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久日新材: 天津久日新材料股份有限公司关于参与设立的投资基金减资、延长存续期暨关联交易的公告

Core Viewpoint - Tianjin Jiuri New Materials Co., Ltd. is participating in a capital reduction and extension of the duration of the Tianjin Ruiwu Equity Investment Fund, which involves a reduction of the fund's subscribed capital and an extension of its operational period to ensure smooth project exits and fund operations [1][3][6]. Summary by Sections Transaction Overview - As of April 6, 2025, the Ruiwu Fund has recovered an investment of CNY 23 million and plans to reduce its capital by CNY 22.6 million, changing the subscribed capital from CNY 100 million to CNY 77.4 million [1][3]. - The company's subscribed capital in the Ruiwu Fund will decrease from CNY 38 million to CNY 29.412 million, maintaining a 38% share [3][6]. Related Party Transactions - The ordinary partner of the Ruiwu Fund, Tianjin Ruixing Investment Management Co., Ltd., is a related party, as the company holds a 40% stake in it [4][5]. - The total amount of related party transactions with the same related party in the past 12 months has exceeded CNY 30 million but is below 1% of the company's latest audited total assets or market value [4][5]. Fund Details - The Ruiwu Fund was established on November 9, 2020, with a target fundraising scale of CNY 100 million [2][6]. - The fund's registered capital is CNY 100 million, and it is involved in private equity investment and asset management activities [6][7]. Financial Data - The Ruiwu Fund's total assets as of the latest audit are CNY 127.96 million, with net assets of CNY 127.96 million [7]. - The fund reported a net profit of CNY -722,939.39 in the latest audited financial year [7]. Approval Process - The board of directors and the supervisory board have approved the capital reduction and extension of the fund's duration, with no need for shareholder meeting approval [2][10]. - Independent directors and the audit committee have also expressed their agreement, confirming that the transaction does not harm the interests of shareholders, especially minority shareholders [11][12].