Core Viewpoint - The company has approved the acquisition of assets from its affiliate, Gui'an Palm Cultural Real Estate Co., Ltd., to offset debts, involving 48 properties valued at approximately 18.26 million yuan, with an agreed price of 17.96 million yuan [2][9][10]. Group 1: Transaction Overview - The company will receive 48 residential properties located in Gui'an New District, Guizhou Province, with a total construction area of 3,678.18 square meters as debt compensation [6][9]. - The properties have a book value of 17,957,709.65 yuan and an estimated value of 18,260,100.00 yuan [6][15]. - The transaction was approved by the board of directors with 6 votes in favor and no opposition, while related directors abstained from voting [10][12]. Group 2: Debt Settlement Context - Gui'an Palm owes the company for construction project payments and performance bonds related to the Yunman Lake International Leisure Tourism Resort [7][8]. - The company previously signed an agreement to accept properties as debt repayment but faced challenges in executing this with downstream suppliers, prompting the current transaction [8][21]. Group 3: Asset Valuation and Agreement - The valuation of the properties was conducted by Henan Jiayuan Real Estate Land Asset Appraisal Co., Ltd., confirming the estimated value [7][16]. - The agreement stipulates that Gui'an Palm will work to remove any mortgage registrations on the properties within three months and ensure no other rights issues exist [15][19]. Group 4: Independent Board Review - The independent directors have reviewed the transaction and concluded that it aims to protect the company's interests and expedite debt recovery, with no significant discrepancies in property valuation [24]. - The independent board supports the transaction and has recommended it for board approval, ensuring that related directors recuse themselves from voting [24]. Group 5: Financial Impact - The company anticipates that the transaction will not have a significant impact on its financials, with accounting treatment to be confirmed post-audit [24]. - The company will actively manage the asset recovery process to enhance the value of the acquired properties [24].

2025年8月8日，棕榈生态城镇发展股份有限公司召开董事会，审议通过受让贵安新区棕榈文化置业有限 公司48套房产抵偿债权的议案。该房产位于贵州贵安新区云漫湖漫月湾小区，建筑面积3678.18平方 米，估值1826.01万元，双方确认以1795.77万元抵债。此前因下游供应商诉讼，以房抵债推进不及预 期。贵安棕榈是公司关联方，因合同纠纷被列为失信被执行人。此次交易未构成重大资产重组，预计对 公司财务无重大影响，但存在房产过户和交付风险。 ...

Group 1 - The Supreme People's Court has issued an interpretation to enhance the protection of homebuyers' rights, effective from July 24, 2025 [1] - The interpretation expands the scope of consumer rights protection in real estate transactions, allowing for better safeguarding of buyers' interests in cases of developer debt disputes [4][5] - The interpretation allows for the exclusion of forced execution on properties that meet the criteria of "residential living needs," which now includes improved housing, not just the primary residence [5][6] Group 2 - The interpretation emphasizes the priority of construction project payment rights, allowing contractors to negotiate property value for debt recovery, which can exclude mortgage rights or general monetary claims from forced execution [3][4] - Courts are instructed to focus on the substantive review of whether the disputed property is essential for the normal living conditions of the family involved [6] - The interpretation aims to prevent fraudulent practices in debt recovery, emphasizing the need for courts to verify the authenticity of contracts and payment claims to combat false litigation [7][8]