山推工程机械股份有限公司第十一届董事会第二十一次会议决议公告

Core Viewpoint - Shantui Engineering Machinery Co., Ltd. has announced the extension of its controlling shareholder's commitment to avoid competition in the same industry for an additional three years, in response to ongoing competition issues with its subsidiary, Leiwo Heavy Industry [5][10][12]. Group 1: Board Meeting and Resolutions - The 21st meeting of the 11th Board of Directors was held on January 12, 2026, with all 9 directors present, and the resolution regarding the extension of the commitment was passed unanimously [1][2]. - The resolution will be submitted for review at the first extraordinary shareholders' meeting of 2026 [3]. Group 2: Commitment to Avoid Competition - The controlling shareholder, Shandong Heavy Industry Group, has proposed to extend the commitment made on January 26, 2021, to avoid competition for an additional three years, addressing the overlap in loader business with Leiwo Heavy Industry [5][12]. - The commitment extension is aimed at resolving the competitive issues that arose from the acquisition of Leiwo Heavy Industry by Shandong Heavy Industry Group [6][10]. Group 3: Background and Reasons for Extension - Leiwo Heavy Industry has reported a high debt-to-asset ratio of 112.20% and negative net assets of -770 million yuan as of December 31, 2024, indicating financial instability [10][11]. - The current market conditions and Leiwo's financial performance suggest that it is not the optimal time for business integration, necessitating a longer period to resolve competition issues [11][12]. Group 4: Measures During the Extension Period - Specific measures to avoid competition include product differentiation, where Shantui will focus on high-end loaders while Leiwo will target smaller, agricultural-oriented products [13][14]. - A clear division of customer bases and distribution channels will be established to prevent overlap and ensure that both companies can operate without direct competition [15]. Group 5: Impact of the Commitment Extension - The extension of the commitment is deemed beneficial for protecting the interests of the listed company and will not significantly impact its daily operations [16]. - Continuous communication with Shandong Heavy Industry Group will be maintained to monitor the fulfillment of the commitment [16][17].

山推工程机械股份有限公司第十一届董事会第二十一次会议决议公告 - Reportify