Sino-British Technology: Announcement of Changzhou Sino-British Technology Co., Ltd. on the revision of the major asset purchase and related party transaction report (draft)
Securities code: 300936 Securities abbreviation: Zhongying Technology Announcement number: 2026-040
Changzhou Zhongying Technology Co., Ltd.
Announcement on the Revision of the Major Asset Purchase and Related Party Transaction Report (Draft)
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and that there are no false records, misleading statements or major omissions.
1. Basic information of this transaction
Changzhou Zhongying Technology Co., Ltd. (hereinafter referred to as the "listed company" or "the company") intends to pay cash to purchase the 51% equity interest in Changzhou Yingzhong Electric Co., Ltd. (hereinafter referred to as the "target company" or "Yingzhong Electric") collectively held by Yu Biao, Yu Yingzhong, and Zhu Lijuan (hereinafter referred to as the "counterparty") (hereinafter referred to as the "transaction").
On August 20, 2026, the company held the fifth meeting of the fourth session of the board of directors and reviewed and approved the "Proposal on the "Changzhou Zhongying Technology Co., Ltd. Major Asset Purchase and Related Transaction Report (Draft)" and its Summary and other proposals related to this transaction. For details, please refer to the company's relevant announcements published on the China Securities Regulatory Commission's designated information disclosure media Cninfo.com (www.cninfo.com.cn). On September 2, 2026, the company received the "Inquiry Letter on the Reorganization of Changzhou Zhongying Technology Co., Ltd." (GEM M&A and Reorganization Inquiry Letter [2026] No. 7) issued by the Shenzhen Stock Exchange's GEM Company Management Department (hereinafter referred to as the "Inquiry Letter"). In response to the matters mentioned in the inquiry letter, the company worked with relevant intermediaries to implement them one by one, and revised, supplemented and improved the "Changzhou Zhongying Technology Co., Ltd. Major Asset Purchase and Related Transaction Report (Draft)" (hereinafter referred to as the "Reorganization Report").
2. Description of revisions
The revision of the restructuring report mainly includes four aspects: (1) The company, the counterparty and the target company signed the "Supplementary Agreement (2) to the Equity Transfer Agreement" (hereinafter referred to as the "Supplementary Agreement (2)") on September 18, 2026, and the agreement on August 20, 2026 was terminated. The "Supplementary Agreement to the Equity Transfer Agreement" (hereinafter referred to as the "Original Supplementary Agreement") signed on the same day re-revised the relevant provisions of the target company's real estate expropriation and compensation, so the company revised and supplemented the corresponding content of the restructuring report; (2) Supplementary disclosure of new commitments by relevant entities; (3) Modification of relevant statements on the self-examination of the purchase and sale of listed company stocks by relevant entities during the self-examination period; (4) Supplementary disclosure of relevant reminders that the validity period of the financial information of the target assets involved in this transaction is about to expire. As of the date of this announcement, no major changes have occurred in this major asset restructuring plan.
The main revisions involved in this restructuring report (draft) are as follows:
Reorganization report chapter revision status
Definitions: Supplemented and updated relevant definitions
According to the stipulations in Supplementary Agreement (2), the relevant content of the real estate expropriation and compensation of the target company of this transaction has been revised and improved; 2. The decision-making procedures that have been performed for this transaction have been updated; important matter reminders
In other matters that need to remind investors to pay attention, relevant reminders that the financial information of the underlying assets involved in this transaction is about to expire are additionally disclosed.
Supplementary disclosure of financial information and material risk warning of the underlying assets involved in this transaction
Relevant reminders about the expiry date of materials
- According to the provisions of Supplementary Agreement (2), the revised and improved
Section 1 Overview of this Transaction The relevant content of the real estate expropriation and compensation of the subject company of this transaction; 2. Supplementary disclosure of the new commitments of the relevant entities. According to the provisions of the Supplementary Agreement (2), the original supplement has been deleted
Section 6: The contents of the main contract and agreement of this transaction have been revised and improved regarding the expropriation and compensation of the real estate of the subject company of this transaction.
Supplementary disclosure of the financial information of the underlying assets involved in this transaction
Section 11 Risk Factors
Relevant reminders about the expiry date of materials
Revise the requirements for relevant entities to buy and sell stocks of listed companies during the self-examination period
Section 12 Other important matters
Relevant expressions about self-examination
In addition, the company has sorted out and self-examined the full text of the restructuring report, and revised and improved a small amount of data and expressions, which will not have an impact on the transaction plan.
According to the relevant provisions of the "Standard No. 26 on the Content and Format of Information Disclosure by Companies Offering Securities to the Public - Major Asset Reorganization of Listed Companies", the latest audited financial information is valid within 6 months after the deadline of the financial report. The audit base date for this transaction is March 31, 2026. As of the signing date of this restructuring report, the validity periods of the "Audit Report" and "Pro forma Review Report" related to this transaction are about to expire. Listed companies and relevant intermediaries have started extended audits of the target companies. The listed companies will modify and update the documents related to this transaction based on the audit report and pro forma review report after the updated audit benchmark date, to draw the attention of investors.
Announcement is hereby made.
Board of Directors of Changzhou Zhongying Technology Co., Ltd.
September 18, 2026