Securities Code: 300870
Bond Code: 123241
Securities Abbreviation: Oulutong
Bond Abbreviation: Outong Convertible Bond
Announcement No.: 2026-045
Shenzhen Oulutong Electronic Co., Ltd.
Announcement on the Acquisition of a Minority Equity Interest in a Subsidiary and Related Party Transaction
The Company and the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed herein, and are free from any false representations, misleading statements, or material omissions.
Shenzhen Oulutong Electronic Co., Ltd. (hereinafter referred to as the "Company" or "Oulutong") intends to use its own funds to acquire a 20% equity interest in Hangzhou Yundian Technology Energy Co., Ltd. (hereinafter referred to as "Hangzhou Yundian") held by Mr. Wang Yuetian. This equity interest corresponds to a registered capital of RMB 20,000,000, of which RMB 3,000,000 has been paid in and RMB 17,000,000 remains to be paid in. The transaction consideration is RMB 3,049,700. Upon completion of this transaction, Hangzhou Yundian will become a wholly-owned subsidiary of the Company. The relevant matters are hereby announced as follows:
I. Overview of Related Party Transactions
(I) Basic Situation
The Company intends to use its own funds to acquire a 20% equity interest in Hangzhou Yundian held by Mr. Wang Yuetian (corresponding to a registered capital of RMB 20,000,000, of which RMB 3,000,000 has been paid in and RMB 17,000,000 remains to be paid in). The transaction consideration is RMB 3,049,700. Upon completion of this transaction, Hangzhou Yundian will become a wholly-owned subsidiary of the Company, and the scope of the Company's consolidated financial statements will remain unchanged.
(II) Related Party Transaction Details
Given that Mr. Wang Yuetian, the transferor of the equity, is the actual controller and Vice Chairman of the Company, according to the "Shenzhen Stock Exchange GEM Stock Listing Rules," "Shenzhen Stock Exchange Listed Company Self-Regulatory Guidelines No. 7 - Transactions and Related Party Transactions," and other relevant regulations, Mr. Wang Yuetian is a related natural person of the Company, and this transaction constitutes a related party transaction.
(III) Deliberation Procedures
The Company held the fifth meeting of the third Board of Directors in 2026 on June 22, 2026. The proposal "Announcement on the Acquisition of a Minority Equity Interest in a Subsidiary and Related Party Transaction" was deliberated and approved by 5 votes in favor, 0 votes against, and 0 abstentions, with 3 directors abstaining. Related directors Mr. Wang Heqiu, Mr. Wang Yuetian, and Ms. Shang Yunsi abstained from voting.
The Company's independent directors held a special meeting to review this related party transaction and issued an opinion. The sponsor institution issued a no-objection verification opinion.
This related party transaction does not constitute a major asset restructuring as defined by the "Measures for the Administration of Major Asset Restructuring of Listed Companies" and does not require approval from relevant authorities. According to the "Shenzhen Stock Exchange GEM Stock Listing Rules," the "Company Articles of Association," and other relevant regulations, the acquisition of a minority equity interest in a subsidiary is within the scope of the Board of Directors' approval authority and does not require submission to the shareholders' meeting for deliberation.
II. Basic Information of Related Parties
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Name: Wang Yuetian, Chinese nationality, ID number: 3201031989********, Address: Shenzhen City, Guangdong Province **********, currently serves as Vice Chairman of the Company, Chairman and General Manager of Hangzhou Yundian, and Executive Director and General Manager of Suzhou Yundian.
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Mr. Wang Yuetian is the actual controller of the Company. According to the "Shenzhen Stock Exchange GEM Stock Listing Rules," "Shenzhen Stock Exchange Listed Company Self-Regulatory Guidelines No. 7 - Transactions and Related Party Transactions," and other relevant regulations, Mr. Wang Yuetian is a related natural person of the Company, and this transaction constitutes a related party transaction.