Share¡¯s code£º 000550 Share¡¯s Name£º Jiangling Motors No.£º 2025-057
Jiangling Motors Corporation, Ltd.
Public Announcement on Forecast of
the Routine Related Party Transactions in 2026
Jiangling Motors Corporation, Ltd. and its Board members undertake that the
information disclosed herein is truthful, accurate and complete and does not
contain any false statement, misrepresentation or major omission.
I. Brief Introduction
The Board of Directors of Jiangling Motors Corporation, Ltd. (hereinafter referred to
as "JMC" or the "Company") approved the 2026 routine related party transaction
forecast proposal on December 19, 2025.
The routine related party transaction forecast proposal covered all the related parties
with JMC, where total annual transaction with each of them is projected to be over
RMB 56.46 million in 2026. These related parties were clarified as Type A and Type
B. Type A means the related parties with JMC, where total annual transactions with
each of them is projected to be over RMB 560 million, and Type B means the related
parties with JMC, where total annual transactions with each of them is projected to be
between RMB 56.46 million and RMB 560 million.
The proposal relates to related party transactions and has been reviewed at a special
meeting of the Company's Independent Directors before being submitted to the Board
of Directors for consideration.
The Board of Directors approved the 2026 forecast proposal for type A routine related
party transactions and authorized the Executive Committee to finalize detailed
contracts with the individual related parties and to submit them to the Shareholders¡¯
Meeting for approval. When voting on the proposals at the shareholders¡¯ meeting,
Ford Motor Company (¡°Ford¡±) will withdraw from the voting on the related party
transactions associated with Ford and its affiliates; Nanchang Jiangling Investment
Co., Ltd. (¡°JIC¡±) will withdraw from the voting on the related party transactions
associated with Nanchang Jiangling Investment Co., Ltd. and its affiliates, associated
with Jiangling Motors Group Co., Ltd. (¡°JMCG¡±) and its affiliates, and associated
with Changan Automobile Co., Ltd. and its affiliates.
The Board of Directors approved the 2026 forecast proposal for type B routine related
party transactions and authorized the Executive Committee to sign detailed contracts
with the individual related parties.
Nine Directors shall attend this meeting and eight Directors were present. Director
Ryan Anderson did not attend this meeting and he authorized Vice Chairman Shengpo
Wu to exercise voting rights on his behalf.
When voting on the proposal, Director Shengpo Wu, Director Ryan Anderson and
Director Xiong Chunying withdrew from the voting on the related party transactions
associated with Ford and its affiliates; Director Qiu Tiangao and Director Zhong
Junhua withdrew from the voting on the related party transactions associated with
JMCG and its affiliates; Director Qiu Tiangao, Director Yuan Mingxue and Director
Zhong Junhua withdrew from the voting on the related party transactions associated
with Nanchang Jiangling Investment Co., Ltd. and its affiliates; all the other Directors
agreed with the proposal.
II. Types and amounts of routine related party transactions
i. Type A, which means the related parties with JMC, where total annual
transactions with each of them is projected to be over RMB 560 million, are listed
as follows:
RMB million
Related Party Category Content Transaction Amount from
Amount January to
October
Deposit Deposit interest 40 9
interest and Guarantees 0 1
JMCG Finance accumulation
Payment settlement
Company settlement 34,920 12,917
Deposits
amount
Subtotal 34,960 12,927
Purchase of goods
Jiangxi Jiangling Purchase 72 22
and service
Motors Imp. &
Sales of goods and
Exp. Co., Ltd. and Sales 23,028 11,405
service
its subsidiaries
Subtotal 23,100 11,427
Purchase of goods
Purchase 8,731 3,854
and service
JMCG and its
Sales of goods and
subsidiaries Sales 2,369 470
service
Subtotal 11,100 4,324
Purchase of goods
Purchase 2,983 580
Ford and its and service
subsidiaries Sales of goods and
Sales 1,517 105
service
Subtotal 4,500 685
Purchase of goods
Purchase 2,158 1,016
Magna PT and service
Powertrain Sales of goods and
Sales 2 1
(Jiangxi) Co., Ltd. service
Subtotal 2,160 1,017
Purchase of goods
China Changan Purchase 429 179
and service
Automobile Group
Sales of goods and
Co., Ltd. and its Sales 1,620 274
service
subsidiaries
Subtotal 2,049 426
Purchase of goods
Nanchang Jiangling Purchase 1,987 672
and service
Huaxiang Auto
Sales of goods and
Components Co., Sales 53 30
service
Ltd.
