Claims exceeding 380 million supported 5.46 million, what is the rare mutual lawsuit between Beingmate and Kelubao about?

This lawsuit dispute has brought the performance of Beingmate's special medical business to the forefront. In the 2025 annual report, the company mentioned that it will continue to accelerate the research and industrialization of special medical purpose formula foods.

Investment Time Network, Biaodian Finance Researcher Li Lu

A sales agency contract mutual lawsuit that has lasted for two years, involving a total amount of over 380 million yuan, has reached a first-instance judgment. The proportion of claims supported for both parties is less than 1.5%. What exactly happened?

Recently, Beingmate Co., Ltd. (hereinafter referred to as Beingmate, 002570.SZ) released an announcement regarding the progress of significant litigation matters. The announcement disclosed the first-instance judgment results of the sales agency contract dispute between the company and its exclusive distributor Zhejiang Keluobao Food Co., Ltd. (hereinafter referred to as Keluobao) for special medical products. The court found that Keluobao failed to complete the sales tasks, constituting a breach of contract, and confirmed that the cooperation agreement between the two parties would be terminated on December 30, 2023. The first-instance judgment ordered Beingmate to refund the authorization fee of 3.69 million yuan to Keluobao, while Keluobao was to compensate Beingmate for the sales shortfall loss of 1.7687 million yuan, and dismissed the remaining claims from both parties. Beingmate stated that the case is still in the appeal period, and the final judgment result and its impact on the company's profits remain uncertain.

Beingmate's Announcement on the Progress of Significant Litigation Matters

Source: Company Announcement

The origin of this lawsuit dates back to 2021, when Beingmate signed the "Beingmate Special Medical Product Cooperation Agreement" with Keluobao, granting Keluobao exclusive national distribution rights for four special medical purpose formula foods, with Keluobao fully responsible for channel establishment, market promotion, and achieving annual sales targets.

In 2023, Beingmate claimed that Keluobao failed to complete the agreed sales tasks for the entire year, constituting a fundamental breach of contract. Based on this, the company unilaterally terminated all cooperation agreements on December 30, 2023. After the termination of cooperation with Keluobao, Beingmate jointly established Hangzhou Beingmate Special Medical Nutrition Food Co., Ltd. with Xidanda Maternal and Infant, shifting to self-built channels.

In December 2024, Keluobao initiated this lawsuit against the People's Court of Binjiang District, Hangzhou, claiming that Beingmate's unilateral termination of the contract caused huge losses in channel investment, inventory, and expected profits, initially seeking compensation of 128 million yuan, which was later adjusted to a total claim amount of 185 million yuan. Beingmate filed a counterclaim against Keluobao, claiming various losses totaling 202 million yuan, with the core demands being losses from unmet sales targets, brand promotion losses, and idle production capacity costs This lawsuit involving a billion-level channel in the special medical formula milk powder sector is rare in the industry, thus attracting significant market attention. From the first-instance judgment results, out of the over 380 million yuan litigation claims, only about 5.4587 million yuan was supported by the court, with a support ratio of less than 1.5%.

Industry insiders indicate that the claims of over 100 million yuan by dairy companies against distributors largely rely on estimates of future market size and profit margins, and such subjective calculations have very low judicial recognition. Only actual loss differences that have occurred, supported by orders and production and sales data, are likely to be accepted by the court.

It is noteworthy that this lawsuit dispute has also brought BeiYinMei's special medical business performance to the forefront. In February 2018, BeiYinMei obtained the registration certificate for special medical use infant lactose-free formula food, with the national food registration number TY20180001. Subsequently, the company successively obtained registration approvals for "BeiYinMei," "BeiXinEr," "XiBeiHu," "ShuLiLe," and other products. By the end of 2025, BeiYinMei held a total of 4 registered formulas for special medical foods.

However, the performance contribution of this type of business is not significant in BeiYinMei's financial reports. The company only disclosed revenue of 8.56 million yuan from the special formula powder business in its 2020 semi-annual report, and has not separately disclosed data for this business since then. In the latest 2025 annual report, the company only mentioned that it would continue to accelerate the research and industrialization of special medical use formula foods and treat it as one of the drivers for its second growth curve.

At the same time, competitors in the special medical sector are increasing. According to the latest data from the State Administration for Market Regulation, China has approved the registration of 330 special medical foods, with leading dairy companies such as Feihe Dairy and Yili Group (600887.SH) also involved. In the high-value-added deep hydrolyzed category, although BeiYinMei launched two new products, "ShuLeBei Deep Hydrolyzed" and "ShuMinYue Amino Acid Formula," in July 2025, neither has obtained domestic special medical registration approval, and there are currently no approved products domestically, with foreign companies still dominating.

Jiang Han, a senior researcher at the Pangu Think Tank Research Institute, pointed out that the industry cycle of special medical foods is evolving from a "blue ocean" to a "red ocean," with the core of competition shifting from simply "qualification acquisition" to "clinical validation and brand trust." In the era of stock competition, only by transforming "registration certificate advantages" into "professional channel stickiness" can one maintain core competitiveness in the fierce red ocean competition.

Researchers from Investment Time Network and Biaodian Finance noted that, in addition to the aforementioned case, BeiYinMei is also involved in another dispute with Keluobao. In September 2025, BeiYinMei disclosed a trademark infringement and unfair competition dispute case between Hangzhou BeiYinMei Maternal and Infant Nutrition Products Co., Ltd. (a wholly-owned subsidiary of BeiYinMei, hereinafter referred to as the maternal and infant factory) and Keluobao and other companies.

BeiYinMei claimed that since 2023, Keluobao has been selling a large number of infringing special formula products produced by Singapore Keluobao Health Private Limited (KERUBAL HEALTH PTE.LTD.) through channels such as the Mingqiao Business WeChat mini-program, JD platform, and offline maternal and infant stores, which unlawfully used the unique "ShuLiLe" wording and specific packaging and decoration of BeiYinMei's ShuLiLe special formula products. BeiYinMei demanded that Keluobao and others immediately cease the unfair competition behavior and compensate for losses (including various expenses incurred to stop the infringement) amounting to 72.0115 million yuan In April 2026, Kelubao counter-sued the maternal and infant factory in court regarding the aforementioned dispute. Kelubao believes that during the cooperation period, in order to jointly develop and sell new special medical formula products, it negotiated multiple times with Beingmate, and Beingmate agreed to introduce two cross-border special medical formula products under the name "Shulile" through its overseas affiliate, Jialupu (Jiangsu) Health Technology Co., Ltd., in a cross-border shopping model, and planned to account for the revenue from these cross-border special medical formula products under Beingmate's name. The maternal and infant factory, as a licensee of Beingmate's ordinary trademark, concealed the key fact that the name "Shulile" had been authorized for prior use by Beingmate, despite being aware of and having benefited from the aforementioned cooperation history. In light of this, Kelubao is seeking compensation of 130,000 yuan for the legal fees incurred in response to its malicious lawsuit.

What will ultimately happen to these two cases? How can brand owners and distributors avoid turning from partners into litigants overnight?

Investment Keyword: Beingmate (002570.SZ)