Neutech Group Limited (Neutech Group) announced that its wholly owned subsidiary, Dalian Neusoft Ruixin Health Technology Co., Ltd. (Ruixin Health), signed a capital-contribution agreement on 24 November 2025 with vice-president Mr. Wang Xinghui and Dalian Ruixin Cloud Technology Co., Ltd. (Ruixin Cloud).

Key Transaction Terms • Ruixin Health will contribute RMB5.00 million in cash to Ruixin Cloud; Mr. Wang will contribute RMB3.00 million. • Post-transaction registered capital rises from RMB2.00 million to RMB10.00 million. • Equity structure after completion: Ruixin Health 50%, Mr. Wang 34%, executive director Dr. Wen Tao 16% (previously Dr. Wen held 80%). • Ruixin Health’s payment deadline: 1 November 2030 (already settled). Mr. Wang’s payment deadline: 6 March 2030 (outstanding as of the announcement date).

Ruixin Cloud Snapshot • Incorporated: 7 March 2025 to operate a citywide smart elderly-care platform via WeChat mini-programs. • Audited results (7 Mar–31 Dec 2025): net loss RMB1.22 million; net assets RMB1.37 million.

Strategic Rationale The investment aligns with Neutech Group’s plan to expand from education into a “digital-smart” ecosystem covering education, healthcare and wellness. Funding will support Ruixin Cloud’s platform, targeting digital transformation of elderly-care institutions and broadening the Group’s client base to senior citizens.

Listing Rules Classification Because Dr. Wen is an executive director and former 80% shareholder of Ruixin Cloud, the deal constitutes a connected transaction under Chapter 14A. The highest applicable percentage ratio exceeds 0.1% but is below 5%, requiring announcement and reporting but not independent shareholders’ approval.

Delayed Disclosure & Remedial Actions The company admitted an inadvertent oversight in identifying the transaction as connected, resulting in late disclosure. Neutech Group states the lapse had no material impact on operations or finances and has implemented measures including: 1. Strengthened internal procedures to flag connected transactions; 2. Training sessions for relevant staff (materials circulated June 2026, with at least three professional trainings annually); 3. Closer collaboration with legal and professional advisers.

Completion All conditions precedent have been fulfilled, regulatory filings completed, and Ruixin Health’s capital contribution fully settled. The transaction is now effective, positioning Neutech Group to deepen its presence in China’s elderly-care market.