Subtotal 2,040 702
Purchase of goods
Nanchang Baojiang Purchase 1,597 646
and service
Steel Processing
Sales of goods and
Distribution Co., Sales 3 0
service
Ltd.
Subtotal 1,600 646
Purchase of goods
Purchase 1,247 641
Jiangxi Jiangling and service
Lear Interior Sales of goods and
Sales 43 16
System Co., Ltd. service
Subtotal 1,290 657
ii. Type B, which means the related parties with JMC, where total annual transactions
with each of them is projected to be between RMB 56.46 million and RMB 560
million, are listed as follows:
RMB million
Related Party Category Content Transaction Amount from
Amount January to
October
Nanchang Unistar Purchase of goods
Purchase 560 169
Electric & Electronics and service
Co., Ltd. Subtotal 560 169
Faurecia Emissions Purchase of goods
Purchase 550 208
Control Technologies and service
(Nanchang) Co., Ltd. Subtotal 550 208
Changan Ford Purchase Purchase of goods 437 92
Automobile Co., Ltd. and service
Sales of goods and
Sales 43 0
service
Subtotal 480 92
Purchase of goods
Nanchang Yinlun Purchase 300 106
and service
Heat-exchanger Co., Ltd.
Subtotal 300 106
Purchase of goods
Purchase 218 103
Nanchang JMCG SMR and service
Huaxiang Mirror Co., Sales of goods and
Sales 42 22
Ltd. service
Subtotal 260 125
Purchase of goods
Purchase 30 6
and service
Jiangxi ISUZU Engine
Sales of goods and
Co., Ltd. Sales 70 14
service
Subtotal 100 20
RMB million
Differences
Between
Actual
Actual Transaction
Transaction Amount from
Forecast Amount from
Related Party Category Content Amount January to
Transaction January to
from October as %
Amount October and
January to of Similar
Forecast
October Business
Transaction
Amount (%)
Deposit Deposit interest 9 37 6.84% -75.68%
interest and Guarantees 1 1 100.00% 0.00%
JMCG Finance
accumulation
Company Payment
settlement
settlement 12,917 29,100 29.07% -55.61%
amount
Deposits
Jiangxi Jiangling Purchase of
Purchase 22 58 0.09% -62.07%
Motors Imp. & Exp. goods and service
Co., Ltd. and its Sales of goods
Sales 11,405 17,610 37.13% -35.24%
subsidiaries and service
Purchase of
Purchase 3,854 6,909 16.43% -44.22%
JMCG and its goods and service
subsidiaries Sales of goods
Sales 470 1,971 1.53% -76.15%
and service
Purchase of
Purchase 580 3,760 2.47% -84.57%
Ford and its goods and service
subsidiaries Sales of goods
Sales 105 1,100 0.34% -90.45%
and service
Purchase of
Purchase 1,016 1,799 4.33% -43.52%
Magna PT Powertrain goods and service
(Jiangxi) Co., Ltd. Sales of goods
Sales 1 1 0.00% 0.00%
and service
China Changan Purchase of
Purchase 179 36 0.76% 397.22%
Automobile Group goods and service
Co., Ltd. and its Sales of goods
Sales 247 972 0.80% -74.59%
subsidiaries and service
Purchase of
Nanchang Jiangling Purchase 672 1,676 2.86% -59.90%
goods and service
Huaxiang Auto
Sales of goods
Components Co., Ltd. Sales 30 24 0.10% 25.00%
and service
Purchase of
Nanchang Baojiang Purchase 646 1,319 2.75% -51.02%
goods and service
Steel Processing
Sales of goods
Distribution Co., Ltd. Sales 0 1 0.00% -100.00%
and service
Purchase of
Jiangxi Jiangling Lear Purchase 641 1,044 2.73% -38.60%
goods and service
Interior System Co.,
Sales of goods
Ltd. Sales 16 36 0.05% -55.56%
and service
Nanchang Unistar
Purchase of
Electric & Electronics Purchase 169 480 0.72% -64.79%
goods and service
Co., Ltd.
