Liaoning Chengda Co., Ltd. Announcement of Resolutions of the 12th (Interim) Meeting of the 11th Board of Directors

Stock Code: 600739 Stock Short Name: Liaoning Chengda Announcement No.: 2026-018

Liaoning Chengda Co., Ltd.

Resolution Announcement of the 12th (Extraordinary) Meeting of the 11th Session of the Board of Directors

The board of directors of this Company and all of its directors hereby guarantee that the contents of this announcement contain no false records, misleading statements or material omissions, and assume legal responsibility for the authenticity, accuracy and completeness of the contents.

On March 27, 2026, the board of directors of Liaoning Chengda Co., Ltd. (hereinafter referred to as the “Company”) issued a notice to convene the 12th (Extraordinary) Meeting of the 11th Session of the Board of Directors by written notice and email. The meeting was held by communication on March 30, 2026, at the Company’s meeting room and resolutions were adopted. There are 9 directors. 9 directors attended the meeting. The meeting was chaired by Mr. Xu Biao, the chairman of the board. The convening of the meeting complies with the relevant provisions of the Company Law of the People’s Republic of China and the Articles of Association. The meeting considered and approved the following matters:

I. Proposal on Canceling Repurchased Shares and Reducing Registered Capital

For details, see the “Announcement of Liaoning Chengda Co., Ltd. on Canceling Repurchased Shares and Reducing Registered Capital” (Announcement No.: 2026-019)

This proposal is still subject to approval by the shareholders’ meeting.

Voting results: 9 votes in favor, 0 votes against, 0 votes abstaining.

II. Proposal on Convening the Second Extraordinary Shareholders’ Meeting of 2026

The Company will convene the second extraordinary shareholders’ meeting of 2026 on April 15, 2026 by combining onsite voting with online voting. For details, see the “Notice of Liaoning Chengda Co., Ltd. on Convening the Second Extraordinary Shareholders’ Meeting of 2026” (Announcement No.: 2026-020).

Voting results: 9 votes in favor, 0 votes against, 0 votes abstaining.

This announcement is hereby issued.

Board of Directors of Liaoning Chengda Co., Ltd.

March 31, 2026

Stock Code: 600739 Stock Short Name: Liaoning Chengda Announcement No.: 2026-019

Liaoning Chengda Co., Ltd.

Announcement on Canceling Repurchased Shares and Reducing Registered Capital

The board of directors of this Company and all of its directors hereby guarantee that the contents of this announcement contain no false records, misleading statements or material omissions, and assume legal responsibility for the authenticity, accuracy and completeness of the contents.

I. Examination and Approval and Implementation of the Share Repurchase

Liaoning Chengda Co., Ltd. (hereinafter referred to as the “Company”) held the 12th (Extraordinary) Meeting of the 10th Session of the Board of Directors on May 9, 2022 and the 2021 Annual General Meeting of Shareholders on May 31, 2022, respectively. The “Proposal on Repurchasing the Company’s Shares by Centralized Competitive Trading” was approved. It was agreed to use its own funds of no less than RMB 100 million (inclusive) and no more than RMB 200 million (inclusive), to repurchase the Company’s shares by centralized competitive trading at a price of no more than RMB 22.07 per share (inclusive). The repurchased shares will be used to implement the equity incentive plan; the repurchase period will be no more than 12 months from the date on which the Company’s shareholders’ meeting approves the share repurchase plan. For details, see the “Announcement of Liaoning Chengda Co., Ltd. on the Share Repurchase Plan by Centralized Competitive Trading” (Announcement No.: Linian 2022-045) and the “Repurchase Report on the Company’s Share Repurchase by Centralized Competitive Trading by Liaoning Chengda Co., Ltd.” (Announcement No.: Linian 2022-055) disclosed by the Company on May 10, 2022 and June 2, 2022, respectively. Due to the Company’s 2021 annual equity distribution, according to the relevant laws and regulations and the “Repurchase Report on the Company’s Share Repurchase by Centralized Competitive Trading by Liaoning Chengda Co., Ltd.”, the upper limit of the repurchase price of the Company’s shares was adjusted from RMB 22.07 per share (inclusive) to RMB 21.85 per share (inclusive). For details, see the “Announcement on the Implementation of the 2021 Annual Equity Distribution of Liaoning Chengda Co., Ltd.” (Announcement No.: 2022-065) disclosed by the Company on July 14, 2022 and July 27, 2022, and the “Announcement on Adjusting the Upper Limit of the Repurchase Price of Company Shares after Implementing the 2021 Annual Profit Distribution Plan of Liaoning Chengda Co., Ltd.” (Announcement No.: Linian 2022-067).

