Lancang Ancient Tea (06911): Du Chunyi and Wang Juan signed a cancellation agreement on a concerted action agreement

Zhitong Finance App News, Lancang Ancient Tea (06911) issued an announcement. On April 16, 2022, Ms. Du Chunyi (Ms. Du) and Ms. Wang Juan (Ms. Wang) signed the “Agreed Action Agreement on Collaborative Decisions on Pu'er Lancang Ancient Tea Co., Ltd.” (Concerted Action Agreement). Ms. Du and Ms. Wang confirmed (including) that they have jointly controlled the company since 2012 and agreed to take concerted action on matters considered by the company's board of directors and shareholders' meetings, including exercising proposals and full consultation before exercising voting rights at the board of directors and shareholders' meetings And an agreement was reached. If they fail to reach an agreement on any matter to be voted on, they shall use the opinions supported by the party that was the chairman of the Company at the time as an agreed plan of action for both parties and exercise their right to vote accordingly. The concerted action agreement also replaced the original concerted action agreement between Ms Du and Ms Wang on February 18, 2018.

After thorough consideration and friendly negotiations, Ms. Du and Ms. Wang signed a cancellation agreement (cancellation agreement) of the concerted action agreement on July 30, 2026. Based on this, they agreed to terminate the concerted action agreement and terminate the concerted action relationship between them, which will take effect from the date the cancellation agreement is signed. After the cancellation agreement came into effect, Ms. Du and Ms. Wang no longer maintained a consistent relationship of action in the company's operation and management and all other decision-making matters. They each independently expressed opinions, exercised voting rights and performed relevant duties in accordance with their respective wishes in accordance with laws and regulations, regulatory documents, the provisions of the “Pu'er Lancang Ancient Tea Co., Ltd.” and the agreement to cancel the agreement.

Ms. Du and Ms. Wang also confirmed and agreed that the cancellation agreement only cancels the agreed action arrangement under the concerted action agreement, and does not affect the continued validity of any undertaking, statement, guarantee, confirmation, supplementary undertaking, letter or other binding document (hereinafter collectively referred to as the “commitment)” previously issued by Ms. Du and Ms. Wang (including their status as joint controlling shareholders and actual controllers) relating to matters relating to the Company; the foregoing undertakings will continue to be legally binding on those issuers during the validity period of their agreement or until the agreed cancellation/termination conditions are fulfilled; It constitutes a modification, cancellation, waiver or waiver of the foregoing commitment.

According to the cancellation agreement, Ms. Wang promised that from the date the cancellation agreement was signed until Ms. Wang and her related parties no longer directly or indirectly hold any shares (shares) in the Company, Ms. Wang and her related parties (including but not limited to her spouse, close relatives, and entities actually controlled by Ms. Wang or the above persons) will unconditionally and irrevocably relinquish the voting rights and proposal rights attached to the shares directly or indirectly held by them. Ms. Wang also promised that Ms. Wang and her related parties will not seek control of the Company directly or indirectly, alone or jointly with other shareholders of the Company, its affiliates or any other third party, nor assist any other party in seeking to become a controlling shareholder of the Company or obtain actual control of the Company, including but not limited to personally or assisting others to nominate candidates for directors or senior management, or enter into consistent action agreements or similar arrangements with any third party.

Immediately prior to the signing of the cancellation agreement, Ms. Du, Ms. Wang, Mr. Shi Yue, Ms. Shi Ailing, and Guangzhou Tiansu Information Technology Co., Ltd. (Guangzhou Tiansu) were regarded as a group of controlling shareholders (former controlling shareholder group) of the Company due to a concerted action arrangement. Together, they owned or were deemed to own 45,323,335 domestic shares, accounting for about 30.22% of the total issued share capital of the Company.

After the cancellation agreement comes into effect, Ms. Du and Ms. Wang will no longer be acting in concert, nor will they be treated as having interests in each other's shares as a result of the concerted action agreement. As a result, the original controlling shareholder group will no longer form a group of controlling shareholders of the company.

After the cancellation agreement comes into effect, Ms. Du will own or be deemed to own a total of 25,378,436 domestic shares, accounting for about 16.92% of the Company's total issued share capital; Ms. Wang will own or be deemed to own a total of 19,944,899 domestic shares, accounting for about 13.30% of the total issued share capital of the Company.