Xinjiang Tianye Water Saving Irrigation System Company Limited (Stock Code: 00840) announced that, upon expiry of its existing framework agreements on 31 December 2025, it has entered into three new continuing connected transactions agreements (the 2026–2028 Project Construction Services Framework Agreement, the 2026–2028 Purchase Framework Agreement, and the 2026–2028 Sales Framework Agreement) with Tianye Group on 16 February 2026. These transactions will be undertaken from 1 January 2026 to 31 December 2028, subject to Independent Shareholders’ approval.
Under the 2026–2028 Project Construction Services Framework Agreement, the Group will provide Tianye Group with various infrastructure construction services. The annual caps for each of the three years ending 31 December 2028 are set at RMB610.00 million. According to the announcement, historical utilization of previous limits was affected by project-specific factors and adjustments in market conditions.
Under the 2026–2028 Purchase Framework Agreement, the Group will continue procuring PVC resins, light calcium carbonate, other chemical products, and agricultural products from Tianye Group, with annual caps of RMB250.00 million for each year of the new term. The Group cites stable local supply capacity and cost benefits as key reasons for the ongoing arrangement. The Company notes that historical underutilization of prior caps was partly the result of certain project owners procuring materials independently and market-driven changes to implementation timelines.
Under the 2026–2028 Sales Framework Agreement, the Group will sell PVC pipe fittings, PE pipe fittings, drip tapes, drip assemblies, and other products to Tianye Group, also subject to annual caps of RMB250.00 million per year through 2028. The Company considers these transactions to be in line with its plan to boost revenue and expand its market for irrigation system-related products.
Since Tianze Water Investment holds approximately 60.42% of the Company, and Tianye Group holds 51.00% of Tianze Water Investment, Tianye Group is deemed a connected person under Chapter 14A of the Listing Rules. As the transaction sizes exceed 5% under the applicable percentage ratios, these agreements will be subject to reporting, announcement, and Independent Shareholders’ approval. The Company will convene an extraordinary general meeting (EGM) for the relevant resolutions, with shareholders who are associates of Tianze Water Investment abstaining from voting. The circular, including an independent financial adviser’s opinion, is scheduled for distribution on or before 12 March 2026.