Securities Code: 002125
Bond Code: 127109
Securities Abbreviation: Xiangtan Electric Chemical
Bond Abbreviation: Electric Chemical Convertible Bond
Announcement Number: 2026-041
Xiangtan Electric Chemical Technology Co., Ltd.
Announcement on the Transfer of Wholly-Owned Subsidiary's 100% Equity and Related Party Transaction
The Company and all members of the Board of Directors guarantee that the information disclosed is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.
Xiangtan Electric Chemical Technology Co., Ltd. (hereinafter referred to as the "Company") held the 16th meeting of the 9th Board of Directors on August 7, 2026. The proposal "Proposal on the Transfer of 100% Equity of Xiangtan Electric Mechanical Engineering Co., Ltd. and Related Party Transaction" was approved with 6 votes in favor, 0 against, and 0 abstentions. The proposal "Proposal on the Transfer of 100% Equity of Xiangtan Shunzhong Trading Co., Ltd. and Related Party Transaction" was approved with 8 votes in favor, 0 against, and 0 abstentions. The Company agreed to transfer 100% of the equity of its wholly-owned subsidiaries, Xiangtan Electric Mechanical Engineering Co., Ltd. (hereinafter referred to as "Mechanical and Electrical Company") and Xiangtan Shunzhong Trading Co., Ltd. (hereinafter referred to as "Trading Company"). The specific details are hereby announced as follows:
I. Overview of Related Party Transactions
To optimize resource allocation and asset structure, divest non-core assets, and further focus on the development of the main business, the Company will transfer 70% of its equity in Mechanical and Electrical Company to Xiangtan Economic and Technological Development Zone Xin Development Group Co., Ltd. (hereinafter referred to as "Xin Development Group") and 30% of its equity in Mechanical and Electrical Company to Xiangtan Electric Chemical Group Co., Ltd. (hereinafter referred to as "Electric Chemical Group") at a transfer price of RMB 3,253.60 million. The Company will transfer 100% of its equity in Trading Company to Xin Development Group at a transfer price of RMB 5,012.24 million. The total transfer price is RMB 8,265.84 million.
According to the relevant provisions of the "Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange," this equity transfer constitutes a related party transaction. This related party transaction was reviewed by the independent directors' special committee and then submitted to the Company's Board of Directors for deliberation. Related directors Mr. Liu Ganjiang, Mr. Long Shaofei, and Mr. Ding Jianqi abstained from voting on the "Proposal on the Transfer of 100% Equity of Xiangtan Electric Mechanical Engineering Co., Ltd. and Related Party Transaction." Related director Mr. Liu Ganjiang abstained from voting on the "Proposal on the Transfer of 100% Equity of Xiangtan Shunzhong Trading Co., Ltd. and Related Party Transaction." Within twelve consecutive months, the cumulative amount of related party transactions between the Company and the same related party has not reached 5% of the net assets of the most recent audited period. According to the "Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange," the "Articles of Association," and other relevant regulations, this transaction does not require submission to the Company's shareholders' meeting for deliberation.
This transaction does not constitute a major asset restructuring as defined by the "Measures for the Administration of Major Asset Restructuring of Listed Companies." In accordance with the "Administrative Measures for the Supervision of State-owned Assets Transactions" and other relevant regulations, this transaction adopts the method of private negotiation for transfer, and the transaction will be completed by the transferor and the transferee signing an "Equity Transfer Agreement."
II. Basic Information of Related Parties