Jiangsu Expressway Company Limited announced that its 11th Board of Directors approved all 30 motions tabled at the 20th meeting held on 27 March 2026. Twelve directors attended and voted unanimously in favour of the major items unless otherwise noted.
FY2025 RESULTS & DIVIDEND • 2025 net profit attributable to shareholders: RMB4.59 billion. • Final dividend proposal: RMB0.49 (tax-inclusive) per share on 5.04 billion shares, implying a cash distribution of roughly RMB2.47 billion, equal to a 53.73% payout ratio. • The 2025 Annual Report, financial statements and audit report were endorsed for shareholder approval.
CAPITAL MANAGEMENT & FUNDING • Authorised issuance of up to RMB4.00 billion in medium-term notes and up to RMB4.00 billion in ultra-short-term notes, to be launched in one or multiple tranches during the registration window. • Approval to apply for unified registration of debt-financing instruments with the National Association of Financial Market Institutional Investors. • General mandate sought to issue up to 20% of existing A-share and 20% of H-share capital, including possible preferred shares or bonds, subject to shareholder approval.
TREASURY & INVESTMENT • Permission to invest up to RMB2.50 billion per annum in low-risk short-term wealth-management products with a maximum daily outstanding cap of RMB4.10 billion. • Ninghu Investment will receive an in-kind distribution of 151.95 million shares of Xiamen International Bank (total valuation: RMB524.27 million) via the Luode Huizhi Fund, which will subsequently be transferred to the parent company.
GROUP FINANCING & GUARANTEES • Framework agreements signed with Jiangsu Communications Holding for unified borrowing; the Company’s financing limit is capped at RMB15 billion and Guangjing Xicheng Expressway at RMB2 billion. • Board sanctioned inter-company loans totalling up to RMB8.80 billion funded by the Company’s direct financing proceeds: Longtan Bridge (RMB1.00 billion), YS Energy (RMB0.50 billion), Zhendan (RMB2.00 billion), Xitai (RMB1.00 billion), Danjin (RMB1.00 billion), Wufengshan Toll Bridge (RMB1.80 billion), Guangjing Xicheng (RMB1.50 billion), Yichang (RMB0.50 billion) and Changyi (RMB0.50 billion). • Approval for pledging toll-collection rights to secure project loans: Yichang Expressway (RMB240 million), Changyi Expressway (RMB63 million), Wufengshan Toll Bridge (RMB1.20 billion) and Xitai & Danjin projects (multibank syndications).
ESG & GOVERNANCE • 2025 ESG Report, internal-control self-assessment and independent committee performance reports adopted. • Ge Yang appointed Lead Independent Non-Executive Director. • Senior management remuneration structure for 2025–26 confirmed with performance-linked pay ≥50% of total compensation. • Renewal of directors’ and officers’ liability insurance capped at RMB0.20 million.
RELATED-PARTY & CONNECTED TRANSACTIONS • Twenty-eight framework or specific agreements covering construction, maintenance, leasing, energy, IT, and financial services were approved. All fall below disclosure thresholds or qualify for exemptions under Shanghai and Hong Kong listing rules. • Maximum daily deposit with Jiangsu Communications Holding Finance Co. revised to RMB450 million under a supplementary agreement.
UPCOMING SHAREHOLDER ACTIONS Resolutions requiring investor consent—including the final dividend, general mandate, and certain inter-company loans—will be tabled at the 2025 Annual General Meeting; notice to be issued by Board Secretary Ms Chen Jinjia.
All approved matters were deemed compliant with PRC Company Law, the Articles of Association and relevant listing regulations.