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信达地产股份有限公司 关于公司对外投资暨关联交易公告
Core Viewpoint - The company has established a partnership with several entities to form Tianjin Xinyufang Enterprise Management Partnership, aiming to enhance asset management capabilities and leverage synergies in investment projects [2][4]. Group 1: Transaction Overview - The total subscribed capital for Tianjin Xinyufang is 153,654.70 million yuan, with contributions from various partners: China Cinda 81,554.70 million yuan (53.08%), Xi'an Xinyuyuan 28,800.00 million yuan (18.74%), and Kede Shengye 43,200.00 million yuan (28.11%) [2][4]. - The partnership is classified as a related party transaction and does not constitute a major asset restructuring, thus not requiring additional board or shareholder approvals [3][4]. Group 2: Related Parties and Relationships - China Cinda Asset Management Co., Ltd. is a state-controlled listed company with a registered capital of 3,816,453.5147 million yuan, primarily engaged in managing and disposing of non-performing assets [5][6]. - Xinsenglibao Equity Investment Co., Ltd. is a limited liability company with a registered capital of 9,000.722401 million yuan, focusing on equity investments and related activities [7]. Group 3: Partnership Structure and Management - Tianjin Xinyufang will operate under a management model where Xinsenglibao acts as the executing partner, responsible for external representation and operational management [12]. - An investment decision-making committee will be established, comprising four members from the partner entities, requiring unanimous consent for decisions [13]. Group 4: Investment and Financial Arrangements - The partnership intends to invest in a city renewal project in Xi'an, which is currently under construction, with capital contributions contingent on project progress [11][19]. - Investment returns will be distributed biannually, with specific provisions for early repayment of principal and interest [20]. Group 5: Risk Management and Control Measures - The project company will be wholly owned by Tianjin Xinyufang, ensuring control over the investment [23]. - The company will appoint key personnel to manage the project company, ensuring deep involvement in operations and financial oversight [23].
信达地产股份有限公司关于公司对外投资暨关联交易公告
Core Viewpoint - The announcement details the establishment of a partnership named Tianjin Xinyufang Enterprise Management Partnership (Limited Partnership) involving Xian Xinyuyuan, China Cinda Asset Management Co., Ltd., Xinsenglibao Equity Investment Co., Ltd., and Shaanxi Kede Shengye Real Estate Development Co., Ltd. with a total subscribed capital of 153,654.70 million yuan [2][4] Group 1: Investment Overview - The total subscribed capital for Tianjin Xinyufang is 153,654.70 million yuan, with contributions from various partners: Xinsenglibao 100.00 million yuan (0.07%), China Cinda 81,554.70 million yuan (53.08%), Xian Xinyuyuan 28,800.00 million yuan (18.74%), and Kede Shengye 43,200.00 million yuan (28.11%) [2][4] - The partnership aims to invest in a city renewal project in Xi'an, which is currently under construction [9] Group 2: Related Party Transactions - The investment constitutes a related party transaction as China Cinda is the controlling shareholder of the company, and Xinsenglibao is a subsidiary of the controlling shareholder [2][6] - This transaction does not constitute a major asset restructuring and falls within the scope of the annual board and shareholder meeting approvals [3][4] Group 3: Management and Decision-Making - Tianjin Xinyufang will establish an investment decision-making committee composed of four members, with representatives from each partner, requiring unanimous consent for decisions [11] - Xinsenglibao will act as the executing partner, representing Tianjin Xinyufang in external matters [10] Group 4: Financial Arrangements - The investment will be used for land transfer fees, deed tax, and project construction costs [18] - Investment returns will be paid by the project company on specific dates each year, with provisions for early repayment [19] Group 5: Risk Management - The company will implement risk control measures, including deep involvement in project management and shared control over project company assets [21] - The partnership aims to enhance asset management capabilities and does not foresee significant impacts on the company's future liquidity [22]