Zhongyuan Bank (01216): Bongin Gold Leasing and Luoyin Gold Leasing signed a restructuring agreement

According to the Zhitong Finance App, Zhongyuan Bank (01216) issued an announcement that Bangyin Gold Leasing and Luoyin Gold Leasing signed a restructuring agreement on August 28, 2026. According to the agreement, Bangyin Gold Leasing will absorb and consolidate Luoyin Gold Lease, with Bongin Gold Leasing as the merger party and Luoyin Gold Leasing as the merged party; Bongin Gold Leasing will issue cost shares to all Leroyin Gold Leasing shareholders on the record day to exchange shares held by such shareholders. The issue price of Bangyin Golden Rental Price Shares is approximately RMB 2.28 per share; the discounted price of Luoyin Golden Rental shares is approximately RMB 1.89 per share.

Bongin Gold Leasing is a non-wholly-owned subsidiary of the Bank, and the Bank holds 90% of the shares. Luoyin Gold Leasing is also a non-wholly-owned subsidiary of the Bank. The Bank holds 66.875% of the shares (including the transfer of 9.375% of the shares by Shenzhen Cao Cheng to the Bank, which is still subject to approval by the competent supervisory authority).

In order to redeem all of the issued shares of Luoyin Gold Leasing, Bangyin Gold Leasing will issue a total of 1,654 billion shares. After the restructuring is completed, the total number of shares of BOM Gold Leasing will increase from 3 billion shares to 4.654 billion shares; the registered capital of BOG Gold Leasing will increase from RMB 3 billion to RMB 4.654 billion (the final amount is subject to the registered capital approved by the regulatory authorities).

According to section 112 of the “Implementation Measures on Administrative Licensing Matters of Non-bank Financial Institutions”, in principle, the same funder, its controlling shareholder, actual controller, controlled subsidiary, co-actor, and other enterprises controlled or jointly controlled by the actual controller shall not act as major shareholders in more than two non-bank financial institutions, and shall not hold controlling shares in more than one similar non-bank financial institution, or hold minority shares in more than two similar non-bank financial institutions. Prior to May 2022, the Bank held a controlling interest in Bangyin Gold Leasing. Subsequently, in May 2022, the Bank absorbed and merged Luoyang Bank Co., Ltd., and then inherited the controlling interest of Luoyin Gold Leasing originally held by Luoyang Bank Co., Ltd. Therefore, as of the date of this announcement, the Bank also held controlling interests in BOMBIN GOLD LEASING and LAOYIN GOLD LEASING, both of which are similar non-bank financial institutions. The purpose of the restructuring is to resolve the issue of the Bank holding controlling interests in two similar non-bank financial institutions at the same time.

The restructuring can lay the foundation for the Group's long-term stable development and enhance the Group's capital strength and market competitiveness. The restructuring can integrate the product systems of Bangyin Gold Leasing and Luoyin Gold Leasing to launch richer financial leasing products to meet the differentiated needs of different types of customers and achieve business collaboration. The restructuring will also optimize the asset quality of BODB Gold Leasing and enhance its risk resilience.

The restructuring is an important step for the Bank to build a “diversified” comprehensive financial services system. After the restructuring is completed, Bonbank Gold Leasing will become an important platform for the Bank to serve the real economy, helping to enhance the Bank's overall financial service capabilities and market competitiveness.