Core Viewpoint - The company plans to publicly transfer 90.3085% of its subsidiary Shanghai Qinnian Urban Planning Engineering Design Co., Ltd. through the Ningbo Property Exchange to focus on its main business and enhance core competitiveness [1][2][5]. Transaction Overview - The initial listing price for the shares will not be less than the asset appraisal value, with a minimum price set at RMB 521,600 [2]. - The transaction does not constitute a major asset restructuring as defined by relevant regulations, and does not require approval from authorities [2][5]. Basic Information of the Transaction Target - Shanghai Qinnian was established on January 18, 2006, with a registered capital of RMB 100 million, and operates in various engineering and planning sectors [2]. - The company holds 90,308,500 shares of Shanghai Qinnian, representing 90.3085% of its total equity [2]. Financial Performance of the Target Company - As of the latest audited report, Shanghai Qinnian has total assets of approximately RMB 730.20 million and total liabilities of approximately RMB 746.12 million, resulting in a net asset value of approximately -RMB 15.92 million [3]. - The company reported a revenue of approximately RMB 217.67 million and a net loss of approximately RMB 81.63 million [3]. Valuation and Appraisal - The appraisal report indicates that the total equity value of Shanghai Qinnian is RMB 521,600, reflecting an increase of RMB 16.44 million, with a growth rate of 103.28% [3]. Transaction Process and Authorization - The company’s board has proposed to authorize management to handle all matters related to the public transfer, including adjusting the transfer price and signing agreements with the eventual buyer [4][5]. - The authorization will remain effective until the completion of the transaction [5]. Impact on the Company - The transfer of shares is aimed at concentrating resources on core business areas, thereby improving the company's strategic development and long-term interests [5][6]. - Following the completion of the transaction, Shanghai Qinnian will no longer be included in the company's consolidated financial statements [6]. Independent Director's Opinion - The independent directors support the public transfer of shares, stating it will help the company focus on its main business and optimize its asset structure without harming the interests of shareholders, especially minority shareholders [6].

Core Viewpoint - The company is preparing for its 2024 Annual General Meeting (AGM) scheduled for May 19, 2025, focusing on various proposals including financial reports, compensation plans, and governance matters [1][2][3]. Group 1: Meeting Proposals - Proposal 1 includes the confirmation of the 2024 Board of Directors' work report, highlighting a revenue of CNY 2,475.60 million, a decrease of 13.63% compared to the previous year, while net profit attributable to shareholders increased by 2.62% to CNY 152.02 million [4][5][6]. - Proposal 2 addresses the 2024 Supervisory Board work report, emphasizing the board's compliance with legal regulations and its role in safeguarding shareholder interests [15][16]. - Proposal 3 presents the 2024 financial settlement report, which has been audited and reflects the company's financial status accurately [19][20]. Group 2: Financial Performance - The company reported a total asset of CNY 5,196.01 million and a liability of CNY 3,304.10 million, resulting in a debt-to-asset ratio of 63.59% [6][20]. - The operating income for 2024 was CNY 2,475.60 million, with a net cash flow from operating activities of CNY 172.46 million, down 13.63% from the previous year [20][22]. - The company plans to distribute CNY 60 million in cash dividends, representing 39.47% of the net profit attributable to shareholders [27][28]. Group 3: Governance and Compliance - The company has established a governance structure that complies with the Company Law and Securities Law, ensuring transparency and accountability in its operations [10][15]. - The Supervisory Board conducted five meetings during the reporting period, ensuring that all decisions made by the Board of Directors were in line with legal requirements [15][16]. - The company intends to continue its relationship with Tianjian Accounting Firm for the 2025 audit, ensuring ongoing compliance and oversight [30].