Core Viewpoint - The company plans to sell its wholly-owned subsidiary, Beijing Zhenwang, to its controlling shareholder, Shandong Innovation Group, for a transaction price of 0 RMB, as Beijing Zhenwang has not conducted any substantial business since its establishment and has a net asset value of 0 RMB [2][4][27]. Summary by Sections 1. Overview of Related Transactions - The transaction involves the transfer of 100% equity of Beijing Zhenwang from the company to its controlling shareholder, Innovation Group, at a price of 0 RMB. This move aims to streamline the company's organizational structure and reduce unnecessary management costs [4][27]. - The transaction has been approved by the company's board of directors and independent directors, with related directors abstaining from voting. It does not require submission to the shareholders' meeting for approval [5][6][31]. 2. Transaction Details - The transaction does not involve any guarantees or financial management by Beijing Zhenwang, nor does it occupy any funds from the listed company [3][29]. - As of October 31, 2025, the company has conducted related transactions with Innovation Group amounting to 5.7649 million RMB over the past 12 months, which does not exceed 5% of the company's latest audited net assets [3][7]. 3. Financial Information of the Transaction Target - Beijing Zhenwang has a registered capital of 0 RMB and a net asset value of 0 RMB. The agreed transaction price for the 100% equity transfer is 0 RMB, reflecting the lack of business activity [17][18]. 4. Impact of the Related Transaction on the Company - The transaction is expected to have no adverse effects on the company and will not harm the interests of shareholders, particularly minority shareholders. It is part of a strategy to focus on core business development [27][29]. - The transaction does not involve changes in management, personnel placement, or land leasing [28]. 5. Approval Process - The independent directors held a special meeting to review and approve the transaction, which was subsequently approved by the board of directors. The transaction does not require further shareholder approval [31][32].
创新新材料科技股份有限公司关于出售资产暨关联交易的公告