Securities Code: 000601 Securities Abbreviation: Shaoneng Shares Serial Number: 2026-061
Guangdong Shaoneng Group Co., Ltd.
Announcement on the Progress of Additional Directors at the 2025 Shareholders' Meeting
The Company and the entire Board of Directors guarantee the truthfulness, accuracy, and completeness of the disclosure, and bear joint responsibility for any false representations, misleading statements, or material omissions in this announcement.
Directors Wu Yang and independent director Lu Jiayi of Guangdong Shaoneng Group Co., Ltd. (hereinafter referred to as the "Company") resigned on August 1, 2025, and June 1, 2026, respectively. To improve the governance mechanism, the Company's largest shareholder, Shaoguan Industrial Asset Management Co., Ltd. (hereinafter referred to as "Shaoguan Industrial Asset Company"), nominated Luo Lan as a candidate for a non-independent director (excluding employee directors) of the eleventh Board of Directors, and nominated Chen Gang as a candidate for an independent director of the eleventh Board of Directors. Chen Gang has obtained the qualification certificate for independent directors, and his qualifications and independence as an independent director have been reviewed and approved by the Shenzhen Stock Exchange without objection. The proposal to add two directors was submitted to the Board of Directors and approved by the 2025 Annual Shareholders' Meeting held on June 30, 2026. The progress of the additional directors at this shareholders' meeting is hereby announced as follows.
I. Changes in Controlling Shareholder and Actual Controller Following the Addition of Directors
The Company's Nomination Committee, the forty-second extraordinary meeting of the eleventh Board of Directors, and the 2025 Annual Shareholders' Meeting deliberated and approved the proposals to nominate Luo Lan and Chen Gang as directors and independent directors, respectively. In accordance with the Company's Articles of Association, the Company's Board of Directors is composed of 9 directors. After the addition of directors, 5 directors will be nominated by Shaoguan Industrial Asset Company, namely Hu Qijin, Lan Jiang, Luo Lan, Chen Gang, and Zhu Huaijun. The directors nominated by Shaoguan Industrial Asset Company and elected will account for more than half of the Board of Directors. According to the "Company Law" and the "Administrative Measures for the Takeover of Listed Companies" and other relevant regulations, combined with the Company's current shareholding structure and board composition, it is prudently determined that from the date the 2025 Annual Shareholders' Meeting approved the proposals for Luo Lan and Chen Gang to serve as directors and independent directors, Shaoguan Industrial Asset Company has become the controlling shareholder of the Company, and the Shaoguan Municipal State-owned Assets Supervision and Administration Commission (hereinafter referred to as "Shaoguan SASAC") has become the actual controller. The Company, which previously had no controlling shareholder or actual controller, has now become an enterprise with a controlling shareholder and an actual controller.
This change in control does not involve any change in shareholding or any mandatory offer.
II. Changes in Controlling Shareholder and Actual Controller Due to Director Adjustments
(I) Before the Addition of Directors, the Company Had No Controlling Shareholder or Actual Controller