About XINGLU WATER Company

The issuer's predecessor was the Luzhou Water Works, which was established in 1958, and was later restructured and established by the Luzhou Water Supply Corporation. On June 6, 2002, in accordance with the approval of the “Luzhou Municipal People's Government's Approval of the Luzhou Water Works Corporation Restructuring Plan” (Lu Shi Han [2002] No. 79), the Luzhou Water Supply Corporation was restructured and reorganized into a wholly state-owned Luzhou Water (Group) Co., Ltd., and obtained the “Notice of Pre-Approval of the Enterprise Name” issued by the Luzhou Administration for Industry and Commerce on July 9, 2002. The registered capital of Luzhou Water (Group) Co., Ltd. was RMB 66.28 million when it was established. According to the “Capital Inspection Report” (Chuanyu Certification No. 080) issued by Sichuan Yulong Certified Public Accountants, as of July 15, 2002, Luzhou Water (Group) Co., Ltd. has received a registered capital of RMB 66.28 million paid by the Luzhou Municipal Bureau of Planning and Construction, an authorized investor in state-owned assets. The investment method is to restructure net assets. On July 31, 2002, the Luzhou Administration for Industry and Commerce approved the establishment of Luzhou Water (Group) Co., Ltd. In December 2002, according to the “Notice of the Luzhou Municipal People's Government on the Establishment of Luzhou Xinglu Investment Group Co., Ltd.” (Lushi Fufa (2002) No. 133), Xinglu Investment Group, as a state-owned asset investor authorized by the Luzhou Municipal People's Government, became a shareholder of Luzhou Water (Group) Co., Ltd. In 2006, the name of the issuer was changed to Luzhou Xinglu Water (Group) Co., Ltd. (the “Enterprise Name Pre-Approval Notice” issued by the Ministry of Industry and Commerce was officially obtained on May 28, 2007). According to the approval of the “Luzhou Municipal People's Government's Approval to Transfer State-owned Assets Transfer Proceeds from the Transfer of State-owned Assets (Group) Co., Ltd.” (Lushi Government Letter [2006] No. 112) and the Luzhou State-owned Assets Administration Commission's “Approval on the Transfer of State-owned Assets Transfer Proceeds from Luzhou Water (Group) Co., Ltd.” (Document No. 37)), a total of 15,653,652.32 yuan of state-owned assets transfer proceeds recovered during the restructuring of the Beijiao Water Plant in 2004 was used as a national capital investment; at the same time, according to Luzhou Luzhou The Asset Management Commission approved the “Approval on the Equity Adjustment of Wholly State-owned Companies Affiliated to Luzhou Xinglu Investment Group” (Lu CSIC [2006] No. 46), and it was agreed that Luzhou Infrastructure Investment would increase the capital and expand the shares of Luzhou Water (Group) Co., Ltd. with monetary capital of 1,569,847.68 yuan. Sichuan Changxin Certified Public Accountants issued the “Capital Inspection Report” (Sichuan Changxin [2007] No. 091) on June 4, 2007, confirming that the additional registered capital had been paid in full. According to the approval of the 2007 Luzhou State-owned Assets Administration Commission's “Verification and Approval of Liquidation Funds for Luzhou Water (Group) Co., Ltd.” (Luzhou State Assets Administration Commission [2007] No. 39) and the resolution of the company's shareholders' meeting on June 5, 2009, the net proceeds of liquidation of 1,392,826.27 yuan were used as Xinglu Investment Group's additional registered capital for Luzhou Xinglu Water (Group) Co., Ltd. Sichuan Changxin Certified Public Accountants issued the “Capital Inspection Report” (Sichuan Changxin [2009] No. 123) on July 14, 2009, confirming that the additional registered capital had been paid in full. After this change, the company's registered capital was changed to RMB 84,896,326.27. On December 3, 2012, in accordance with the shareholders' meeting resolution and the revised articles of association, the company increased its registered capital by RMB 100 million, of which the shareholder Luzhou Xinglu Investment Group Co., Ltd. paid RMB 98.15 million, and the shareholder Luzhou Infrastructure Investment Co., Ltd. paid RMB 1.85 million. The change was registered with the Luzhou Administration for Industry and Commerce on December 27, 2012. The registered capital after the change was RMB 184.8963 million. According to the “Approval on the restructuring and divestiture of non-main business assets of Luzhou Xinglu Water (Group) Co., Ltd.” issued by the Luzhou State-owned Assets Supervision and Administration Commission on July 29, 2014 (Luguo Asset Rights [2014] No. 14) and the resolution of the 2014 First Shareholders' Meeting of Luzhou Xinglu Water (Group) Co., Ltd., it was decided to continue the separation. Before the split, the registered capital of Luzhou Xinglu Water (Group) Co., Ltd. was 184,896,326.27 yuan; after the split, the surviving company was Luzhou Xinglu Water (Group) Co., Ltd., with a registered capital of 184,396,326.27 yuan; the newly established company was Luzhou Xinglu Asset Management Co., Ltd. (already pre-approved by Luzhou Administration for Industry and Commerce (Sichuan Industrial and Commercial)) with a registered capital of 500,000.00 yuan. The company's debts before the split were borne by the surviving company after the split, and the newly established company bears joint and several liability. The resolution of the 2014 Second Extraordinary General Meeting of Shareholders of Luzhou Xinglu Water (Group) Co., Ltd. reviewed and passed the “Proposal on Reducing the Company's Registered Capital”, agreeing to reduce the registered capital of Luzhou Xinglu Water (Group) Co., Ltd. by 500,000.00 yuan as the registered capital of the new company established separately. The capital reduction