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Inquiry Letter from SSE

23 Jan 2026 15:53

RNS Number : 2250Q
Ming Yang Smart Energy Group Ltd
23 January 2026
 

 

MING YANG SMART ENERGY GROUP LIMITED

(GDR under the symbol: "MYSE")

(a joint stock company established under the laws of the People's Republic of China with limited liability)

 

Announcement on Receiving the Inquiry Letter from Shanghai Stock Exchange Regarding the Information Disclosure of

the Proposal on Issuance of Shares and Cash Payment

for Asset Acquisition

Ming Yang Smart Energy Group Limited (hereinafter referred to as the "Company") received an inquiry letter regarding the information disclosure of the Proposal on Issuance of Shares and Cash Payment for Asset Acquisition of Ming Yang Smart Energy Group Limited (SSE Public Letter [2026] No. 0129) (hereinafter referred to as the "Inquiry Letter") from the Listed Company Management Department I of the Shanghai Stock Exchange on January 23, 2026. The content of the Inquiry Letter is hereby announced as follows:

" Ming Yang Smart Energy Group Limited,

On January 23, 2026, the Company disclosed the Proposal on Issuance of Shares and Cash Payment for Asset Acquisition s (hereinafter referred to as the "Plan"), proposing to acquire 100% equity of Uniwatt Technology Co., Ltd. (hereinafter referred to as the "Target Company") and raise supporting funds (hereinafter referred to as the "Transaction"). Upon reviewing the Plan disclosed by your Company, the following issues require clarification and supplementary disclosure.

I. Regarding the Losses of the Target Company. According to the Plan, the Target Company was established in August 2015. Its net profits for 2023, 2024, and January-September 2025 were RMB 2.1555 million, a loss of RMB 42.5750 million, and a loss of RMB 20.2262 million, respectively, indicating marginal profitability or losses. The Target Company is primarily engaged in the research, development, and industrialization of semiconductor epitaxial wafers, chips, and power supply systems. It has a concentrated customer base, and the development of its downstream-related industries is significantly influenced by national industrial policies and industry planning.

Please provide the following information: (1) Explain the specific profit model of the Target Company and whether it is a simple assembly manufacturer, considering its procurement and production models for main products, revenue proportions, gross margins, etc.; (2) Disclose the Target Company's specific industry segment, competitive landscape, and comparable companies in the same industry, and clarify its industry position and competitive advantages and disadvantages; (3) Explain whether the high concentration of customers aligns with industry practices and whether there is a risk of dependence on a single customer or loss of major customers, based on the revenue proportion, cooperation duration, changes, and customer stickiness of the Target Company's top ten customers; (4) Explain whether the Target Company possesses sustainable and stable profitability and whether this acquisition will enhance the listed company's continuing operational capabilities, taking into account the aforementioned factors and related risks.

II. Regarding the Transaction Background and Purpose. This Transaction constitutes a related-party transaction. The actual controller of the Target Company, Zhang Chao, serves as a director and vice president of the listed company and is also a close relative of the actual controllers of the listed company. The shareholders of the Target Company include multiple financial investors. According to the Plan, the Target Company's business has synergies with the listed company's main operations, but there are risks of underperformance in market expansion and intensified competition.

Please provide the following information: (1) Disclose the specific manifestations of synergies between the Target Company and the listed company in terms of products, technologies, channels, etc., as well as follow-up integration arrangements and related risks; (2) Explain the main considerations, necessity, and rationale for the listed company acquiring a loss-making target from a connected party, considering the competitive landscape, industry position, and financial status of the Target Company's industry segment; (3) Disclose the reasons for the exit of financial investors and clarify whether the Target Company, its actual controller, and the financial investor shareholders have any valuation adjustment mechanisms (VAM) or other arrangements unfavorable to the listed company. If so, disclose the main terms of such agreements.

III. Regarding the Stock Price. The Company's stock was suspended from trading on January 13, 2026, for planning the Transaction. The Plan was disclosed, and trading resumed on January 23, 2026. Prior to the suspension, the Company's stock price experienced significant increases, with a price limit up on January 12, 2026.

Please conduct a comprehensive self-examination and verification of the recent stock trading activities of insiders, including the controlling shareholders, actual controllers, directors, senior management, counterparties to the Transaction, and other relevant parties, in light of the specific process of planning this significant asset restructuring before the trading suspension. This includes key timelines such as initial contact, negotiations, and signing of agreements, as well as the personnel involved, content of discussions, and decisions made. Clarify whether there have been any illegal or irregular activities such as insider trading.