On May 31, 2023, the repurchase period expired and the Company completed the repurchase. The Company repurchased a total of 7,393,888 shares by centralized competitive trading. The repurchased shares accounted for 0.4834% of the Company’s total share capital. The highest transaction price was RMB 14.02 per share, and the lowest transaction price was RMB 13.00 per share. The average repurchase price was RMB 13.53 per share. The total amount of funds paid was RMB 100,052,494.19 (excluding transaction commissions and other transaction expenses). For details, see the “Announcement of Liaoning Chengda Co., Ltd. on the Results of Share Repurchase Implementation and Changes in Shares” (Announcement No.: Linian 2023-042) disclosed by the Company on June 2, 2023.

II. Reasons for Canceling the Repurchased Shares

Pursuant to the relevant laws and regulations, including the Company Law of the People’s Republic of China, the Rules on Share Repurchase of Listed Companies, and the Self-regulatory Guideline No. 7 of the Shanghai Stock Exchange for Listed Companies—Share Repurchase, among others, the treasury shares held in the special securities account for the Company’s stock repurchase shall be transferred within three years for the purposes disclosed in accordance with law. If they are not transferred for the disclosed purposes, they shall be canceled before the expiration of the term.

During the existence of the repurchased shares described above, the Company did not implement the equity incentive plan, and the three-year term is about to expire. In order to actively give back to investors and enhance investors’ confidence, the Company intends to cancel 7,393,888 shares that are stored in the special securities account for stock repurchase, and correspondingly reduce the Company’s registered capital.

III. Changes in the Company’s Share Capital after the Cancellation of the Repurchased Shares

After the completion of the cancellation of the repurchased shares, the Company’s total share capital will decrease from 1,529,709,816 shares to 1,522,315,928 shares, and the registered capital will decrease from RMB 1,529,709,816 to RMB 1,522,315,928. The Company’s share capital structure is expected to change as follows:

Note: The above share capital structure is the Company’s share capital position as of the date of disclosure of this announcement. The actual change in the share capital structure shall be subject to the share capital structure table issued by the Shanghai Branch of China Securities Depository and Clearing Co., Ltd. after the completion of this cancellation.

IV. Impact of the Cancellation of Repurchased Shares on the Company

The cancellation of the repurchased shares in this instance is made in accordance with the relevant laws and regulations and normative documents, and in combination with the Company’s actual circumstances. It will not result in any change in the Company’s controlling shareholder or actual controller, will not have a material impact on the Company’s financial position and operating performance, will not change the Company’s listing status, and does not involve any circumstances that would damage the interests of the Company or the rights of small and medium investors.

V. Consideration and Approval Procedures for the Cancellation of Repurchased Shares

The matter of canceling the repurchased shares has been considered and approved at the 12th (Extraordinary) Meeting of the 11th Session of the Board of Directors. It is still necessary to submit it to the Company’s shareholders’ meeting for approval. To smoothly implement the cancellation of the repurchased shares, the board of directors requests the shareholders’ meeting to authorize the Company’s management to fully handle the relevant procedures within the scope permitted by laws and regulations.

This announcement is hereby issued.

Board of Directors of Liaoning Chengda Co., Ltd.

