Stock Code: 300061
Stock Abbreviation: Qitian Technology
Announcement No.: 2026-040
Qitian Technology Group Co., Ltd.
Announcement on Termination of Specific Object Issuance and Change of Control and Withdrawal of Application Documents
The Company and the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and do not contain any false records, misleading statements, or major omissions.
Qitian Technology Group Co., Ltd. (hereinafter referred to as the "Company") held its Second Meeting of the Seventh Board of Directors on July 3, 2026, and deliberated and passed the "Proposal on Terminating the 2024 Specific Object Issuance and Signing Relevant Termination Agreements." The Company agreed to terminate the 2024 specific object issuance, sign termination agreements with the subscribers, and apply to the Shenzhen Stock Exchange (hereinafter referred to as the "SZSE") for the withdrawal of relevant application documents. As the specific object issuance was a key part of a bundled arrangement involving the termination of voting rights entrustment, termination of voting rights, and the specific object issuance to change control, the planned change of control has also been terminated. The controlling shareholder of the Company remains Yancheng City Yannan Xinglu Industrial Investment Fund (Limited Partnership) (hereinafter referred to as "Xinglu Fund"), and the actual controller remains the People's Government of Yancheng City. The specific details are hereby announced as follows:
I. Basic Situation of the Specific Object Issuance and Planned Change of Control
- On July 25, 2024, the Company's shareholders Xinglu Fund, Yancheng City Chengnan New District Big Data Industrial Venture Capital Fund (Limited Partnership) (hereinafter referred to as "Big Data Fund"), Mr. Fei Zhengxiang, Luoyang Yingjie Enterprise Management Partnership (Limited Partnership) (hereinafter referred to as "Luoyang Yingjie"), Mr. Liu Tao, and Shanghai Zhenyuan Enterprise Management Partnership (Limited Partnership) (hereinafter referred to as "Shanghai Zhenyuan") signed a "Cooperation Framework Agreement" with Shenzhen Caihong Haoyue Technology Co., Ltd. (hereinafter referred to as "Caihong Haoyue"). The agreement stipulated that Mr. Fei Zhengxiang and Luoyang Yingjie would terminate the voting rights entrustment with Xinglu Fund, Mr. Fei Zhengxiang would waive his voting rights, and the Company would issue shares to Caihong Haoyue (collectively referred to as the "Transaction").
On the same day, the Company's shareholder Xinglu Fund signed the "Termination Agreement of Voting Rights Entrustment Agreement" with Mr. Fei Zhengxiang, Luoyang Yingjie, and Shanghai Zhenyuan, respectively. Effective from July 25, 2024, the voting rights entrustment agreements signed by Xinglu Fund with Mr. Fei Zhengxiang, Luoyang Yingjie, and Shanghai Zhenyuan were terminated. The voting rights entrustment of Mr. Fei Zhengxiang and Luoyang Yingjie to Xinglu Fund was terminated.
On the same day, Mr. Fei Zhengxiang issued a "Letter of Commitment to Waive Voting Rights." From the date of issuance of this commitment letter, Mr. Fei Zhengxiang unconditionally and irrevocably waived his voting rights for all shares he holds in the Company and any shares increased within the waiver period stipulated in this commitment letter.
On the same day, the Company held the Seventh Meeting of the Sixth Board of Directors and the Fifth Meeting of the Sixth Supervisory Board, deliberated and passed the "Proposal on the 'Qitian Technology Group Co., Ltd. 2024 Specific Object Issuance Plan'" and other related proposals. The Company signed the "Conditional Share Subscription Agreement for Specific Object Issuance of Qitian Technology Group Co., Ltd." with Caihong Haoyue, and Caihong Haoyue intended to subscribe for the shares to be issued by the Company to specific objects.