招商局蛇口工业区控股股份有限公司 关于为深圳招商地产提供担保的 公 告

Group 1 - The company plans to provide a joint liability guarantee for a loan of 300 million yuan requested by its wholly-owned subsidiary, Shenzhen招商地产, from Industrial Bank Co., Ltd. Shenzhen Branch, with a loan term of 15 years [2][6] - The total guarantee limit approved for the company to provide to its subsidiaries is 31.6 billion yuan, with a specific limit of 15 billion yuan for subsidiaries with a debt-to-asset ratio exceeding 70% [3] - As of the announcement date, the total external guarantees provided by the company and its subsidiaries amount to 33.783 billion yuan, accounting for 30.43% of the company's latest audited net assets attributable to shareholders [6] Group 2 - Shenzhen招商地产, established in 1984, has total assets of 49.48 billion yuan and total liabilities of 28.91 billion yuan as of December 31, 2024, with a net profit of 1.471 billion yuan for the same year [4] - The company holds 100% equity in Shenzhen招商地产, which operates in various sectors including property management, real estate development, and sales [4] - The financial condition of Shenzhen招商地产 is stable, with no land or construction project mortgages and not classified as a dishonest executor [4] Group 3 - The company held its second temporary shareholders' meeting on December 24, 2025, with 354 shareholders present, representing 69.18% of the total voting shares [8] - The meeting approved the election of a non-independent director, with 94.68% of the minority shareholders voting in favor [9] - Legal opinions confirmed that the meeting's procedures complied with relevant laws and regulations [10] Group 4 - The company plans to engage in daily related transactions with its controlling shareholder,招商局集团, and its subsidiaries, with an estimated total contract amount of 1.5122 billion yuan for 2026 [18] - The expected annual transaction amount includes 1.5 billion yuan for income from leasing assets and providing services, and 12.2 million yuan for expenses related to leasing and services [18][25] - The independent directors have approved the related transactions, confirming they are necessary for daily operations and do not harm the interests of shareholders [28]