March 31, 2026

Stock Code: 600739 Stock Short Name: Liaoning Chengda Announcement No.: 2026-020

Liaoning Chengda Co., Ltd.

Notice of Convening the Second Extraordinary Shareholders’ Meeting of 2026

The board of directors of this Company and all of its directors hereby guarantee that the contents of this announcement contain no false records, misleading statements or material omissions, and assume legal responsibility for the authenticity, accuracy and completeness of the contents.

Key Matters for Attention:

● Date of the shareholders’ meeting: April 15, 2026

● Online voting system adopted for this shareholders’ meeting: Shanghai Stock Exchange shareholders’ meeting network voting system

I. Basic Information on the Convening of the Meeting

(I) Type and session of the shareholders’ meeting

Second Extraordinary Shareholders’ Meeting of 2026

(II) Convener: Board of Directors

(III) Voting method: The voting methods adopted for this shareholders’ meeting are a combination of onsite voting and online voting

(IV) Date, time and location for convening the onsite meeting

Date and time of convening: April 15, 2026 14:00

Location: the Company’s meeting room

(V) Network voting system, start and end dates, and voting time.

Network voting system: Shanghai Stock Exchange shareholders’ meeting network voting system

Start and end time for network voting: from April 15, 2026

to April 15, 2026

Using the Shanghai Stock Exchange network voting system, the voting time through the trading system voting platform is the trading time period on the day the shareholders’ meeting is held, i.e., 9:15-9:25, 9:30-11:30, 13:00-15:00; and the voting time through the internet voting platform is 9:15-15:00 on the day the shareholders’ meeting is held.

(VI) Voting procedures for margin financing and securities lending, stock lending and repurchase (转融通), agreed repurchase (约定购回) business accounts, and Shanghai-Hong Kong Stock Connect investors

For votes involving accounts related to margin financing and securities lending, stock lending and repurchase (转融通), agreed repurchase (约定购回) business, and Shanghai-Hong Kong Stock Connect investors, the votes shall be carried out in accordance with the relevant provisions, including the “Self-regulatory Guideline No. 1 of the Shanghai Stock Exchange for Listed Companies—Standardized Operation,” among others.

(VII) Matters involving open solicitation of shareholders’ voting rights

Not applicable

II. Items to Be Considered at the Meeting

This shareholders’ meeting will consider proposals and the types of shareholders who will vote

  1. The time when each proposal has been disclosed and the disclosure media

The proposals above have been considered and approved at the 12th (Extraordinary) Meeting of the 11th Session of the Board of Directors convened by the Company on March 30, 2026. For relevant details, see the announcements and documents disclosed by the Company on March 31, 2026 on the websites of the Shanghai Stock Exchange and on 《Shanghai Securities News》《China Securities Journal》《Securities Times》《Securities Daily》。

  1. Special resolution proposals: Proposal 1

  2. Proposals for separate counting of votes for small and medium investors: Proposal 1

  3. Proposals involving related shareholders’ avoidance of voting: None

Names of related shareholders required to avoid voting: None

  1. Proposals involving preferred shareholders’ participation in voting: None

III. Notes on Voting at the Shareholders’ Meeting

(I) If the Company’s shareholders exercise their voting rights through the Shanghai Stock Exchange shareholders’ meeting network voting system, they may cast votes by logging into the trading system voting platform (through designated securities companies’ trading terminals) or by logging into the internet voting platform (website: vote.sseinfo.com). For the first time of logging into the internet voting platform, investors need to complete shareholder identity verification. For specific operations, please refer to the instructions on the website of the internet voting platform.

(II) If the same voting right is voted on again through onsite voting, the Shanghai Stock Exchange network voting platform, or other methods, the voting result of the first vote shall prevail.

(III) Shareholders holding multiple shareholders’ accounts may exercise their voting rights in the total quantity of ordinary shares of the same class and preferred shares of the same type held across all of the shareholders’ accounts under their names.

