Migao Group Holdings Limited on 23 March 2026 executed a new Connected Transaction Framework Agreement with Heilongjiang Beidahuang Modern Agricultural Services Group Co., Ltd. (“Beidahuang Modern Agricultural Services”). The arrangement governs sales of potash and other fertiliser products from 1 April 2026 to 31 March 2029.
The agreement replaces the 2024 Beidahuang Framework Sale Agreement—originally due to run until December 2026 but now ending 31 March 2026—and renews annual transaction caps as follows: • FY2027: RMB790.00 million • FY2028: RMB830.00 million • FY2029: RMB871.00 million
Aggregated, the three-year ceiling reaches RMB2.49 billion.
Historical performance under the existing framework shows: • Annual caps—RMB838.00 million (FY2024), RMB879.00 million (FY2025), RMB923.00 million (FY2026). • Actual sales—RMB478.30 million (FY2024), RMB582.00 million (FY2025), RMB102.00 million for the six months ended 30 September 2025.
Pricing for each shipment will reference recent transactions with independent customers, peer quotations, market data from information providers and China’s annual seaborne import benchmark for potassium chloride; terms must be no less favourable than those offered to third parties.
Beidahuang Modern Agricultural Services is the immediate parent of Heilongjiang Beidahuang, a substantial shareholder of two Migao subsidiaries (Anda Migao and Baoqing Migao). Therefore, the sales constitute continuing connected transactions under Chapter 14A of the Hong Kong Listing Rules. Because the counterparty is connected at the subsidiary level and all independent non-executive directors deem the terms fair, the deal requires reporting, annual review and announcement, but is exempt from independent shareholders’ approval.
Migao has instituted internal controls to monitor pricing, track utilisation of caps and facilitate annual reviews by independent directors and auditors.
Migao Group is a national potash fertiliser producer with capabilities in sourcing, processing and manufacturing potassium chloride (KCL), potassium sulphate (SOP), potassium nitrate (NOP) and compound fertilisers. Beidahuang Modern Agricultural Services, wholly owned by China’s Ministry of Finance, operates in agricultural production management and distribution of seeds, fertilisers and machinery.