Beijing Wantong New Development Group Co., Ltd. - Notice of Completion of Ownership Transfer and Change in Rights Due to the Second Judicial Auction of Part of the Shares Held by the Controlling Shareholder

2026-04-07 19:48:55

Stock code: 600246 Stock abbreviation: Vantone Development Announcement No.: 2026-016

Beijing Vantone New Development Group Co., Ltd.

Announcement regarding the completion of transfer of shares and a提示性公告 regarding equity change after the second judicial auction of part of the shares held by the controlling shareholder

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

Key matters to note:

● Beijing Vantone New Development Group Co., Ltd. (hereinafter referred to as the “Company”). Among the 174.60 million shares of the Company that were successfully purchased in the second judicial auction of the Company shares by the Company’s controlling shareholder Jia Hua Oriental Holdings (Group) Co., Ltd. (hereinafter referred to as “Jia Hua Holdings”), 152.60 million shares (representing 7.85% of the Company’s total share capital) have recently completed the transfer registration.

● After the transfer registration is completed for the judicial auction shares, Jia Hua Holdings will hold 135,584,770 shares of the Company, representing 6.98% of the Company’s total share capital.

● This equity change is due to passive reduction of holdings caused by some shares held by Jia Hua Holdings and its acting-in-concert parties, Vantone Investment Holding Co., Ltd. (hereinafter referred to as “Vantone Holdings”), being sold through judicial auction and non-trading transfer, and does not involve any tender offer acquisition. This equity change will not result in any change in the Company’s control rights or the actual controller, nor will it affect the Company’s daily production and operation.

● The equity change involves the information disclosure obligors disclosing an equity change report. Before this equity change, Jia Hua Holdings and Vantone Holdings together held 546,284,189 shares of the Company, representing 28.12% of the Company’s total share capital; after this equity change, Jia Hua Holdings and Vantone Holdings together held 349,884,189 shares of the Company, representing 18.01% of the Company’s total share capital.

Today, the Company received the 《Simplified Equity Change Report》 sent by Jia Hua Holdings and Vantone Holdings, namely the 《Simplified Equity Change Report of Beijing Vantone New Development Group Co., Ltd.》, and, through the system query of China Securities Depository and Clearing Co., Ltd., learned that among the 174.60 million shares of the Company successfully purchased in the second judicial auction by Jia Hua Holdings, 152.60 million shares completed the transfer registration procedures on March 31, 2026.

As of the date of disclosure of this announcement, the cumulative equity change by Jia Hua Holdings and Vantone Holdings has crossed a multiple integer of 5%. The specific details are hereby announced as follows:

I. Basic information of this auction

From 10:00 on March 1, 2026 to 10:00 on March 2, 2026 (excluding any extension) the Beijing Third Intermediate People’s Court conducted a second public auction via JD.com’s online judicial auction platform of 174.60 million shares of the Company held by Jia Hua Holdings. According to the 《Confirmation of the Auction Result》 publicized on March 2, 2026 on the JD.com online judicial auction platform, all the 174.60 million shares that were the auction subject were successfully sold, with the shares acquired by 23 natural persons respectively. For details, please refer to the Company’s 《Progress Announcement regarding the Second Judicial Auction of Some Shares of the Company Held by the Controlling Shareholder》 disclosed on March 3, 2026 (Announcement No.: 2026-015).

II. Transfer registration status of the auctioned shares

According to the query results of the system of China Securities Depository and Clearing Co., Ltd., among the 174.60 million shares of the Company subjected to the judicial auction, 152.60 million shares have completed the transfer registration recently, and the aforementioned shares have been released from pledge as of the completion of the transfer registration procedures.

After the transfer registration is completed for the auctioned shares, Jia Hua Holdings will hold 135,584,770 shares of the Company, representing 6.98% of the Company’s total share capital.

III. Basic information of the information disclosure obligor

(I) Jia Hua Holdings

Name of the enterprise: Jia Hua Oriental Holdings (Group) Co., Ltd.