was approved by the Luzhou State-owned Assets Supervision and Administration Commission's “Approval on Reducing the Registered Capital of Luzhou Xinglu Water (Group) Co., Ltd.” (Luguo Asset Rights [2014] No. 17) on July 29, 2014. The change was registered with the Luzhou Administration for Industry and Commerce on September 4, 2014. The registered capital after the change was RMB 184,396,326.27. According to the resolution of the company's 6th Extraordinary Shareholders' Meeting in 2014 and the “Luzhou Xinglu Water (Group) Co., Ltd. Capital Increase Agreement” signed between Luzhou Xinglu Investment Group Co., Ltd., Luzhou Laojiao Group Co., Ltd. and Luzhou Xinglu Water (Group) Co., Ltd. Luzhou Xinglu Investment Group Co., Ltd. increased its capital to the Company by 210,000,000.00 yuan on December 31, 2014, of which 63,890,171.41 yuan was the Company's increased registered capital, and the remaining 146,109,828.59 yuan was the Company's capital reserve. Luzhou Laojiao Group Co., Ltd. increased its capital to the Company by 100,000,000.00 yuan on January 5, 2015 in accordance with this agreement, of which: 30,423,900.00 yuan was the Company's increased registered capital, and the remaining 69,576,100.00 yuan was the Company's capital reserve. Luzhou Infrastructure Investment Co., Ltd. relinquished its subscription rights. The change was registered with the Luzhou Administration for Industry and Commerce on January 5, 2015. The registered capital after the change was RMB 278,710,397.68. According to the Luzhou State-owned Assets Supervision and Administration Commission's “Approval of the Joint Stock Reform Plan of Luzhou Xinglu Water (Group) Co., Ltd.” (issued by the Luzhou State Assets Administration Commission [2015] No. 180), the resolution of the 9th Interim Meeting of the Shareholders Meeting of Luzhou Xinglu Water (Group) Co., Ltd. in 2015, the asset evaluation report issued by Yinxin Asset Evaluation Co., Ltd. (Yinxin Report [2015] No. 0974), and the audit report issued by Sichuan Huaxin (Group) Accounting Firm (Chuan Huaxin [2015] No. 252), as of July 31, 2015, Luzhou Xinglu Water (Group) Co., Ltd. assessed net assets of RMB 923.6707 million, and the net net assets after audit were RMB 774.6276 million. On December 17, 2015, the “Capital Inspection Report” (Chuanhua Credit Test [2015] No. 109) examined that the original Luzhou Xinglu Water (Group) Co., Ltd. was changed to a limited company, and the net assets after Nikkei's audit were discounted by 774,627,645.306 yuan as the basis for July 31, 2015, of which 600,000,000.00 yuan was the company's registered capital, 174,627,645.30 yuan as the capital reserve. The total share capital of Luzhou Xinglu Water (Group) Co., Ltd. is 600,000,000 shares, of which: Luzhou Xinglu Investment Group Co., Ltd. subscribed for 527,160,000 shares; Luzhou Laojiao Group Co., Ltd. subscribed for 65,520,000 shares; and Luzhou Infrastructure Investment Co., Ltd. subscribed to 7,320,000 shares. On May 9, 2016, according to Lutou Group Division [2016] No. 178, Luzhou Infrastructure Investment Co., Ltd. and Luzhou Laojiao Group Co., Ltd. increased the capital and shares of Xinglu Water. The current capital increase was 133.58 million yuan, of which the registered capital of the company was increased by 64.31 million yuan to 69.27 million yuan as capital reserve. After this capital increase, the total share capital of Xinglu Water will increase to 664.31 million shares, of which Xinglu Group holds 527.16 million shares, with a shareholding ratio of 79.35%, Laojiao Group holds 72.54 million shares, with a shareholding ratio of 10.92%, and the underlying company holds 64.61 million shares, with a shareholding ratio of 9.73%. According to the resolution of the fourth interim meeting of the 2016 General Meeting of Shareholders of Luzhou Xinglu Water (Group) Co., Ltd., it was decided to publicly issue overseas listed foreign shares (H shares) and list them on the main board of the Hong Kong Stock Exchange Limited. On November 3, 2016, the China Securities Regulatory Commission issued the “Approval on Approving the Issuance of Overseas Listed Foreign Shares by Luzhou Xinglu Water (Group) Co., Ltd.” (Securities Regulatory License [2016] No. 2530) to approve the issuance of overseas listed foreign shares (H shares) by Luzhou Xinglu Water (Group) Co., Ltd. According to the Company's announcement on the results of the issuance of overseas listed foreign shares (H shares), the initial issuance scale of the Company's current public offering of foreign shares (H shares) was 214.94 million shares (including 195.4 million H shares issued by the Company and 19.54 million H shares sold by the sales shareholders due to reduced holdings of state-owned shares). The face value of each share is RMB 1, and the issue price per share is HK$2.30. After the IPO was completed, the total share capital of the company increased from 664,310,000 shares to 859,710,000 shares, of which H shares accounted for 25.00%. As a result, the registered capital of Xinglu Water was increased from RMB 664.31 million to RMB 859.71 million, and the change registration was registered with the Luzhou Administration for Industry and Commerce on May 22, 2017. The registered capital after the change was RMB 859.71 million. As of the date of signing this prospectus, the registered capital of the company was 859.71 million yuan. The controlling shareholder was Luzhou Xinglu Investment Group Co., Ltd., which held 59.51% of the company's shares, and the Luzhou State-owned Assets Administration Commission held 100% of Luzhou Xinglu Investment Group Co., Ltd., so the issuer's actual controller was the Luzhou State-owned Assets Administration Commission. January 4, 2024 announcement: Chen Qinan assumed the position of general manager.