NANHUA FUTURES (02691.HK): Unit to Subscribe RMB55M in Hengdian Fund

NewTimeSpace News: On 23 September 2026, Nanhua Futures Co., Ltd. (H-share stock code: 02691.HK; A-share stock code: 603093.SH) announced that Nanhua Capital, a wholly-owned subsidiary of the Company, as a limited partner, entered into a partnership agreement with Hengdian Capital (the general partner, executive partner and fund manager), Hengdian Holdings (the controlling shareholder, as a limited partner), Hengdian DMEGC Magnetics, Innuovo, Tospo Lighting, Sanheng Investment, Dr. Xu Wencai (a non-executive Director, as a limited partner) and other limited partners to, among other things, increase the capital of the Fund and for Nanhua Capital to subscribe for fund units.

The Fund is Hengdian Baihui Venture Capital (Hangzhou) Partnership (Limited Partnership), with a target capital contribution scale of RMB1,650 million (RMB1.65 billion), all contributions being made in RMB in cash. Nanhua Capital will subscribe for not more than RMB55 million, representing not more than 3.33% of the total subscribed capital contribution of the Fund. Hengdian DMEGC Magnetics will contribute RMB165 million (10.00%), Hengdian Holdings RMB185.35 million (11.23%), and Tospo Lighting, Innuovo and Sanheng Investment RMB55 million each (3.33% each), while Dr. Xu Wencai will contribute RMB44 million (2.67%). The Fund has a term of 12 years, comprising an investment period of 8 years and an exit period of 4 years, which the general partner may independently extend twice for one year each. The Fund will principally invest in high-growth high-technology sectors mainly by way of direct equity investments, and will establish an investment decision committee of three members appointed by the fund manager, whose decisions require the unanimous consent of all members. The Fund will not be consolidated into the financial statements of the Company.

As to the Listing Rules implications, Hengdian Holdings holds approximately 59.37% of the Company and is its controlling shareholder and therefore a connected person. Hengdian Capital is its wholly-owned subsidiary; Hengdian DMEGC Magnetics, Innuovo and Tospo Lighting are all subsidiaries or associates of Hengdian Holdings; Sanheng Investment is wholly-owned by Mr. Xu Yongan, a director of Hengdian Holdings; and Dr. Xu Wencai is a non-executive Director of the Company and concurrently serves as a director of Hengdian Capital. Each of them is also a connected person of the Company. Accordingly, the partnership agreement and the transactions contemplated thereunder constitute a connected transaction under Chapter 14A of the Listing Rules. As one or more of the applicable percentage ratios exceed 0.1% but are less than 5%, the transaction is subject to the reporting and announcement requirements under Chapter 14A, but is exempt from the circular and independent shareholders' approval requirements. The Company said the transaction is funded by its own funds and will not affect its daily operations.

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