Shanghai Tunnel Engineering renews equity management deal with controlling shareholder

Shanghai Tunnel Engineering Co., Ltd. announced the renewal of its entrusted management agreement for equity assets of its controlling shareholder, Shanghai Chengtou (Group) Co., Ltd. The new agreement, effective from October 1, 2025, extends the management period for three years, concluding on September 30, 2028. This marks a continuation of an arrangement initiated in October 2016 and subsequently renewed in October 2019 and August 2022.

Under the agreement, the company will manage the equity of 11 companies held by Chengtou Group, exercising day-to-day operational management rights. The entrusted management fee for each management year is calculated based on a base management fee, derived from the net assets attributable to the parent company of the entrusted managed companies, and a floating management fee linked to their annual net profit. For the 2025 fiscal year, based on the 2024 net assets of the entrusted managed companies, the total base management fee is estimated at CNY 5,880.58m.

The transaction, classified as a connected transaction, was reviewed and approved by the company's Tenth Board of Directors and Tenth Board of Supervisors on September 3, 2025, with connected directors abstaining from voting. Independent directors affirmed the transaction's legality, reasonableness, and fairness, stating no prejudice to shareholder interests.