Upon receiving this Inquiry Letter, please disclose it immediately and provide a written response to our department within ten trading days addressing the above issues. Make corresponding revisions to the Plan for issuing shares and paying cash to purchase assets accordingly. The independent financial advisor is requested to review the above issues and provide a clear opinion."

The Company will promptly respond to the relevant issues raised in the Inquiry Letter in accordance with the requirements of the Shanghai Stock Exchange and fulfill its information disclosure obligations. Investors are kindly advised to invest rationally and pay attention to investment risks.

 

 

Ming Yang Smart Energy Group Limited

23 January 2026

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MSCSESFIDEMSEIF
Date   Source Headline
22nd May 202610:49 amRNSProgress of Asset Acquisition
20th May 202611:12 amRNSResolution of the Annual General Meeting of 2025
28th Apr 20265:14 pmRNS2026 First Quarterly Report
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31st Mar 202610:23 amRNSResolution of the First 2025 ESOP Holders‘ Meeting
27th Mar 20267:00 amRNSProgress of External Investment
23rd Mar 20267:00 amRNSProgress of Asset Acquisition
2nd Mar 20269:47 amRNSResolution of the Second EGM of 2026
23rd Feb 20268:49 amRNSProgress of Asset Acquisition
9th Feb 202610:23 amRNSNotice of the Second EGM of 2026
5th Feb 20262:59 pmRNSReply to the Inquiry from SSE
28th Jan 202610:14 amRNSAnticipated Annual Performance Increase
26th Jan 20262:11 pmRNSAbnormal Fluctuations in Stock Trading
23rd Jan 20263:53 pmRNSInquiry Letter from SSE
22nd Jan 20262:51 pmRNSAsset Acquisition Proposal
22nd Jan 20262:38 pmRNSPostponement of the Shareholders' Meeting
22nd Jan 20262:35 pmRNSTop Ten Shareholders 12 January 2026
22nd Jan 20262:32 pmRNSResumption of Trading of the Company's Stock
19th Jan 202610:24 amRNSProgress of Trading Suspension
19th Jan 202610:20 amRNSResolution of the First EGM in 2026
13th Jan 202611:00 amRNSTrading Suspension for Asset Acquisition
29th Dec 20259:40 amRNSCompletion of Non-Trading Transfer for 2025 ESOP
29th Dec 20259:40 amRNSCompletion of Non-Trading Transfer for 2025 ESOP
23rd Dec 20259:29 amRNSNotice of the First EGM in 2026
23rd Dec 20259:29 amRNSNotice of the First EGM in 2026
8th Dec 20259:02 amRNSCancellation of Repurchased Shares
1st Dec 20259:47 amRNSRegistration for the Granted Stock Option
30th Oct 20259:39 amRNS2025 Third Quarterly Report
22nd Oct 202510:46 amRNSGranting Stock Options to Incentive Recipients
20th Oct 202510:49 amRNSResolution of the Third EGM in 2025
13th Oct 20257:33 amRNSAnnouncement on Planning External Investment
25th Sep 202512:25 pmRNSEmployee Stock Ownership Plan (Draft)
25th Sep 202512:21 pmRNSStock Option Incentive Plan (Draft)
25th Sep 202512:16 pmRNSNotice of the Third EGM in 2025
9th Sep 202511:27 amRNSElection of Employee Representative Director
9th Sep 202511:07 amRNSResolution of the Second EGM in 2025
27th Aug 202510:44 amRNS2025 Interim Report
14th Aug 202510:51 amRNSNotice of the Second EGM in 2025
14th Aug 202510:42 amRNSDirector Resignations, Appointments & Mgmt Changes
14th Aug 202510:35 amRNSAbolish Supervisory Committee & Amend Articles
7th Jul 20258:51 amRNSResignation of the Vice Chairman
25th Jun 202510:49 amRNS2024 Dividend Distribution
21st May 202512:44 pmRNSResolution of the 2024 AGM
25th Apr 20255:55 pmRNS2024 Annual Report
25th Apr 20255:30 pmRNS2024 Annual Report
25th Apr 20253:35 pmRNS2025 First Quarterly Report

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