JNCEC Signs RMB 2.40 Billion Overseas Deposit Framework with BEI (HK); Deal Classified as Major & Connected Transaction

Bulletin Express
11/02

Beijing Jingneng Clean Energy Co., Limited (JNCEC) disclosed that on 2 November 2026 it entered into a Financial Services Framework Agreement (Overseas) with Beijing Energy Investment Holding (Hong Kong) Co., Limited [BEI (HK)]. Under the accord, BEI (HK)—acting as the overseas treasury centre of controlling shareholder Beijing Energy Holding (BEH)—will provide multi-currency deposit services to JNCEC and designated subsidiaries.

Key terms and financial scope • Service: Deposit placement and cash-pooling via master accounts maintained by BEI (HK). • Tenor: Effective upon Independent Shareholders’ approval at an upcoming extraordinary general meeting (EGM); valid through 31 December 2028. • Pricing: Interest rates on deposits must be no less favourable than those offered by mainstream independent commercial banks in Hong Kong for comparable tenors and currencies. • Annual caps for maximum daily deposit balances (incl. interest): – 2026: RMB 1.80 billion – 2027: RMB 2.00 billion – 2028: RMB 2.40 billion

Regulatory classification Because BEH directly and indirectly controls 68.68% of JNCEC and wholly owns BEI (HK), the agreement constitutes a continuing connected transaction. When aggregated with an existing 2025 Financial Services Framework Agreement, the highest applicable percentage ratio exceeds 25%, re-qualifying the arrangement as both a continuing connected transaction under Chapter 14A and a major transaction under Chapter 14 of the Hong Kong Listing Rules. Consequently, the deal is subject to announcement, annual review and Independent Shareholders’ approval.

Rationale and controls JNCEC expects the arrangement to streamline overseas cash management, enhance fund utilisation efficiency and secure competitive deposit rates. The company has instituted layered internal controls: arm’s-length rate negotiations, real-time monitoring of daily balances, monthly reporting to the finance department, and ongoing oversight by independent non-executive directors. Any revision of terms or cap excess will trigger further compliance procedures.

Next steps An EGM will be convened to seek Independent Shareholders’ approval; related parties, including BEH, BEI (HK), BSCOMC and their associates, will abstain from voting. A detailed circular—featuring the Independent Board Committee’s recommendation and advice from Gram Capital as Independent Financial Adviser—is scheduled for dispatch on or around 25 November 2026.

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