深圳市金证科技股份有限公司关于关联交易的公告

Core Viewpoint - Shenzhen Jinzhen Technology Co., Ltd. has entered into business cooperation framework agreements with its affiliated companies, Hongrong Technology Co., Ltd. and Sanfeng Technology Co., Ltd., for service procurement, with estimated amounts not exceeding 60 million RMB and 30 million RMB respectively for the year 2026, based on market prices and expected workload [2][4][5]. Group 1: Overview of Related Transactions - The company has signed a business cooperation framework agreement with Hongrong Technology, a professional provider of information technology solutions in the securities and fund industry, for software product services and related activities, with a procurement amount not exceeding 60 million RMB [4][16]. - The company has also signed a similar agreement with Sanfeng Technology, which provides IT solutions in financing leasing and commercial factoring, with a procurement amount not exceeding 30 million RMB [5][21]. - Both agreements are based on market pricing principles and are expected to enhance the company's operational capabilities [24][25]. Group 2: Related Party Relationships - The company holds a 29.40% stake in Hongrong Technology, with its chairman serving as a director there, establishing a related party relationship [3][10]. - Similarly, the company holds a 29.1667% stake in Sanfeng Technology, with a senior vice president also serving as a director, indicating a related party relationship [7][14]. - These transactions are classified as related party transactions under the Shanghai Stock Exchange regulations but do not constitute a major asset restructuring [8][26]. Group 3: Financial Implications and Approval Process - The estimated service fees for Hongrong Technology are projected to be up to 60 million RMB for services rendered, while fees for Sanfeng Technology are projected to be up to 30 million RMB, with both agreements effective from January 1, 2026, to December 31, 2026 [2][5][22]. - The board of directors has approved these transactions, confirming they are necessary for the company's normal business operations and do not adversely affect the company's independence or financial performance [27][42]. - The agreements were reviewed and approved by the independent directors and subsequently by the board, with related directors abstaining from voting [27][43].