Registered address: Room 5279, Building A, No. 9 East Fengxiang Street, Yangsong Town, Huairou District, Beijing

Legal representative: Liu Yongbin

Registered capital: RMB 192.5749 million

Unified social credit code: 91110000102601982E

Type of enterprise: Limited liability company (invested or controlled by natural person)

Business scope: property management; engaging in real estate agency business; real estate information consulting; project investment; investment management; asset management; design, production, agency and publication of advertisements; meeting services; organizing exhibition and display activities; technology promotion; general contracting of construction; professional contracting; sale of cultural articles, building materials, hardware and electrical appliances, computer software and hardware and peripheral equipment; operation of sports activities. (“1. Without approval from relevant authorities, funds may not be raised by public means; 2. Do not publicly conduct securities-related products and financial derivative trading activities; 3. Do not provide loans; 4. Do not provide guarantees to other enterprises besides the invested enterprises with respect to investments; 5. Do not promise investors that investment principal will not suffer losses or that the minimum return will be achieved”; the enterprise independently chooses its business projects according to law and carries out business activities; projects that require approval according to law may be carried out only after approval by relevant departments in accordance with the approved contents; the enterprise shall not engage in business activities in industries or projects prohibited or restricted by the industrial policies of this municipality.)

Business term: from 2024-06-03 to no fixed term

Shareholding: Wang Yihui holds 82%, Yue Shan holds 10%, and Cheng Wei holds 8%

Correspondence address: Office Building, Yayang Xin Xinjiayuan, No. 1 Xindian Road, Chaoyang District, Beijing

(II) Vantone Holdings

Name of the enterprise: Vantone Investment Holding Co., Ltd.

Registered address: Longshan Xin Xinjiayuan, No. 422 Miaocheng Town, Huairou District, Beijing (formerly Private Economic Development Zone)

Legal representative: Liu Yongbin

Registered capital: RMB 1,438.327914 million

Unified social credit code: 911100001025951645

Type of enterprise: Other joint-stock company (unlisted)

Business scope: investment holding; investment management; investment consulting; asset management; enterprise management; sale and leasing of commercial facilities; meeting services; organizing and undertaking exhibition and display activities; packaging services; printing, copying, facsimile and telephone services; technology development; technology consulting; technology transfer; technology training; technology services; warehousing services; information consulting; organizing exhibition and sales activities; equipment leasing; purchase and sale of mechanical and electrical equipment (excluding automobiles), metal materials, building materials, decorative materials, arts and crafts, and department stores; building decoration and renovations; installation of refrigeration equipment; fitness services; import and export of goods, agency import and export, and technology import and export; organizing cultural and artistic exchange activities (excluding performances); accommodation; catering; retail books, newspapers, periodicals, electronic publications, and retail audio-visual products. (Market entities lawfully independently choose business projects and conduct business activities; projects that require approval according to law may be carried out only after approval by relevant departments in accordance with the approved contents; shall not engage in business activities in categories prohibited or restricted by national and municipal industrial policies.)

Business term: from 1997-03-06 to 2096-03-05

Shareholding: Jia Hua Oriental Holdings (Group) Co., Ltd. holds 61.97%, Hainan Vantone Yufeng Investment Co., Ltd. holds 20.07%, and other shareholders in aggregate hold 17.96%

Correspondence address: Level 8, Building B, Vantone Financial Center, No. 2, Fuchengmen Outer Avenue, Xicheng District, Beijing

IV. Basic information of this equity change

(I) Overview of this equity change

This equity change is due to passive reduction of holdings resulting from the partial shares held by the information disclosure obligor being sold through judicial auction and being transferred without trading in order to repay debts.

On January 23, 2026, Jia Hua Holdings completed the transfer registration of 42,900,000 shares sold through judicial auction; for details, please refer to the Company’s 《Announcement regarding the completion of the transfer and equity change after judicial auction of part of the shares held by the controlling shareholder, and that the equity change touched the 1% threshold》 disclosed on January 27, 2026 (Announcement No.: 2026-010).

The 900,000 shares of the Company that were not sold in the auction by Vantone Holdings were completed with a non-trading transfer registration executed by the Xi’an Beilin District People’s Court on February 11, 2026; for details, please refer to the Company’s 《Progress Announcement regarding the judicial auction of some shares of the Company held by a party acting in concert with the controlling shareholder, and the completion of non-trading transfer》 disclosed on February 13, 2026 (Announcement No.: 2026-012).

On March 31, 2026, Jia Hua Holdings completed the transfer registration of 152.60 million shares sold through judicial auction.

(II) Shareholding of Jia Hua Holdings and Vantone Holdings before and after this equity change:

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Note: 1. If there are any discrepancies in the above figures, they are caused by rounding.

