Gansu Golden Solar Co., Ltd. GANSU GOLDEN SOLAR CO.,LTD Stock Code: 300093 Stock Abbreviation: Golden Solar Announcement No.: 2026-045
Announcement on Joint Investment and Establishment of a Partnership with China Cinda Asset Management Co., Ltd.
The Company and the entire Board of Directors guarantee the authenticity, accuracy, and completeness of the information disclosed, and are free from any false representations, misleading statements, or material omissions.
I. Transaction Overview
(I) Basic Situation of This Transaction
Gansu Golden Solar Co., Ltd. (hereinafter referred to as the "Company" or "Golden Solar"), its wholly-owned subsidiary Phoenix High-tech Investment Co., Ltd. (hereinafter referred to as "Phoenix Gaoke"), and its wholly-owned grand-subsidiary Xin'ai Haoda (Gansu) Technology Co., Ltd. (hereinafter referred to as "Xin'ai Haoda"; the Company, Phoenix Gaoke, and Xin'ai Haoda are collectively referred to as the "Company Party") and Xinsheng Li'an Equity Investment Co., Ltd. (hereinafter referred to as "Xinsheng Li'an") and China Cinda Asset Management Co., Ltd. Gansu Branch (hereinafter referred to as "China Cinda"; China Cinda and Xinsheng Li'an are collectively referred to as the "Cinda Party") signed the "Tianjin Longjin Enterprise Management Partnership (Limited Partnership) Partnership Agreement" (hereinafter referred to as the "Partnership Agreement") on June 16, 2026, to jointly invest in and establish Tianjin Longjin Enterprise Management Partnership (Limited Partnership) (tentative name, hereinafter referred to as "Longjin Xin"). The Company Party will contribute the 100% equity of Suzhou Golden Solar Co., Ltd. (hereinafter referred to as "Suzhou Golden Solar") and Suzhou Golden Solar Fireproof Steel Profile Systems Co., Ltd. (hereinafter referred to as "Suzhou Profile System") (hereinafter referred to as the "Target Assets") with a valuation of RMB 8,538.28 million and a cash contribution of RMB 40,100 million, totaling a committed capital contribution of RMB 48,638.28 million, accounting for 54.81% of Longjin Xin's total investment. The Cinda Party will contribute a total of RMB 40,100 million in cash, accounting for 45.19% of Longjin Xin's total investment.
The aforementioned partnership enterprise is a subsidiary within the scope of the Company's consolidated financial statements and will directly hold 100% equity of Suzhou Golden Solar and Suzhou Profile System. Suzhou Golden Solar and Suzhou Profile System will remain within the scope of the Company's consolidated financial statements.
The ultimate purpose of establishing this partnership is to cooperate with China Cinda. Longjin Xin plans to lend the RMB 40,000 million cash contribution from China Cinda to its subsidiaries and related companies through shareholder loans. Guangdong Ouhao Group Co., Ltd. (hereinafter referred to as "Ouhao Group"), the controlling shareholder of the Company, in order to continuously support the listed company's business development and capital needs, plans to provide gratuitous pledge of shares and joint liability guarantee for the aforementioned loans.
The above matters are subject to the effectiveness of the specific agreements signed by the parties to the transaction, and the implementation process is subject to uncertainty. The Company will strictly comply with the relevant laws and regulations and requirements, and fulfill its information disclosure obligations in a phased manner, and disclose information in a timely manner.
(II) Approval Status of This Transaction and Related Loan Plan
- Approval Status of This Transaction
On June 15, 2026, the Company held the Fifth Meeting of the Eighth Board of Directors, which reviewed and approved the "Proposal on Jointly Investing in and Establishing a Partnership with China Cinda Asset Management Co., Ltd.". According to the "Shenzhen Stock Exchange GEM Stock Listing Rules," "Company Articles of Association," and other relevant regulations, this transaction does not require approval from the Company's shareholders' meeting.
This transaction does not constitute horizontal competition or related-party transactions, nor does it constitute a major asset restructuring as defined by the "Measures for the Administration of Major Asset Restructuring of Listed Companies."