海航控股: 海航控股：第十届监事会第十一次会议决议公告

Core Viewpoint - The company plans to acquire 100% equity of Hainan Tianyu Flight Training Co., Ltd. from Hainan Airport Development Industry Group Co., Ltd. through a cash payment, which constitutes a major asset restructuring [1][2][3]. Group 1: Meeting Resolutions - The Supervisory Board unanimously approved the proposal regarding the company's compliance with major asset restructuring conditions [1][2]. - The proposal that the transaction does not constitute a related party transaction was also approved [1][2]. - The specific plan for the major asset restructuring was reviewed and approved, confirming that Hainan Tianyu Flight Training Co., Ltd. will become a wholly-owned subsidiary post-transaction [2][3]. Group 2: Transaction Details - The transaction will be executed through a cash payment for the 100% equity of Hainan Tianyu Flight Training Co., Ltd. [2][3]. - The transaction price will be determined based on the equity value assessment conducted as of December 31, 2024 [3]. - The transition period's profits will be enjoyed by the acquirer, while any losses will be borne by the seller [3][6]. Group 3: Compliance and Reporting - The company has prepared a major asset purchase report and its summary in accordance with relevant laws and regulations [7][12]. - The independent assessment of the transaction's compliance with regulatory requirements was confirmed, ensuring no abnormal trading conditions exist [11][12]. - The company has established confidentiality measures and a system to protect sensitive information related to the transaction [17]. Group 4: Financial Impact and Measures - The transaction is expected to have an impact on immediate returns, with commitments from management to implement measures to mitigate this effect [15][16]. - The company has conducted a self-examination of asset transactions in the past twelve months, confirming the necessity of this acquisition as part of its business strategy [16].