SMCP shareholder dispute resolved: 15.5 percent stake returned after legal battle

Paris, August 11, 2025 – The textile group SMCP (Sandro, Maje, Claudie Pierlot and De Fursac) can finally breathe a sigh of relief. The 15.5 percent of its capital illegally transferred in 2021 to a company based in the British Virgin Islands by its defaulting Chinese shareholder has been returned to the Luxembourg holding company that owned it.

Recent years have not been kind to SMCP. Like many others, the high-end, "accessible luxury" fashion group has successively suffered the Covid crisis, inflation impacting household budgets, and the increased cost of raw materials linked to the war in Ukraine.

Legal battle explained

Besides these cyclical effects, the listed French group also had to deal with its own capital-related imbroglio. A significant step was taken on Monday to resolve this.

In 2017, SMCP's majority shareholder at the time of its IPO was a Chinese conglomerate, Shandong Ruyi, via a Luxembourg-registered investment vehicle, European TopSoho (ETS).

However, the latter, heavily indebted and holding a 53 percent stake, defaulted and lost most of the capital in 2021 to its creditors gathered within the GLAS entity.

GLAS therefore recovered 29 percent of the capital, leaving 8 percent to ETS.

However, European TopSoho had previously sold a stake of approximately 16 percent to the daughter of Shandong Ruyi's founder, Chenran Qiu, housed in the Dynamic Treasure Group (DTG) trust in the British Virgin Islands. The transaction was concluded for one euro "while their market value was over 80 million euros at the time", Oddo analysts pointed out in a July 2024 note.

Having sought for several years to have this part of the capital available again and deeming the transfer procedure irregular, GLAS initiated legal proceedings. It obtained a favourable decision from the British courts in 2024, DTG being a British company, ordering the repatriation of ETS shares to Luxembourg.

The shares repatriated today were lodged in a bank account in Singapore, a source close to the matter told AFP. This led to the involvement of the judiciary of the Asian city-state.

New horizons

On Monday, the group announced that "following the decision of the High Court of Singapore on July 4, 2025, the 15.5 percent stake in SMCP's capital that had been transferred in 2021 to Dynamic Treasure Group was returned on August 11, 2025 to European TopSoho".

"The return of this stake clarifies SMCP's shareholder situation. SMCP remains focused on implementing its profitable growth strategy by leveraging the desirability of its brands, its operational agility and its cost control efforts," it welcomed, relieved of this burden.

GLAS will now be able to position itself to recover the 15.5 percent in its capacity as a creditor.

In July 2024, Oddo analysts wrote that one possible course of action, "once the shares have been repatriated and seized" by GLAS, would be a "possible takeover bid". The threshold crossing conditions (30 percent) would then be met, as GLAS already owns 29 percent.

However, the creditors could also sell their shares to recover the money lent.

In any case, the horizon is opening up for SMCP, which is weathering the crisis in the ready-to-wear sector well.

Last year, Oddo experts noted that despite an unfavourable macroeconomic context, the group had "good results in 2023 (and even generated cash). It has a plan for 2026 that will allow it to weather the crisis affecting the sector".

In the first half of 2025, its sales increased by 2.7 percent, growing in all geographical areas except Asia. Above all, SMCP returned to profit, with a net profit of 11 million euros compared to a loss of 27.7 million euros in the first half of 2024.

SMCP now has 1,642 points of sale worldwide.

This article was translated to English using an AI tool.

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Claudie Pierlot

De Fursac

Maje

Sandro

SMCP