cases are progressing. Completed deals include the merger of Guotai Junan and Haitong Securities, creating an industry leader, and the combinations of Guolian Securities and Minsheng Securities, Zheshang Securities and Guodu Securities, Western Securities and Guorong Securities, and Guosen Securities and Wanhe Securities.

Ongoing cases include: Orient Securities' planned acquisition of Shanghai Securities; Soochow Securities' arrangement to acquire Donghai Securities; and the CICC merger detailed in this draft, which would create a trillion-yuan asset entity ranking third in revenue. Other cases, such as Huachuang Securities' qualification review for Pacific Securities and the potential merger of Ping An Securities and Founder Securities, are at different stages.

The logic behind these consolidations includes pooling resources within state-owned systems, expanding across regions, creating powerful national champions, and resolving existing risks. Three main consolidation paths are evident: 1. Regionally-driven integrations led by local governments. 2. Mergers among leading firms to achieve scale and meet national strategic goals. 3. Resource integration within a single controlling system, such as under Central Huijin, to eliminate competition and optimize resource allocation.

Following the release of the CICC merger draft, the process must still pass a second board review, shareholder votes, and regulatory approval, with the final timeline yet to be determined.