On January 8, 2026, the Company disclosed 《Announcement regarding the completion of transfer and equity change after judicial auction of part of the shares held by the controlling shareholder, and that the equity change touched the 1% threshold》 (Announcement No.: 2026-002). After this equity change, Jia Hua Holdings and Vantone Holdings in aggregate held 546,284,189 shares of the Company, representing 28.90% of the Company’s total share capital at that time.
On January 30, 2026, the Company completed the registration of the initial grant under the 2025 restricted stock incentive plan. The Company’s total share capital increased from 1,890,412,476 shares to 1,942,987,476 shares. For details, please refer to the Company’s 《Announcement on the Results of the Initial Grant of the 2025 Restricted Stock Incentive Plan》 disclosed on February 3, 2026 (Announcement No.: 2026-011).

V. Other relevant explanations and risk warnings

This equity change is due to passive reduction of holdings caused by the controlling shareholder Jia Hua Holdings and Vantone Holdings’ partial shares being sold through judicial auction and non-trading transfer, and does not involve any tender offer acquisition. This equity change will not result in any change in the Company’s control rights or the actual controller, nor will it affect the Company’s daily production and operation.
As of the date of disclosure of this announcement, Jia Hua Holdings and Vantone Holdings in aggregate hold 349,884,189 shares of the Company, representing 18.01% of the Company’s total share capital. The cumulative number of pledged shares is 335,610,560 shares, representing 95.92% of the total shares held, and representing 17.27% of the Company’s total share capital.
Pursuant to relevant laws and regulations such as the 《Securities Law of the People’s Republic of China》, the 《Measures for the Administration of Stock Acquisitions of Listed Companies》, and 《Guiding Opinions on the Application of Securities and Futures Laws No. 19 — Application Opinions of Articles 13 and 14 of the Measures for the Administration of Stock Acquisitions of Listed Companies》, this equity change involves the information disclosure obligor disclosing an equity change report. Jia Hua Holdings and Vantone Holdings have prepared the simplified equity change report in accordance with relevant requirements; please refer to the Company’s 《Simplified Equity Change Report of Beijing Vantone New Development Group Co., Ltd.》 disclosed on the same day.

The Company-designated information disclosure media are 《China Securities Journal》, 《Shanghai Securities News》, 《Securities Times》, 《Securities Daily》 and the website of the Shanghai Stock Exchange (www.sse.com.cn). All Company information shall be subject to the information disclosed by the Company in the above designated media. Investors are kindly requested to pay attention to investment risks.

This announcement is hereby made.

Beijing Vantone New Development Group Co., Ltd.

Board of Directors

April 2, 2026

Beijing Vantone New Development Group Co., Ltd.

Simplified Equity Change Report

Name of the listed company: Beijing Vantone New Development Group Co., Ltd.

Listing venue: Shanghai Stock Exchange

Stock abbreviation: Vantone Development

Stock code: 600246

Information disclosure obligor: Jia Hua Oriental Holdings (Group) Co., Ltd.

Domicile: Room 5279, Building A, No. 9 East Fengxiang Street, Yangsong Town, Huairou District, Beijing

Correspondence address: Office Building, Yayang Xin Xinjiayuan, No. 1 Xindian Road, Chaoyang District, Beijing

Information disclosure obligor: Vantone Investment Holding Co., Ltd.

Domicile: Longshan Xin Xinjiayuan, No. 422 Miaocheng Town, Huairou District, Beijing (formerly Private Economic Development Zone)

Correspondence address: Level 8, Building B, Vantone Financial Center, No. 2, Fuchengmen Outer Avenue, Xicheng District, Beijing

Nature of the shareholding change: decrease in shares

Date of signing: April 1, 2026

Statement of the information disclosure obligor

I. This report is prepared by the information disclosure obligor in accordance with relevant provisions of the 《Securities Law of the People’s Republic of China》, the 《Measures for the Administration of Stock Acquisitions of Listed Companies》, the 《Content and Format Rules for Information Disclosure of Companies Offering Securities to the Public No. 15 — Equity Change Report》, and other applicable laws, regulations, and departmental rules.

II. The signing of this report by the information disclosure obligor has obtained the necessary authorizations and approvals. Its performance does not violate any provisions in the charter and internal rules of the information disclosure obligor, nor does it conflict with them.

III. Pursuant to the provisions of the 《Securities Law of the People’s Republic of China》 and the 《Measures for the Administration of Stock Acquisitions of Listed Companies》, this report has comprehensively disclosed the changes in the shares in which the information disclosure obligor holds equity interest in Beijing Vantone New Development Group Co., Ltd.

