Vivo Capital Defends Voting Rights, Supports SAIF Slate in Sinovac (SVA) Governance Battle
Key Summary: Between February and July 2025, SAIF Partners and allies including Vivo Capital and Advantech Capital pushed to replace Sinovac’s board, citing governance failures and exclusion of their nominees. Legal and proxy battles followed, with accusations against 1Globe Capital and the current board for disenfranchising shareholders, triggering auditor resignation and NASDAQ delisting risks. While ISS and Glass Lewis backed the current board, a July 8 vote was adjourned due to unresolved litigation over disputed shares, with Vivo ultimately supporting SAIF’s slate and continuing its legal efforts.
Market Cap: $642 million | Sinovac Biotech Ltd. is a China-based leading biopharmaceutical company that focuses on the research, development, production, and commercialization of vaccines that protect against human infectious diseases..
- On March 18, 2025, SAIF Partners IV L.P. (15%) submitted a requisition to the board requesting a special shareholders' meeting to (i) remove directors David Guowei Wang, Pengfei Li, and Jianzeng Cao, along with any others appointed without shareholder approval after February 8, 2025, and (ii) elect nine new nominees to the board. Source
- On February 28, 2025, the company announced a new Board of Directors that excluded Mr. Shan Fu, Vivo Capital's designee since 2018, despite requests for his inclusion. Vivo Capital intends to take action to reinstate Mr. Fu and has aligned with SAIF Partners IV L.P.'s March 18, 2025 requisition to remove certain directors and elect new nominees, including Mr. Fu. Vivo Capital plans to vote in favor of SAIF's proposals and continue collaborating with other shareholders to influence the management, board, and corporate structure. Source
- On March 25, 2025, Advantech Capital (8.14%) stated that it intends to vote in favor of SAIF Partners' proposals at any scheduled meeting. Source
- On April 1, 2025, the company suggested that the new Board may challenge the validity of the Advantech Capital’s shares and exclude them from a planned cash dividend. In response, the Advantech Capital took steps to protect their rights, including requesting on April 9, 2025, to join an arbitration filed by Vivo Capital in March 2025 at the Hong Kong International Arbitration Centre, seeking confirmation of their entitlements. Source
- On April 23, 2025, Vivo Capital issued a press release announcing it has filed multiple lawsuits against the current Board, controlled by activist investor 1Globe Capital, alleging value-destructive actions including resisting shareholder meetings, threatening to cancel 16% of common stock held since 2018 (including Vivo’s stake), appointing 1Globe affiliates, and excluding Vivo’s board representative. These actions triggered the resignation of Sinovac’s independent auditor Grant Thornton, citing unreliable board resolutions, delaying Sinovac’s NASDAQ relisting (halted since 2019) and risking compliance with U.S. securities laws. Vivo seeks to replace the board via a shareholder meeting and has initiated legal proceedings to challenge the board’s actions and uphold shareholder interests.
- On April 28, 2025, SAIF Partners IV L.P., through Cede & Co., requisitioned a special shareholders' meeting to remove three directors—David Guowei Wang, Pengfei Li, and Sven H. Borho—and any others appointed after February 8, 2025 without shareholder approval, and to elect 10 new nominees to the board. Source
- On June 11, 2025, Vivo Capital issued a letter refuting the company’s April 29 claims as false and misleading, particularly around dividend intentions and Vivo’s role in past board control. Vivo defended its critical financial support during key moments—such as funding CoronaVac’s development amid legal and capital constraints—and rejected allegations of seeking a “double-dip” on dividends. It highlighted governance concerns, including the resignation of Sinovac’s auditor, board instability, and a looming NASDAQ delisting risk. Vivo urged shareholders to vote for qualified directors at the July 8 meeting to restore transparent governance and fair treatment for all investors.
- On June 17, 2025, Weidong Yin filed 13D stating that SAIF Partners IV L.P. had mailed definitive proxy materials for a July 8 shareholder meeting to nominate directors, including Weidong Yin to the board. Source
- On June 27, 2025, Dr. Chiang Li, Chairman of the company and 1Globe Capital (32.3%), voted a total of 6.8 million shares against both proposals in the proxy statement for the July 8 Special Meeting, which sought to remove and replace the Board (excluding Dr. Li). Although listed on the alternative slate by SAIF without prior communication, Dr. Li confirmed he would serve if elected but explicitly opposed both proposals. He also directed 1Globe Biomedical and related parties, controlling over 9.9 million additional shares, to vote "AGAINST" both proposals on the white proxy card, supporting the current Board. Source
- On July 4, 2025, the company announced that both ISS and Glass Lewis recommended shareholders vote against replacing the current board at the July 8 special meeting, supporting the company’s WHITE proxy card.
- On July 9, 2025, Sinovac adjourned its Special Meeting pending a final court ruling on the validity of PIPE shares issued by the former “Imposter Board.” The Antigua Court had barred those shares from voting, but a temporary stay was granted by the Court of Appeal.
- On July 10, 2025, the company announced a new board of directors. SAIF Partners are actively engaging with other shareholders on board composition, governance, and potential actions to enhance shareholder value.
- On July 11, 2025, Vivo Capital stated that on May 19, 2025, Sinovac announced a July 8 Special Meeting and sought to exclude certain shareholders, including Vivo Capital, from voting. After legal battles in Antigua and Barbuda and a stay order from the Court of Appeal, Vivo Capital voted for SAIF's board slate, including Mr. Shan Fu, who was elected and joined the board. Vivo Capital continues to engage with shareholders and pursue legal actions related to Sinovac’s governance, board. Source
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