Announcement on Transfer of Equity in Wholly-Owned Subsidiary and Signing of Equity Transfer Agreement

Announcement on Transfer of Equity in Wholly-Owned Subsidiary and Signing of Equity Transfer Agreement

The company and all members of the board of directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and that there are no false records, misleading statements, or material omissions.

Special提示:

1. Henan Qingshuiyuan Technology Co., Ltd. (hereinafter referred to as "the Company," "Qingshuiyuan," or "Party A") intends to transfer 20% of its equity in Jiyuan Siweida Environmental Technology Co., Ltd. (hereinafter referred to as "Siweida Company" or "the Target Company"), which is wholly owned by the Company, to Party B at a price of RMB 1,192.206 million and sign the "Equity Transfer Agreement" and "Equity Transfer Supplementary Agreement" with the transaction counterparty.

2. This transaction does not constitute a connected transaction, nor does it constitute a major asset restructuring as defined by the "Measures for Major Asset Restructuring of Listed Companies."

I. Overview

1. On June 29, 2026, the Company held the 18th meeting of the Sixth Board of Directors, which was attended by 9 directors, with 0 votes against and 0 abstentions. The meeting deliberated and approved the "Proposal on Transferring Part of the Equity of a Wholly-Owned Subsidiary and Signing an Equity Transfer Agreement." The Company intends to transfer 20% of the equity of its wholly-owned subsidiary, Siweida Company, to Henan Jixiang Chengyun Group Co., Ltd. (hereinafter referred to as "Party B" or "Jixiang Chengyun"). The transfer price of this equity transfer is RMB 1,192.206 million (in words: One Thousand One Hundred Ninety-Two Million Two Hundred Thousand Six Hundred Yuan). After the transaction, the Company will hold 80% of the equity in Siweida Company, and Jixiang Chengyun will hold 20% of the equity in Siweida Company. The transaction parties signed the "Equity Transfer Agreement" and "Equity Transfer Supplementary Agreement" on June 29, 2026.

2. This transaction does not constitute a connected transaction and does not constitute a major asset restructuring as defined by the "Measures for Major Asset Restructuring of Listed Companies." The ownership of the transferred equity is clear, and there are no encumbrances, judicial freezes, or other legal obstacles. It does not require approval from relevant departments, nor does it require the consent of creditors and other third parties.

3. According to the "Rules Governing the Listing of Stocks on the ChiNext Market of the Shenzhen Stock Exchange," the "Articles of Association," and other relevant regulations, this transfer of subsidiary equity requires deliberation and approval by the Company's Board of Directors and does not need to be submitted to the shareholders' meeting for deliberation.

II. Basic Information of the Target of the Proposed Transfer

1. Company Name: Jiyuan Siweida Environmental Technology Co., Ltd.

2. Registered Capital: RMB 5,142.766 million

3. Date of Establishment: August 28, 2018

4. Address: East of Zhaoshuling Village, Zhencheng Town, Jiyuan City

5. Legal Representative: Ma Jianwei

6. Business Scope: Research and development, technology promotion, technical consulting, and technical services for environmental sanitation facilities and equipment; construction, operation, and management of urban solid waste treatment projects; garbage collection and disposal. (For projects requiring licenses, relevant permits must be obtained before operation.)

7. Relationship with Qingshuiyuan: Siweida Company is a wholly-owned subsidiary of Qingshuiyuan.

8. The main financial data of Siweida Company for the most recent year and the current period are as follows: