广东松炀再生资源股份有限公司关于转让控股子公司股权暨与关联人共同投资的进展公告

Group 1 - The company intends to transfer 51% equity of its subsidiary, Songyang LeCai (Beijing) Operation Management Co., Ltd., for 1 RMB to individual Zhao Xiangyue, with the corresponding subscribed capital of 10,200,000 RMB and paid-in capital of 0 RMB [2][4] - After the transfer, the subsidiary will no longer be included in the company's consolidated financial statements, which aligns with the company's strategic focus on optimizing its business structure and reducing operational costs [4][12] - The transaction is considered a related party transaction due to the previous position of one of the shareholders, Yan Tingju, as the company's vice president, who left the company within the last twelve months [2][5] Group 2 - The company has not engaged in any related transactions with the same or different related parties in the past 12 months that are relevant to this transaction [3][13] - The board of directors approved the transaction in a meeting held on December 29, 2025, with a unanimous vote of 7 in favor [15][24] - The independent directors reviewed and approved the transaction in a special meeting prior to the board meeting, ensuring compliance with relevant regulations [14][39] Group 3 - The financial assistance provided by the controlling shareholder, Wang Zhuangpeng, to the company and its subsidiaries is capped at 200 million RMB, with a usage period from January 1, 2026, to December 31, 2026 [28][32] - This financial assistance is intended to support the company's operational needs and project investments without requiring any collateral or guarantees [38][35] - The board of directors also approved this financial assistance in the same meeting, ensuring it aligns with the company's strategic development and does not harm the interests of minority shareholders [39][40]