浙江威星智能仪表股份有限公司 关于持股5%以上股东协议转让公司部分股份暨权益变动的提示性公告

Core Viewpoint - Shenzhen Zhongran Technology Co., Ltd. plans to transfer 11,670,363 shares of Zhejiang Weixing Intelligent Instrument Co., Ltd., representing 5.29% of the total share capital, to Qingdao Xinchongzhen Intelligent Technology Partnership (Limited Partnership) through a share transfer agreement, without changing the control of the company [2][4]. Summary by Sections 1. Overview of the Share Transfer - The share transfer involves Shenzhen Zhongran Technology transferring shares to Qingdao Xinchongzhen based on operational needs and recognition of the company's investment value [4]. - The transfer will not lead to changes in the controlling shareholder or actual controller of the company [2][4]. 2. Details of the Share Transfer Agreement - The transfer price is set at 14.355 CNY per share, calculated as 90% of the closing price of 15.95 CNY on January 8, 2026, totaling approximately 167.53 million CNY [7]. - Payment will be made in three installments: 10% within 10 days of the announcement, 50% within 10 days of receiving confirmation from the Shenzhen Stock Exchange, and the remaining 40% within 10 days after the share transfer is completed [9][10]. 3. Conditions and Obligations - The transfer is subject to compliance confirmation from the Shenzhen Stock Exchange and registration with the China Securities Depository and Clearing Corporation [4][10]. - Qingdao Xinchongzhen commits to not reducing its shareholding for 12 months post-transfer [12][15]. 4. Compliance and Legal Framework - The transaction complies with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [16]. - The agreement includes provisions for potential adjustments in share quantity due to corporate actions like stock dividends [6]. 5. Future Implications - The transfer is expected to have no significant impact on the company's governance structure or ongoing operations [2][4]. - Both parties have confirmed that the transfer will not affect future collaborations related to intelligent gas meters [12].