Shareholders holding multiple shareholders’ accounts who participate in the network voting of the shareholders’ meeting through the Shanghai Stock Exchange shareholders’ meeting network voting system may participate through any one of their shareholders’ accounts. After voting, it shall be deemed that the voting ballots with the same opinion have been separately cast for the ordinary shares of the same class and the preferred shares of the same type under all of their shareholders’ accounts.

For shareholders holding multiple shareholders’ accounts who cast votes repeatedly through multiple shareholders’ accounts, the voting opinions of ordinary shares of the same class and preferred shares of the same type under all of their shareholders’ accounts shall each be based on the first voting result for each class and type of shares.

(IV) The submission can only be made after shareholders have voted on all proposals.

IV. Persons to Attend the Meeting

(I) Shareholders registered in the China Securities Depository and Clearing Co., Ltd. Shanghai Branch as of the close of business on the afternoon of the equity registration date shall have the right to attend the shareholders’ meeting (for specific circumstances, see the table below), and may appoint a proxy to attend the meeting and participate in voting by written form. The proxy does not need to be a shareholder of the Company.

(II) Directors and senior management personnel of the Company.

(III) Lawyers engaged by the Company.

(IV) Other persons

V. Methods of Registration for the Meeting

(I) Shareholder registration:

  1. For corporate shareholders attending the meeting via the legal representative, they shall hold copies of the business license, a copy of the legal representative’s proof, and the copy of the ID card of the person attending, to complete the registration procedures. If an entrusted agent attends the meeting, the agent shall hold copies of the business license, the agent’s ID card, and the legal representative’s letter of authorization to complete the registration procedures.

  2. For natural person shareholders, they shall complete registration procedures with their own ID card. For entrusted agents, they shall complete registration procedures with the agent’s ID card, the letter of authorization signed in the principal’s own handwriting, and a copy of the principal’s ID card.

  3. Shareholders holding margin financing and securities lending credit accounts, in addition to providing the documents required in the above Items 1 and 2, shall also hold the letter of authorization stamped with the securities company’s official seal issued by the opening securities company and a copy of the business license to complete the registration procedures. The letter of authorization shall specify the number of shares held by the person attending the meeting.

  4. If a shareholder is a QFII, registration shall be completed with copies of the QFII certificate, the letter of authorization, and the ID card of the trustee.

  5. Copies of the above registration materials and one original copy of the letter of authorization (if applicable) shall be provided. Copies of natural person shareholders’ registration materials shall be signed by the person themselves; copies of corporate shareholders’ registration materials shall be affixed with the Company’s official seal.

  6. Offsite shareholders may register by facsimile.

(II) Registration period: from April 9, 2026 9:00 to 17:00

(III) Registration location: Office of the Board of Directors of the Company.

VI. Other Matters

Contact Person: Liu Tong

Telephone: 0411-82512618

Fax: 0411-82691187

Contact Address: Room 2811A, No. 71 Renmin Road, Dalian City, Liaoning Province

Postal Code: 116001

Email: liutong@chengda.com.cn

Boarding, lodging and transportation expenses for attending shareholders shall be borne by themselves.

This announcement is hereby issued.

Board of Directors of Liaoning Chengda Co., Ltd.

March 31, 2026

Appendix 1: Letter of Authorization

Letter of Authorization

Liaoning Chengda Co., Ltd.:

I hereby authorize Mr. (Ms.) to represent this unit (or myself) to attend the Company’s second extraordinary shareholders’ meeting of 2026 to be held on April 15, 2026, and to exercise voting rights on my behalf.

Number of ordinary shares held by the principal:

Number of preferred shares held by the principal:

Shareholder account number of the principal:

Signature (seal) of the principal: Signature of the proxy:

ID number of the principal: ID number of the proxy:

Date of authorization: Year Month Day

Notes:

The principal shall choose one of the intentions “in favor,” “against,” or “abstain” in the letter of authorization and mark it with “√”.

Hugely diverse information and precise interpretation—available on the Sina Finance App

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