CHINA RISUN GP (01907.HK): Financial Assistance to Connected Units; Annual Cap RMB6.4bn

NewTimeSpace News: On 23 September 2026, China Risun Group Limited (stock code: 01907) announced that its indirect non-wholly-owned subsidiary Binhai Energy entered into a framework agreement with the project companies (Xiangfu New Energy, Xingtai New Energy and Baotou Silicon Carbon) and Risun Holdings, pursuant to which Binhai Energy may, during the period up to 31 December 2028, provide loans to the project companies and/or guarantees for their financing and performance, and Risun Holdings agreed to provide a joint and several guarantee to Binhai Energy, in proportion to its shareholding in each project company, in respect of all debts owed by the project companies to Binhai Energy under the framework agreement and any specific loan and/or guarantee agreements entered into thereunder.

Risun Holdings is wholly owned by Mr. Yang Xuegang, the Company's controlling shareholder, executive Director, chief executive officer and chairman of the board, and his spouse Ms. Lu Xiaomei (also an executive Director), and is a connector of Mr. Yang and Ms. Lu and therefore a connected person of the Company. Each project company is a non-wholly-owned subsidiary of the Company (through Binhai Energy) indirectly held by the Company, with Risun Holdings holding 36.7%, 49% and 49% of their equity respectively, and therefore each project company is a connected subsidiary of the Company. The transactions under the framework agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules.

As for the loan interest rate, the rate at which Binhai Energy provides loans to the project companies must not be lower than (i) the loan prime rate for the same term published by the National Interbank Funding Center authorized by the People's Bank of China, (ii) the rate charged by major commercial banks in China for providing loans of the same scale and term, and (iii) the deposit rate Binhai Energy can obtain from major commercial banks in China for the relevant amount. The framework agreement takes effect upon approval by independent shareholders and is valid until 31 December 2028. Given the counter-guarantee arrangement, Binhai Energy and Risun Holdings effectively bear the guarantee liability in proportion to their respective shareholdings in the project companies, and neither party charges a guarantee fee.

For each of the three years ending 31 December 2028, the maximum daily outstanding balance (including accrued interest) under the framework agreement will not exceed RMB6,400 million (with a sub-cap of RMB600 million for the maximum daily outstanding balance of loans). As the applicable percentage ratio of the maximum daily outstanding balance (whether calculated separately or on a combined basis) exceeds 5%, the transactions under the framework agreement are subject to the reporting, announcement, annual review and independent shareholder approval requirements under Chapter 14A of the Listing Rules. Risun Holdings' provision of the counter-guarantee is fully exempted under Rule 14A.90 of the Listing Rules. The Company will convene an extraordinary general meeting to seek independent shareholders' approval for the transactions under the framework agreement, has established an independent board committee, and has appointed Ka Lam Capital as independent financial adviser. The project companies are engaged in the research, production and sale of lithium battery anode materials, forming the Group's third pillar industry.

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