Zhejiang Bofei Electric Co., Ltd. (hereinafter referred to as "the Company" or "Transferor") will transfer 100% equity of its wholly-owned subsidiary, Zhejiang Bofei New Energy Technology Co., Ltd. (hereinafter referred to as "Bofei New Energy" or "Target Company"), to Haining Economic Development Company (hereinafter referred to as "Haining Economic Company" or "Transferee") for a transaction price of RMB 38,522,517.26. After the completion of this transaction, the Company's controlling subsidiary, Zhejiang Bofei Green Energy Technology Co., Ltd. (hereinafter referred to as "Bofei Green Energy"), will lease the relevant premises located at No. 136 Longxing Road, Haichang Street, Haining City, held by Bofei New Energy as a production and operation site. This leasing arrangement will constitute a related party transaction. Should the Company and other subsidiaries within the consolidation scope engage in additional related party transactions with Bofei New Energy in the future, the Company will strictly comply with relevant regulations and timely fulfill approval procedures and information disclosure obligations.
As of June 30, 2025, the balance of receivables provided by the Company and other subsidiaries within the consolidation scope to Bofei New Energy is RMB 73,341,800. According to the "Maximum Guarantee Contract" signed with Huaxia Bank Co., Ltd. Haining Branch, the maximum guarantee amount provided by the Company for Bofei New Energy is RMB 300,000,000, with an actual loan balance of RMB 102,900,000. To avoid passive related financial assistance, the Company will assist Haining Economic Company in completing the subsequent equity delivery procedures after the receivables to Bofei New Energy are settled and the maximum guarantee is released.
According to the relevant provisions of the "Shenzhen Stock Exchange Stock Listing Rules," this equity transfer does not constitute a related party transaction and does not constitute a significant asset restructuring as defined by the "Measures for the Administration of Major Asset Restructuring of Listed Companies."
This transaction has been approved by the 20th meeting of the third board of directors of the Company and is subject to review by the shareholders' meeting. The transfer of the wholly-owned subsidiary's equity is based on the Company's asset-light development strategy and considerations for the sustainable development of strategic layout projects. Bofei Green Energy will lease the land and factory of Bofei New Energy to continue operating the photovoltaic composite material frame project. In response to new demands and high requirements in the new energy market, the Company will further integrate advantages in composite technology processes, manufacturing capabilities, and R&D teams to promote the R&D and large-scale production of photovoltaic composite materials. This transaction is beneficial for further integrating the Company's resources and expanding its new energy business market. After the transaction is completed, Bofei New Energy will no longer be included in the Company's consolidated financial statements.
The successful implementation of this equity transfer remains uncertain. Investors are advised to make cautious decisions and pay attention to investment risks.
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The Company holds 100% equity in Bofei New Energy. To further optimize the Company's asset structure and in line with its strategic planning and business development, the Company will transfer 100% equity of Bofei New Energy to Haining Economic Company for RMB 38,522,517.26. After the completion of this transaction, the Company will no longer hold equity in Bofei New Energy, and Bofei New Energy will no longer be included in the consolidated financial statements of the listed company.
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The proposal for the sale of the wholly-owned subsidiary's equity was approved at the 20th meeting of the third board of directors held on September 29, 2025, and is subject to review by the shareholders' meeting in accordance with the relevant provisions of the "Shenzhen Stock Exchange Stock Listing Rules" and the Company's Articles of Association.