Announcement Number: 2026-054
Nanjing San Chao New Materials Co., Ltd.
Announcement on the Completion of Transfer of Equity by Agreement of Company Shareholders
The Company and all members of the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed herein, and there are no false records, misleading statements, or material omissions.
Key Content Highlights:
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Nanjing San Chao New Materials Co., Ltd. (hereinafter referred to as the "Company") recently received notification from its controlling shareholder, Wuxi Boda Heyi Technology Co., Ltd. (hereinafter referred to as "Boda Heyi"). Boda Heyi, through an equity transfer agreement, acquired 8,735,384 shares held by shareholder Zou Yuanyao. The transfer registration procedures have been completed at China Securities Depository and Clearing Corporation Limited, and a "Securities Transfer Registration Confirmation Letter" has been obtained.
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This equity transfer agreement will further consolidate Boda Heyi's control over the Company. This equity transfer transaction does not involve a tender offer, will not result in a change of the Company's controlling shareholder or actual controller, will not have a significant impact on the Company's governance structure or continuous operation, and does not harm the interests of the Company and its minority investors.
I. Overview of Basic Situation
On August 1, 2025, the Company's former controlling shareholder and actual controller, Mr. Zou Yuanyao, and shareholder Mr. Liu Jianxun, holding over 5% of the shares, signed the "Equity Transfer Agreement Regarding Nanjing San Chao New Materials Co., Ltd." (hereinafter referred to as the "Equity Transfer Agreement") with Boda Heyi and Wuxi Boda New Energy Technology Co., Ltd. (hereinafter referred to as "Boda New Energy"). According to the "Equity Transfer Agreement," Zou Yuanyao transferred 6,000,000 shares of the Company (accounting for 5.25% of the total share capital of the listed company) to Boda Heyi, and Liu Jianxun transferred 4,250,000 shares of the Company (accounting for 3.72% of the total share capital of the listed company) to Boda Heyi.