RENRENLE(SZ:002336) Zhong Guo Zheng Quan Bao - Zhong Zheng Wang·2025-05-13 23:32Core Viewpoint - The independent financial advisor, Open Source Securities Co., Ltd., has been appointed by Renrenle Chain Commercial Group Co., Ltd. to provide guidance on a significant asset sale and related transactions, ensuring compliance with relevant laws and regulations [1][2]. Group 1: Transaction Overview - The transaction involves Renrenle publicly transferring 100% equity of Xi'an Gaolongsheng to Han Jianxincheng and 100% equity of Xi'an Peixiao to Donghe Chensheng through the Xi'an Cultural Property Exchange [2][6]. - The decision and approval for the transaction were made during meetings held on December 13, 2024, by the independent directors, board of directors, and supervisory board of the listed company [3][4]. Group 2: Asset Transfer and Payment - The transfer agreements for both Xi'an Gaolongsheng and Xi'an Peixiao were signed on December 13, 2024, with the respective buyers [7]. - As of December 31, 2024, the business registration changes for both companies have been completed [8][9]. - Payment details for Xi'an Peixiao include a total of 20,932 million yuan paid by Donghe Chensheng, with a remaining balance of 6,977 million yuan due by September 30, 2025 [10]. - For Xi'an Gaolongsheng, a total of 45,409 million yuan has been paid by Han Jianxincheng, with a remaining balance of 15,135.44 million yuan due by September 30, 2025 [12]. Group 3: Financial Performance - In 2024, the company reported a revenue of 1.43 billion yuan, a decrease of 49.86% year-on-year, and a net profit attributable to shareholders of -17 million yuan, an increase of 96.52% year-on-year [19]. - The total assets of the company were 1.916 billion yuan, down 50.94% from the beginning of the year, and the net assets attributable to shareholders were -404 million yuan, a decrease of 4.47% [19]. Group 4: Internal Control and Audit Opinions - The internal control audit report indicated significant deficiencies in the company's internal controls, particularly in procurement processes and payment approvals [22][23]. - The audit opinion stated that the company could not provide sufficient evidence for the authenticity of transactions and the management of funds, leading to a "unable to express an opinion" conclusion on the financial statements [24][25].