中泰证券: 中泰证券股份有限公司关于控股子公司签署日常关联交易框架协议的公告

Core Viewpoint - The announcement details the signing of framework agreements for daily related transactions between the subsidiary Zhongtai Futures and its indirect controlling shareholder Shandong Energy Group, focusing on commodity trading, derivative transactions, and asset management services [1][2]. Group 1: Daily Related Transactions Overview - Zhongtai Futures plans to engage in commodity purchase and sale, derivative trading, and provide financial services to Shandong Energy Group and its subsidiaries [1][2]. - The agreements include a Commodity Purchase Framework Agreement, Risk Management Service Framework Agreement, Asset Management Service Framework Agreement, and Futures Brokerage Service Framework Agreement [1][2]. Group 2: Transaction Approval Process - The proposal for the framework agreements was approved unanimously at the third board meeting on August 29, 2025, with certain related directors abstaining from the vote [2]. - The transactions require further approval from the company's shareholders, with specific shareholders abstaining from voting at the meeting [2]. Group 3: Financial Details and Transaction Limits - The expected transaction amounts and categories are outlined, with specific limits set for each agreement, including the purchase costs and asset management fees [2][5]. - The agreements are set to be effective from January 1, 2026, to December 31, 2028, contingent upon necessary approvals [6]. Group 4: Related Party Information - Shandong Energy Group, the indirect controlling shareholder, has a registered capital of RMB 30.2 billion and is involved in various sectors including coal, electricity, and financial services [4][5]. - The group has total assets of RMB 1,045.385 billion as of the end of 2024, indicating a strong financial position [5]. Group 5: Pricing and Independence - The pricing for the transactions is based on fair market value and independent third-party pricing, ensuring no harm to the company or minority shareholders [5][6]. - The transactions are characterized as daily related transactions necessary for business operations, maintaining the company's independence and not creating reliance on related parties [6].