China Railway Construction acquires four subsidiaries for RMB 11 bn

China Railway Construction Corporation Limited (CRCC) announced on October 31, 2025, it has entered into equity transfer agreements with eight investors to acquire their entire holdings in four subsidiaries: China Railway No. 1 Engineering Group, China Railway Construction Engineering Group, CRCC Investment Group, and CRCC Kunlun Investment Group. The total cash consideration for these acquisitions amounts to RMB 11 billion. Upon completion, all four target companies will become wholly-owned subsidiaries of CRCC.

The eight investors, including Taiping Life, Chengtong Industrial Fund, Bank of Communications Investment, Everbright Jin'ou, Bank of China Asset Management, Agricultural Bank of China Investment, China Construction Bank Investment, and Xinmaimai Investment, will sell their respective minority stakes. For instance, Taiping Life will sell its 10.86% stake in China Railway No. 1 Engineering Group for RMB 165,454.54 thousand, its 8.49% stake in China Railway Construction Engineering Group for RMB 118,181.82 thousand, its 7.47% stake in CRCC Investment Group for RMB 189,090.91 thousand, and its 17.27% stake in CRCC Kunlun Investment Group for RMB 177,272.73 thousand. The total stakes acquired by CRCC across the four entities are approximately 18.38% in China Railway No. 1 Engineering Group, 14.36% in China Railway Construction Engineering Group, 12.66% in CRCC Investment Group, and 29.23% in CRCC Kunlun Investment Group.

These transactions are classified as discloseable under Chapter 14 of the Hong Kong Listing Rules, as the aggregate applicable percentage ratios exceed 5% but are below 25%. However, CRCC is exempt from shareholder approval requirements. The board of directors, including independent non-executive directors, confirmed that the acquisition terms are fair, reasonable, and in the best interests of the company and its shareholders.