Core Viewpoint - The company intends to transfer its 10.0581% stake in Shandong Luxin Huijin Holdings Co., Ltd. for 203.0274 million yuan to Shandong Investment Co., Ltd. to focus on its main business and reduce related party transactions [3][5][7]. Group 1: Share Transfer Details - The transfer price for the 10.0581% stake in Luxin Huijin is set at 203.0274 million yuan, with the profits and losses from the assessment date to the transfer date to be enjoyed by Shandong Investment [3][6]. - The transaction has been approved by the company's board and requires shareholder approval, with related shareholders abstaining from voting [3][5]. - The company has conducted over 30 million yuan in related party transactions with the same related party in the past 12 months, exceeding 5% of the latest audited net assets [3][5]. Group 2: Financial Information of Related Parties - As of December 31, 2024, Shandong Investment had total assets of 7.42 billion yuan and net assets of 2.982 billion yuan, with an operating income of 323 million yuan and a net profit of 104 million yuan for the year [5][9]. - Luxin Huijin had total assets of 6.596 billion yuan and net assets of 2.183 billion yuan, with an operating income of 323 million yuan and a net profit of 135 million yuan for the same period [5][9]. Group 3: Impact of the Transaction - The completion of this transaction is expected to result in an investment gain of approximately 24.007 million yuan for the company, subject to confirmation by the annual audit [7][19]. - The transaction aligns with the company's long-term strategy to reduce non-performing assets and does not harm the interests of the company or minority investors [19]. Group 4: Related Party Transactions - The company’s wholly-owned subsidiary, Shandong High-tech Venture Capital Co., Ltd., plans to transfer its rights to the income and voting rights of its 9.79% stake in Shandong Longli Biological Technology Co., Ltd. to Shandong Financial Asset Management Co., Ltd. [8][19]. - The transfer price for the income rights is set at 4.3962 million yuan, with the voting rights being entrusted to the receiving party [19]. Group 5: Board Elections - The company is preparing for the election of a new board of directors as the current term is nearing completion, with nominations for non-independent and independent directors being proposed [21][25]. - The proposed candidates for the non-independent director positions include individuals with extensive experience in finance and management [21][25].
鲁信创投: 鲁信创投2025年第一次临时股东会会议资料