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Sinogeo Energy Technology Co., Ltd.
2026 Plan for Issuance of A-Shares to Specific Targets
August 2026
Company Statement
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The Company and all members of the Board of Directors guarantee that the contents of this plan are true, accurate, and complete, and confirm that there are no false records, misleading statements, or major omissions, and they bear individual and joint legal liability for the truthfulness, accuracy, and completeness of the contents of this plan.
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This plan is prepared in accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures for the Registration of Securities Issuance by Listed Companies, and other laws, regulations, and normative documents.
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After the completion of this issuance of shares to specific targets, the Company shall be solely responsible for changes in its operations and earnings; investors shall be solely responsible for investment risks arising from this issuance of shares to specific targets.
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This plan is the Board of Directors' explanation of this issuance of shares to specific targets, and any statement to the contrary is a false statement.
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If investors have any questions, they should consult their stock brokers, lawyers, professional accountants, or other professional advisors.
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The matters described in this plan do not represent the substantive judgment, confirmation, or approval of the approval authorities regarding matters related to this issuance of shares to specific targets. The effectiveness and completion of the matters related to this issuance of shares to specific targets described in this plan are subject to the approval of the Company's general meeting of shareholders, the review of the Shenzhen Stock Exchange, and the registration approval of the China Securities Regulatory Commission before they can be implemented.
Special Notice
The terms or abbreviations used in this section have the same meanings as those defined in the "Definitions" section of this plan.
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Matters related to this issuance of A-shares to specific targets have been reviewed and approved at the 14th meeting of the 6th Board of Directors of the Company. According to the provisions of relevant laws and regulations, the plan for this issuance of shares to specific targets is still subject to approval by the Company's general meeting of shareholders, review by the Shenzhen Stock Exchange, and registration approval by the China Securities Regulatory Commission before it can be implemented.
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The target of this issuance of A-shares to specific targets is the Company's controlling shareholder and actual controller, Mr. Zhou Jinming, who will subscribe for all shares in this issuance in cash. If there are new regulations on the targets of issuance of A-shares to specific targets under national laws and regulations, the Company will make adjustments in accordance with the new regulations.
As of the announcement date of this plan, Mr. Zhou Jinming directly holds 131,740,000 shares of the Company, accounting for 41.17% of the total share capital before this issuance. His person acting in concert, Mr. Zhou Zilong, directly holds 17,070,000 shares of the Company, accounting for 5.33% of the total share capital before this issuance. The two parties jointly hold 148,810,000 shares of the Company, accounting for 46.50% of the total share capital before this issuance. Mr. Zhou Jinming has signed a "Conditional Share Subscription Agreement" with the listed company. After the completion of this issuance, Mr. Zhou Jinming will remain the controlling shareholder and actual controller of the Company, and this issuance will not lead to a change in the Company's control.
This issuance constitutes a related-party transaction. The Company's independent directors have held a special meeting to review and approve relevant proposals. When the Board of Directors reviewed the relevant proposals for this issuance, the related directors abstained from voting on matters related to the related-party transaction. When the general meeting of shareholders reviews the relevant proposals for this issuance, the related shareholders will abstain from voting.