Ming Yang Smart Energy Misses Six-Month Deadline to Notify Shareholders on Uniwatt Acquisition Amid Extended Due Diligence

Uniwatt Acquisition Structure and Transaction Details

Ming Yang Smart Energy Group Limited, listed on the Shanghai Stock Exchange as MYSE (stock code 601615), is advancing a major acquisition of Uniwatt Technology Co., Ltd. The transaction will be executed through a multi-faceted structure involving new share issuance, cash payments, and the raising of supporting funds via related parties. Classified as a related-party transaction under Chinese regulatory frameworks, it is not considered a major asset restructuring, which involves different procedural and disclosure requirements.

This acquisition marks a significant expansion for Ming Yang Smart Energy by integrating Uniwatt’s operations and technologies. The combined use of equity, cash, and financing mechanisms underscores the complexity of renewable energy sector mergers. While financial terms and valuations are pending due diligence completion, the approach aligns with strategic financing flexibility and stakeholder incentives.

Board Approval and Stock Exchange Communications

The company’s 30th board meeting on 22 January 2026 formally approved the Uniwatt acquisition proposal. Subsequently, Ming Yang Smart Energy submitted detailed disclosures to the Shanghai Stock Exchange, including the acquisition plan, summaries, and supporting documents addressing transaction structure, related-party aspects, and fund arrangements. These were publicly released on 23 January 2026.

Following the announcement, the Shanghai Stock Exchange suspended trading of MYSE shares from market open on 13 January 2026, limiting the suspension to ten trading days. Trading resumed on 23 January 2026 with a General Risk Warning Announcement issued. On the same day, the exchange’s Listed Company Management Department I sent an inquiry letter requesting additional disclosures and clarifications. Ming Yang Smart Energy responded on 6 February 2026 with detailed information and a revised acquisition proposal reflecting regulatory feedback.

Regulatory Deadline for Shareholders' Meeting Notice

According to Shanghai Stock Exchange Self-Regulatory Guidelines No. 6 for Major Asset Restructuring, listed companies must issue a shareholders' meeting notice within six months of the initial board resolution authorizing share issuance for asset acquisition. This ensures timely shareholder participation in significant corporate decisions.

Ming Yang Smart Energy disclosed it cannot meet this six-month deadline because audit, valuation, and legal due diligence remain incomplete. Ongoing discussions with Uniwatt stakeholders require extended timelines. Per exchange rules, the board must reconvene to approve the transaction again, setting a new pricing reference date for share issuance to ensure current market conditions are reflected.

Pending Due Diligence and Valuation Processes

Comprehensive audit, valuation, and legal reviews are still underway. These include financial audits of Uniwatt’s past performance, independent valuations to determine fair equity value, and legal assessments of contracts, compliance, intellectual property, and litigation risks. The complexity and duration highlight the transaction’s significance and regulatory rigor.

The company did not specify reasons for the extended timeline or provide a revised completion estimate, noting only that further communication with relevant parties is necessary. These procedures are critical to establishing accurate financial metrics, valuation methodologies, and identifying potential liabilities that may impact transaction terms.

Related-Party Transaction Classification and Implications

Ming Yang Smart Energy confirmed the Uniwatt acquisition is a related-party transaction under Chinese securities laws, triggering enhanced disclosure, independent director review, and minority shareholder protections. This classification differs from major asset restructuring and involves distinct approval and procedural requirements.

Minority shareholders must approve the transaction at a shareholders' meeting, with related parties abstaining from voting to ensure fairness. The company has committed to fulfilling all regulatory approval and disclosure obligations per CSRC and Shanghai Stock Exchange rules, adhering to stringent governance standards.

Ongoing Progress Updates and Disclosure Schedule

The company has issued regular progress announcements on 24 February, 23 March, 23 April, 23 May, and 23 June 2026 (Announcements No. 2026-022, 2026-024, 2026-030, 2026-045, and 2026-047 respectively), demonstrating commitment to transparency. These updates indicate steady advancement in due diligence, regulatory engagement, and negotiation of transaction terms.

Following the exchange’s inquiry on 23 January 2026, Ming Yang Smart Energy responded on 6 February 2026 with revised disclosures enhancing transparency. While specific inquiry details were not disclosed, such communications typically address valuation methods, pricing benchmarks, and financial pro forma data.

Transaction Uncertainties and Approval Dependencies

Formal agreements with Uniwatt have not been signed, placing the transaction in a pre-binding phase. Completion depends on multiple approvals: reconvened board deliberation, minority shareholder consent, and regulatory authority clearances. These steps introduce execution risk at each stage.

The company highlighted significant uncertainty regarding final transaction completion. Risks include renegotiations, regulatory-mandated modifications, or possible termination if due diligence or approvals encounter obstacles. All definitive information will be disclosed through Shanghai Stock Exchange platforms, with potential for revisions or alternative transaction outcomes.

Compliance and Disclosure Commitments

Ming Yang Smart Energy pledges to advance the acquisition in compliance with CSRC and Shanghai Stock Exchange self-regulatory guidelines, performing all required approvals and disclosures promptly. This ensures investors receive timely and accurate information on material developments.

If the six-month shareholders' meeting notice deadline is missed, the board must reconvene for a new resolution, with the announcement date of that resolution serving as the new pricing reference date for share issuance. This mechanism safeguards shareholder interests by aligning share pricing with current transaction facts.

Investor Considerations and Risk Factors

Investors in Ming Yang Smart Energy should be aware of material risks and uncertainties related to the Uniwatt acquisition, which could significantly impact the company’s financials and strategy. Until shareholder and regulatory approvals are secured, risks include changes to terms, regulatory conditions, or transaction discontinuation.

Regular progress disclosures provide transparency, but completion timelines may extend beyond initial expectations. The related-party nature demands careful scrutiny of pricing fairness and independent director assessments. Investors should thoroughly review all transaction disclosures, including valuation and financing details, before making investment decisions.