/Hailiang Shares: Announcement on the progress of purchasing part of the equity of the holding subsidiary and completing the industrial and commercial change registration for related transactions
NEWS

Hailiang Shares: Announcement on the progress of purchasing part of the equity of the holding subsidiary and completing the industrial and commercial change registration for related transactions

Shenzhen Stock Exchange
2026/09/29

Securities code: 002203 Securities abbreviation: Hailiang Shares Announcement number: 2026-077

Zhejiang Hailiang Co., Ltd.

Announcement on the progress of purchasing part of the equity of the holding subsidiary and completing the industrial and commercial change registration for related transactions

The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete and contains no false records, misleading statements or major omissions.

1. Basic situation

Zhejiang Hailiang Co., Ltd. (hereinafter referred to as "Hailiang Co., Ltd." or the "Company") held the 14th meeting of the ninth board of directors on July 29, 2026. The "Proposal on the Purchase of Partial Equity Interests in a Holding Subsidiary and Related Transactions" was reviewed and approved with a vote of 7 in favor, 0 against, and 0 abstentions. Among them, the related directors Mr. Feng Luming and Mr. Wang Shuguang have abstained from the vote. It was agreed that the company and Shenzhen Venture Capital Manufacturing Transformation and Upgrading New Materials Fund (Limited Partnership) (hereinafter referred to as "Shenzhen Venture Capital New Materials Fund"), Industrial Finance Investment (Beijing) Emerging Industry Equity Investment Fund Partnership (Limited Partnership) (hereinafter referred to as "Industrial Finance Investment"), and the company's controlling shareholder Hailiang Group Co., Ltd. (hereinafter referred to as "Hailiang Group") (hereinafter collectively referred to as the "transferor") signed the "Equity Transfer Agreement" respectively. The company plans to transfer RMB 97,159.8 A total of 18.6916% of the equity of Gansu Hailiang New Energy Materials Co., Ltd. (hereinafter referred to as "Gansu Hailiang") held by each of the above transferors was transferred for RMB 10,000.

For details, please refer to the "Announcement on the Purchase of Partial Equity Interests in its Holding Subsidiaries and Related Transactions" disclosed by the company on the cninfo.com (www.cninfo.com.cn) on July 30, 2026 (announcement number: 2026-057). This matter has been reviewed and approved at the company's fifth extraordinary shareholders' meeting in 2026, and related shareholders have abstained from voting when this matter was considered.

2. Progress

As of the disclosure date of this announcement, the company has paid the transferor the total equity transfer price of this transaction totaling RMB 971.598 million in accordance with the Equity Transfer Agreement, and the payment obligations under the agreement have been fulfilled.

On September 24, 2026, Gansu Hailiang completed the industrial and commercial change registration procedures for this equity transfer and obtained the "Registration Notice" issued by the Lanzhou New District Commerce and Market Supervision Administration. After the completion of this change, the company's shareholding ratio in Gansu Hailiang has increased from 48.5981% to 67.2897%. Gansu Hailiang was a subsidiary within the scope of the company's consolidated statements before and after this transaction. This transaction will not cause any change in the scope of the company's consolidated statements.

Before and after this equity transfer, Gansu Hailiang’s equity structure is as follows:

Before the equity transfer, the shares changed this time. After the equity transfer, the name of the shareholder and the equity ratio.

Amount of investment Amount of investment

Shareholding ratio (%) (%) Shareholding ratio (%) (10,000 yuan) (10,000 yuan)

Hailiang Shares 208,000 48.5981 18.6916 288,000 67.2897

Shenzhen Venture Capital New Materials Fund 150,000 35.0467 -11.6822 100,000 23.3645

Industrial Finance and Investment 30,000 7.0093 -2.3364 20,000 4.6729

Hailiang Group 40,000 9.3458 -4.6729 20,000 4.6729

Total 428,000 100.00 - 428,000 100.00 Note: If there is any tail difference in the above data, it is due to the rounding principle of retaining four digits after the decimal point.

As of the disclosure date of this announcement, the equity transfer and industrial and commercial change registration procedures for this transaction have been completed, and this transaction has been implemented.

3. Documents for reference

  1. "Registration Notice" issued by Lanzhou New Area Commerce and Market Supervision Bureau;

  2. Equity transfer payment slip.

Announcement hereby

Board of Directors of Zhejiang Hailiang Co., Ltd.

September 29, 2026