Faurecia Emissions
Purchase of
Control Technologies Purchase 208 660 0.89% -68.48%
goods and service
(Nanchang) Co., Ltd.
Purchase of
Purchase 92 360 0.39% -74.44%
Changan Ford goods and service
Automobile Co., Ltd. Sales of goods
Sales 0 36 0.00% -100.00%
and service
Nanchang Yinlun
Purchase of
Heat-exchanger Co., Purchase 106 228 0.45% -53.51%
goods and service
Ltd.
Purchase of
Nanchang JMCG Purchase 103 180 0.44% -42.78%
goods and service
SMR Huaxiang
Sales of goods
Mirror Co., Ltd. Sales 22 36 0.07% -38.89%
and service
Jiangxi ISUZU Purchase of
Purchase 6 24 0.03% -75.00%
Engine Co., Ltd. goods and service
Sales of goods
Sales 14 54 0.05% -74.07%
and service
The Company carried out the forecast on the upper limit of the transaction
limit and submitted it to the shareholders¡¯ meeting for review and approval
Explanation by the Board of Directors
when the amount of the routine related party transactions in 2025 was
of the Company on the difference
expected to be. The final actual amount of the part of the related party
between the actual amount and the
transactions is 20% less than the projected amount, which is due to the fact
forecast amount of the routine related
that the Company and the related parties do not trigger or reduce the sales
party transactions
commodity and the purchase of the goods according to the actual demand of
the Company. It is a normal business behavior.
In our opinion, where the actual amount of routine related party transactions
Explanation by Independent Directors of of the Company occurring in 2025 is more than 20% below the forecast
the Company on the difference between amount, it is due to the fact that the Company and related parties did not
the actual amount and the forecast trigger or reduce the sales of goods and purchase of goods according to the
amount of the routine related party actual needs of the Company. It is a normal business behavior, in line with
transactions the objective situation, and without harming the interests of the Company and
minority shareholders.
Disclosure date and index of the Forecast Proposal of Routine Related Party Transactions In
December 12, 2024.
III. Brief Summary of Related Parties
Legal Registered Registered
Name Main Business Scope Relationship
Representative Capital Address
JMCG Finance Yu Qingfeng RMB 10 Primarily providing financial services Nanchang Controlled by
Company billion to JMCG and its affiliates, including City JMCG
credit, account clearing and deposit,
etc.
Jiangxi Jiangling Sun Xiaoquan RMB Import and export business of all kinds Nanchang Controlled by
Motors Imp. & Exp. 33.61 of goods and technology; logistics and City JMCG
Co., Ltd. million packing, etc.
JMCG Qiu Tiangao RMB Manufacturing of vehicle, engine, Nanchang A Shareholder of
million components, vehicle quality test, sales
of in-house produced commodity and
providing relevant after sale services.
Ford Motor William Clay USD $42 Vehicle manufacturing and sales and Detroit, Controlling
Company Ford Jr. million other business U.S.A shareholder of
the Company
(hold 32%
equity)
Magna PT Yi Wang Euro € Manufacture and sell transmissions and Nanchang Associate of
Powertrain (Jiangxi) 131.27 related components City JMCG
Co., Ltd. million
Nanchang Jiangling Fu Peiqiang RMB 40 Manufacturing and sales of automotive Nanchang Controlled by
Huaxiang Auto million components. City JMCG
Components Co.,
Ltd.
China Changan Zhu Huarong RMB 200 The production of road motor vehicles, Chongqing Actual
Automobile Group billion as well as the investment, operation and City Controller of
Co., Ltd. management of state-owned assets. Changan
Automobile Co.,
Ltd., a
Shareholder of
JIC
Nanchang Baojiang Zhou Zhongxi RMB Processing, selling, distribution and Nanchang Associate of
Steel Processing 147.40 storage of steel. City JMCG
Distribution Co., Ltd million
Jiangxi Jiangling Chang USD Design, production, sales for all kinds Nanchang Controlled by
Lear Interior System Hongshun $10.215 of cars, modified cars, transformer car City JMCG
Co., Ltd. million full sets of seats, sponge business
Nanchang Unistar Pan Xiaolin RMB 50 Auto wiring, development, Nanchang Controlled by
Electric & million manufacturing, sales and after-sales City JMCG
Electronics Co., Ltd. service of electronic parts.
