Announcement on Renewing the Financial Services Agreement with Baowu Group Finance Co., Ltd. and Related Party Transaction
The company and the board of directors guarantee that the information disclosed is true, accurate, and complete, with no false records, misleading statements, or significant omissions.
I. Overview of Related Party Transaction
To further strengthen Tibet Mining Development Co., Ltd. ("the Company")'s centralized fund management, leverage the Group's scale advantage, optimize financial management, improve fund utilization efficiency, and reduce financing costs, thereby supporting the Company's long-term development, the Company intends to renew the "Financial Services Agreement" with Baowu Group Finance Co., Ltd. ("Finance Company"). According to the agreement, the Finance Company will provide the Company with deposit, credit, settlement, and other financial services. The Finance Company is a subsidiary of China Baowu Steel Group Co., Ltd. ("China Baowu"), the actual controller of the Company. In accordance with the "Shenzhen Stock Exchange Stock Listing Rules (2026 Revision)" and the "Articles of Association," the Finance Company is a related party to the Company, and the financial services provided by the Finance Company constitute a related party transaction.
This related party transaction was approved by the 11th meeting of the 8th Board of Directors on August 7, 2026, with nine votes in favor. The independent directors convened a special meeting to review this transaction and issued a unanimous opinion of approval. This transaction is subject to shareholder approval. Tibet Mining Asset Management Co., Ltd., the controlling shareholder, and other related parties with an interest in this related party transaction will abstain from voting.
This related party transaction does not constitute a major asset restructuring or a restructuring and listing as defined by the "Measures for Major Asset Restructuring of Listed Companies" and does not require approval from relevant authorities.
II. Basic Information of Related Party
1. Basic Information
Name: Baowu Group Finance Co., Ltd.
Registered Address: Building 1, 9th Floor, 1859 Shibo Avenue, China (Shanghai) Pilot Free Trade Zone
Legal Representative: Wang Mingdong
Registered Capital: RMB 6.84 billion
Nature of Business: Other limited liability company
Establishment Date: June 1992
Major Shareholders and Actual Controller: China Baowu holds 24.32%, Maanshan Iron & Steel Co., Ltd. holds 22.36%, Baoshan Iron & Steel Co., Ltd. holds 16.97%, Taiyuan Iron & Steel (Group) Co., Ltd. holds 12.58%, Shanxi Taigang Stainless Steel Co., Ltd. holds 12.08%, Wuhan Iron & Steel Co., Ltd. holds 9.48%, and Maanshan Iron & Steel (Group) Holdings Co., Ltd. holds 2.21%. The actual controller is China Baowu.
Business Scope: Financial company services for enterprise groups. (Projects subject to approval according to law can only be carried out after approval by relevant departments; specific operating projects are subject to the approval documents or permits of relevant departments)
2. Historical Development
The Finance Company is the first financial institution invested in by China Baowu and marks the beginning of Baowu's industrial-financial integration. As a non-bank financial institution, its operations are subject to supervision and management by the China Banking and Insurance Regulatory Commission, the People's Bank of China, the State Administration of Foreign Exchange, and other regulatory bodies. Since its establishment, the Finance Company has consistently adhered to the business tenet of "serving the Group and benefiting the Group." After more than 30 years of development, it has grown into a financially stable, consistently profitable, asset-rich, and service-oriented financial company. It has repeatedly won honors such as "Shanghai Civilized Unit," the "Shanghai May 1st Labor Medal" in 2016, "Most Innovative Financial Company of the Year" in 2014 and 2016, "Best Financial Company of the Year" in 2022, and the "Responsible Whale Award - Responsible Communication Award" in 2025. It is also a vice-chairman unit of the industry association.