As of the date of signing this report, except for the information disclosed in this report, the information disclosure obligor has not increased or decreased its shares in which it holds equity interest in Beijing Vantone New Development Group Co., Ltd by any other means.

IV. This equity change is based on the information set forth in this report. Except for the information disclosure obligor, no one has been entrusted or authorized to provide any information not set forth in this report, nor to make any explanation or statement regarding this report.

V. The information disclosure obligor undertakes that this report contains no false records, misleading statements or material omissions, and assumes individual and joint legal responsibility for its truthfulness, accuracy and completeness.

Chapter I. Definitions

In this report, unless otherwise specified, the following terms have the meanings as below:

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Chapter II. Introduction to the information disclosure obligor

I. Basic information of the information disclosure obligor

Jia Hua Oriental Holdings (Group) Co., Ltd.

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Vantone Investment Holding Co., Ltd.

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II. Directors and key persons of the information disclosure obligor

Jia Hua Oriental Holdings (Group) Co., Ltd.

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Vantone Investment Holding Co., Ltd.

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III. Relationship among the information disclosure obligors

The information disclosure obligors, Jia Hua Holdings and Vantone Holdings, are parties acting in concert.

IV. Instances where the information disclosure obligor’s shares held in other listed companies within or outside the PRC reach or exceed 5% of the issued shares of such company

As of the date of signing this report, the information disclosure obligor has no instances where its shares held in other listed companies within or outside the PRC reach or exceed 5% of the issued shares of such company.

Chapter III. Purpose of the equity change and shareholding plan

I. Purpose of the equity change by the information disclosure obligor

This equity change is a passive reduction of holdings due to the judicial auction of the information disclosure obligor’s equity interest and the non-trading transfer to repay debts.

II. Plan for the information disclosure obligor’s shareholding within the next 12 months

As of the date of signing this report, except for this equity change, the information disclosure obligor does not rule out a plan to increase or decrease the shares it holds in the listed company by methods such as block transactions and agreement transfers within the next 12 months. If any related equity change event occurs, the information disclosure obligor will strictly fulfill its information disclosure obligations in a timely manner in accordance with requirements of relevant laws and regulations.

Chapter IV. Means of the equity change

I. Details of the information disclosure obligor’s equity change in this transaction

As of the date of this report, the information disclosure obligor has cumulatively reduced its holdings in the listed company shares through judicial auction and non-trading transfer by 5%. The specific details are as follows:

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II. Shareholding before and after the equity change of the information disclosure obligor

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Jia Hua Holdings is the controlling shareholder of the listed company. Vantone Holdings and Jia Hua Holdings, the controlling shareholder, are enterprises controlled by the same actual controller and are acting in concert with the controlling shareholder. After this equity change, Jia Hua Holdings and its acting-in-concert party Vantone Holdings in aggregate hold 349,884,189 shares of the listed company, representing 18.01% of the listed company’s total share capital. The cumulative number of pledged shares is 335,610,560 shares, representing 95.92% of the total shares held, and representing 17.27% of the Company’s total share capital. This equity change will not result in any change in the control rights or the actual controller of the listed company, nor will it affect the listed company’s daily production and operation.

Chapter V. Transactions of shares of the listed company within the past 6 months

Except for the equity change information disclosed in this report, in the 6 months prior to the occurrence of the facts of this equity change, the information disclosure obligor did not conduct any transactions involving shares of the listed company.

Chapter VI. Other major matters

As of the date of signing this report, except for the matters already disclosed in this report, the information disclosure obligor does not have any other information that must be disclosed in order to avoid misunderstanding of the contents of this report, nor any other major information that should be disclosed but has not been disclosed according to applicable laws.

Chapter VII. Reference documents

The following documents may be inspected by the listed company:

The business license of the information disclosure obligor (copy);
List of directors and key persons of the information disclosure obligor and their identity certification documents;
Evidence documents proving the reduction of shares through judicial auction and non-trading transfer;
《Simplified Equity Change Report of Beijing Vantone New Development Group Co., Ltd.》 signed by the information disclosure obligor.

Chapter VIII. Statement by the information disclosure obligor

The information disclosure obligor undertakes that: this report contains no false records, misleading statements or material omissions, and assumes individual and joint legal responsibility for its truthfulness, accuracy and completeness.

Information disclosure obligor (seal): Jia Hua Oriental Holdings (Group) Co., Ltd.