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Everbright Securities Co., Ltd.
According to daily leasing business logic, the company’s framework agreement for housing leasing with Everbright Group stipulates rental income and expenses. Based on the latest interpretations of Rules 14A.31 and 14A.53 of the Hong Kong Stock Exchange Listing Rules and the latest accounting standards, the annual cap for rent expenses under the housing leasing framework agreement for leases of one year or less is set based on the rent paid, and for leases exceeding one year, it is based on the total value of the right-of-use assets.
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The company’s services or products with related legal persons and natural persons are conducted according to uniform standards, and related transactions are priced at market rates with reasonable and fair pricing principles. In 2025, the securities and financial services revenue and expenses involving related natural persons are approximately 139,100 yuan and 5,000 yuan, respectively. In 2025, expenses related to securities and financial services with other related legal persons are approximately 682,200 yuan. The specific details of securities and financial product transactions are as follows:
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III. Estimated Daily Related Party Transactions in 2026
Referring to recent related-party transaction practices and considering the company’s business development needs in 2026, the following is an estimate of the company’s routine related-party transactions for 2026:
(1) Related Transactions with Everbright Group Members
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According to daily leasing business logic, the company’s framework agreement for housing leasing with Everbright Group stipulates rental income and expenses. Based on the latest interpretations of Rules 14A.31 and 14A.53 of the Hong Kong Stock Exchange Listing Rules and the latest accounting standards, the annual cap for rent expenses for leases of one year or less is based on the rent paid, and for leases over one year, it is based on the total value of the right-of-use assets.
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(2) Estimated Related Transactions with Other Related Parties
Apart from Everbright Group members, according to the Shanghai Stock Exchange Listing Rules, other related parties include: (1) Directors and senior management of Everbright Group, and related natural persons such as their close family members; (2) Enterprises controlled directly or indirectly by these related natural persons, or where they serve as directors (excluding independent directors of both parties), senior management, excluding Everbright Group and its subsidiaries, the company, its controlled subsidiaries, and other entities under control; (3) Legal persons, organizations, or natural persons that had any of the above relationships within the past 12 months or within 12 months after relevant agreements or arrangements take effect.
In the company’s daily operations, these related natural persons follow laws, regulations, and regulatory requirements to accept securities and financial services provided by the company, and subscribe to the securities and financial products issued by the company. Due to the occurrence and scale of business, actual figures will be used.
The company’s estimated related-party transactions with the above legal persons are as follows:
(1) Housing Leasing
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(2) Securities and Financial Product Trading
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(3) Securities and Financial Services
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(4) Non-financial Integrated Services
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Apart from Everbright Group members, according to the company’s estimates and relevant provisions of the Hong Kong Listing Rules, the related-party transactions with other related persons defined under the Hong Kong Listing Rules may be fully or partially exempt from the disclosure, announcement, annual review, and independent shareholder approval requirements. For such transactions, the company will calculate the actual transaction amount separately and perform disclosures, announcements, reviews, and approvals according to the relevant requirements of the Hong Kong Listing Rules based on the estimated amounts.
IV. Introduction of Related Parties and Relationship
As of the end of 2025, Everbright Group and its subsidiary China Everbright Holdings Co., Ltd. (hereinafter “Everbright Holdings”) hold 45.88% of the company’s shares.
Everbright Group was established in 1990, with Wu Lijun as legal representative, registered capital of 78,134,503,680 RMB, headquartered in Beijing. Its scope includes investment and management in financial industries such as banking, securities, insurance, funds, trusts, futures, leasing, and precious metals trading; asset management; and investment and management in non-financial industries. (Market entities operate independently according to law; projects requiring approval are carried out after approval; projects prohibited or restricted by national and local policies are not undertaken.)
Everbright Holdings was established in 1972, registered in Hong Kong. It is a listed company focusing on private equity fund management and investment, mainly managing funds and investing with its own capital. Everbright Group is its largest shareholder, indirectly holding 49.74% of its shares.
China Everbright Bank Co., Ltd., established in 1992, with Wu Lijun as legal representative, registered capital of 46,679,095,000 RMB, headquartered in Beijing, listed on the Shanghai Stock Exchange (stock code 601818) and Hong Kong Stock Exchange (stock code 6818). Its scope includes accepting public deposits; issuing short-, medium-, and long-term loans; domestic and international settlement; bill discounting; issuing financial bonds; agency issuance, payment, and underwriting of government bonds; trading government bonds; interbank lending; foreign exchange trading and agency trading; providing letter of credit and guarantee services; agency collection and payment; insurance agency services; safe deposit box services; and other businesses approved by the People’s Bank of China and State Administration of Foreign Exchange. (Business activities are conducted independently according to law; projects requiring approval are carried out after approval; projects prohibited or restricted by policies are not undertaken.)
Other subsidiaries of Everbright Group with significant business interactions include Everbright Yongming Life Insurance Co., Ltd., and Everbright Real Estate Co., Ltd.
Besides Everbright Group members, according to the Shanghai Stock Exchange Listing Rules, other related parties include: (1) Directors and senior management of the company, and related natural persons such as their close family members; (2) Enterprises controlled directly or indirectly by these natural persons, or where they serve as directors (excluding independent directors), senior management, excluding Everbright Group and its subsidiaries, the company, its controlled subsidiaries, and other entities under control; (3) Legal persons, organizations, or natural persons that had any of the above relationships within the past 12 months or within 12 months after relevant agreements or arrangements take effect.
V. Main Content and Pricing Policy of Related Transactions
Housing leasing mainly involves the company leasing properties from related parties for business purposes, with rent based on the prevailing market rent at the property location, negotiated fairly and reasonably.
Includes trading of various securities and financial products permitted by regulatory authorities, with market rates generally transparent and standardized. Fees charged are based on current market rates or similar products/transactions applicable to independent counterparties, determined through fair negotiation.
Includes securities and financial services provided mutually between the company and related parties, such as investment banking, brokerage, asset management, loans, distribution of financial products, insurance, etc. Pricing is based on market prices, industry practices, PBOC-approved deposit and loan rates, third-party pricing, and fair negotiation.
Includes IT and internet services, conference services, naming rights, network maintenance, printing and publishing, books and audio-visual, decoration, training, medical, business travel management, advertising, property management, consulting, labor outsourcing, advertising space rental, logistics, warehousing, and other non-financial services. Prices should comply with relevant laws and regulations and be comparable to third-party market conditions, determined through fair negotiation.
VI. Purpose and Impact of Routine Related-party Transactions
All routine related-party transactions are conducted as part of normal business operations, contributing to business development and enhancing overall competitiveness. Transactions are priced at market rates with reasonable and fair principles, without harming the interests of the company or non-related shareholders. These transactions will not adversely affect the company’s independence.
This announcement is hereby made.
Board of Directors of Everbright Securities Co., Ltd.
March 27, 2026