友好集团: 友好集团关于拟签订《股权转让框架协议》并提请股东大会授权董事会办理后续相关事宜的公告

Core Viewpoint - The company plans to sign a "Share Transfer Framework Agreement" with He Rui Commercial Investment Group to transfer 100% equity of its wholly-owned subsidiary, Xinjiang Youhao Huajun Real Estate Development Co., Ltd, with the transfer price based on the net asset value and the company's long-term investment in the target company [2][3][14] Group 1: Transaction Details - The transaction involves a debt-assuming transfer, where He Rui Commercial Investment Group will take on the debts owed by the target company to the company [2][3] - The transfer price will be determined based on the net asset value of the target company and the company's total long-term investment, with specific pricing to be negotiated after auditing and evaluation [2][3][8] - The framework agreement is a conditional intent agreement, and its implementation is subject to uncertainties, including policy changes and market conditions [3][14] Group 2: Company and Target Company Information - The target company, Xinjiang Youhao Huajun Real Estate Development Co., Ltd, is a wholly-owned subsidiary of the company, established in November 2007, with a registered capital of 20 million yuan [5][6] - The target company has developed a residential project and has no other ongoing real estate projects [5][6] - The financial data of the target company shows a clear ownership structure with no encumbrances or legal disputes affecting the transfer [6][7] Group 3: Board and Shareholder Approval - The transaction has been approved by the company's board of directors and will be submitted for shareholder approval [3][7] - The board seeks authorization from shareholders to handle subsequent matters related to the share transfer, including signing formal agreements and changing business registration [3][7] Group 4: Impact on Company Performance - The share transfer is expected to significantly impact the company's operating performance in 2025, with the final effects to be determined after auditing and evaluation [3][14] - Upon completion of the transaction, the company will no longer hold equity in the target company, which will be excluded from the company's consolidated financial statements [14]