杭萧钢构股份有限公司关于向控股子公司增资暨关联交易的公告

Core Viewpoint - Hangxiao Steel Structure Co., Ltd. plans to increase capital in its subsidiary, Hangxiao Steel Structure (Xinyang) Co., Ltd., with a total investment of 50 million yuan, involving both the company and a related natural person, Mr. Wang Lei [2][4] Summary by Sections Capital Increase and Related Transactions Overview - The total capital increase amount is 50 million yuan, with Hangxiao Steel contributing 49.75 million yuan and Mr. Wang Lei contributing 250,000 yuan [2][4] - After the capital increase, the registered capital of Hangxiao Steel (Xinyang) will rise from 100 million yuan to 150 million yuan, with Hangxiao Steel's share increasing from 88% to 91.83% [4][8] Related Transactions - This transaction constitutes a related party transaction but does not qualify as a major asset restructuring [3] - The transaction was approved by the independent directors and the company's board of directors, thus not requiring shareholder meeting approval [3][12] Financial Status of the Target Company - As of December 31, 2024, Hangxiao Steel (Xinyang) reported total assets of approximately 579.91 million yuan and a net asset of approximately 100.15 million yuan, with a net loss of approximately 6.41 million yuan for the year [8] - As of March 31, 2025, the company reported total assets of approximately 534.30 million yuan and a net asset of approximately 94.22 million yuan, with a net loss of approximately 9.34 million yuan for the first quarter [8] Impact on the Listed Company - The capital increase is expected to enhance the asset strength and commercial credit of Hangxiao Steel (Xinyang), benefiting the long-term development of the company [11] - The transaction will not significantly impact the financial status or profitability of the company, nor will it harm the interests of the listed company and its shareholders [11] Approval Process - The independent directors unanimously approved the proposal before it was submitted to the board of directors [12][18] - The board meeting on August 8, 2025, resulted in a unanimous approval of the capital increase proposal, with Mr. Wang Lei abstaining from the vote [19]