荣盛房地产发展股份有限公司第八届董事会第十八次会议决议公告

Group 1 - The company held its 18th meeting of the 8th Board of Directors on January 19, 2026, with all 9 directors present, complying with legal and regulatory requirements [2][3] - The board approved a proposal regarding related party transactions, which had been reviewed and agreed upon by independent directors prior to the board meeting [3][4] - The related party transaction does not require shareholder approval as per the Shenzhen Stock Exchange regulations [5][10] Group 2 - The company’s subsidiary, Langfang Rongzhe, plans to acquire 100% equity of Yingde Jihong and Yingde Jiyue for a total consideration of 40 million yuan, with specific payment arrangements [9][29] - The transaction involves a cash payment of 15 million yuan and an asset transfer valued at 25 million yuan [9][22] - The related party transaction is deemed fair and reasonable, with no harm to the interests of the company or its shareholders [19][35] Group 3 - The financial data of the target companies, Yingde Jihong and Yingde Jiyue, indicate that they have net assets of approximately 5.7 million yuan and 4.1 million yuan respectively as of December 24, 2025 [14][17] - The independent directors unanimously agreed that the transaction is necessary for the company's operations and complies with relevant laws and regulations [36] - The transaction aims to resolve approximately 88 million yuan in debt through the acquisition of the target companies' properties [35]