Nanchang Faurecia Zhou Wen USD $8 Development, production and sales of Nanchang Associate of
Emissions Control million automobile exhausting system. City JMCG
Technologies Co.,
Ltd.
Changan Ford Zhao Fei USD $241 Development, production and sales of Chongqing Joint venture of
Automobile Co., million automobiles and parts; provide City Changan
Ltd. after-sales services, training services, Automobile Co.,
warehousing services and other Ltd. and Ford
services. Motor Company
Nanchang Yinlun Xu Xiaomin RMB 40 Development, production and sales of Nanchang Joint venture of
Heat-exchanger Co., million automobile heat exchange system. City JMCG
Ltd.
Nanchang JMCG He Jiukun RMB 50 Automotive mirrors and other Nanchang Associate of
SMR Huaxiang million automotive parts products (except City JMCG
Mirror Co., Ltd. engines) development, manufacturing,
wholesale, retail and service.
Jiangxi ISUZU KANI RMB 950 Design, assemble and sell engines, Nanchang Controlled by
Engine Co., Ltd. TAKUJI million gearboxes and their spare parts; City JMCG
Selling lubricating oil; Import related
technology, equipment and spare parts
Financial information of the related parties in 2024 was shown as follows:
RMB million
No. Name Total Assets Net Assets Revenue Profit after
tax
Co., Ltd.
Ford $285,200 $44,800 $185,000 $5,900
million million million million
Ltd.
- - - -
Ltd.
Co., Ltd.
Distribution Co., Ltd.
Co., Ltd.
Electronics Co., Ltd.
Technologies Co., Ltd.
Mirror Co., Ltd.
Ltd.
After inquiry, all the above mentioned related legal persons are not the persons to be
executed for dishonesty.
Performance capability analysis: the above-mentioned related parties can strictly
abide by the contract agreements in their business dealing with the Company.
Combined with the main financial indicators and business conditions of the related
parties, the related parties are fully capable of performing their transactions with the
Company.
IV. Main Content of the Routine Related Party Transaction
When the Company sells goods to or purchases goods from related parties, if the price
of the same products is offered in the market, the Company will use the market price.
If unable or difficult to obtain comparable market data for prices of unique products
or services, prices are determined through the process of supplier quotes, costing
assessment and negotiation.
According to the actual progress of production and operation, the Company will sign
specific contracts in time on an equal basis with the related parties.
V. Purpose of Related Party Transactions and Impact on JMC
All the above-mentioned related party transactions are regular and recurring
transactions between JMC and the related parties, and they are necessary for JMC to
maintain its daily operation. The goods purchased from the related parties are mainly
unique parts for JMC products.
The transactions between JMC and the related parties follow the principles of fairness,
openness and justice, the transaction price is fair. All the transactions comply with the
requirements of relevant laws and regulations, which do not damage the interests of
the Company and minority shareholders.
VI. Opinions at the Special Meeting of Independent Directors
Before the Company's 2026 Routine Related Party Transaction Forecast Proposal is
submitted to the Board of Directors for consideration, it has been reviewed at the
Directors of the Company and approved by all the Independent Directors. The
Independent Directors of the Company issued the following review opinions on the
Company's 2026 Routine Related Party Transaction Forecast Proposal:
to be based on the normal business needs, conform to the Company¡¯s actual
management needs, and the related party transactions follow the principle of objective,
just and fair trading, without damaging the legitimate interests of the Company and
shareholders, especially the legitimate interests of minority shareholders, in line with
the relevant regulations of China Securities Regulatory Commission and Shenzhen
Stock Exchange.
occurring in 2025 is more than 20% below the forecast amount, it is due to the fact
that the Company and related parties did not trigger or reduce the sales of goods and
purchase of goods according to the actual needs of the Company. It is a normal
business behavior, in line with the objective situation, and without harming the
interests of the Company and minority shareholders.
Therefore, all the Independent Directors agree to the proposal, and agree to submit the
proposal to the Board of Directors of the Company for consideration, and the related
Directors shall withdraw from voting in accordance with the regulations.
VII. Documents for Reference
Board of Directors
Jiangling Motors Corporation, Ltd.
December 23, 2025
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