Vanke Co., Ltd
| About Shenzhen Metro Group | 220 | Announcement on the signing of the supplementary agreement for the shareholder loan and routine related-party transactions | ||||||
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| Stock Code: | 000002 | 、 | 299903 | Stock Abbreviation: Vanke | A. Vanke | H Generation | ||
| Announcement Number: 〈Ten Thousand 〉 | 2 026 | -0 | 53 | |||||
| The company and all members of the board of directors guarantee the authenticity of the announcement | , Accurate and complete | , | No false records or misleading |
Statements or material omissions. I. Basic Information on Routine Related Party Transactions
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Vanke Co., Ltd. (hereinafter referred to as "Vanke" or the "Company") will be established in November 2025 The first extraordinary shareholders' meeting of 2025, held on the 20th, reviewed and approved the "Proposal on the Provision of Shares by Shentie Group to the Company." Proposal to establish a framework agreement with the company providing guarantees, agreeing that the company will negotiate with the largest shareholder, Shenzhen City Metro Group Co., Ltd. (hereinafter referred to as "Shentie Group" or the "Lender") signed the "Shareholder Loan and the Framework Agreement on Asset Guarantees (hereinafter referred to as the "Framework Agreement"). According to the Framework Agreement, From 2025 until the date of the company's 2025 annual shareholders' meeting, Shentie Group will provide the company with no exceeding the required amount For loans exceeding 22 billion yuan, the company will provide collateral/pledge guarantees for actual loans incurred under the loan limit (e.g., hereinafter referred to as "the original 22 billion shareholder loan matter"). On May 12, 2026, the company held a meeting with Shenzhen Railway Group regarding the "Framework." The Agreement signed the "Supplementary Agreement to the Framework Agreement on Shareholder Loans and Asset Guarantees" (hereinafter referred to as the "Supplement." Regarding the guarantee method, collateral materials, and collateral/pledge rates under the original 22 billion shareholder loan matter Supplementary agreements were made regarding the arrangements.
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As of now, Shenzhen Railway Group holds 27.18% of the company's shares. According to the Shenzhen Stock Exchange Stock Certificate, Listing Rules" and other relevant regulations, Shenzhen Railway Group constitutes a related party of the company, and this related-party transaction constitutes a public party related-party transactions of the company.
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The 34th meeting of the 20th Board of Directors of the Company reviewed and approved the "Regarding the Amendment Regarding the Return of the Original Plan" on May 12, 2026 Proposal to Sign a Supplementary Agreement Arrangement for 22 billion yuan in shareholder loans," related directors Huang Liping and Lei Jiangsong commented on this meeting Recuse from voting on related-party transaction matters. This related-party transaction has been approved by the independent directors of the 20th Board of Directors of the Company The 18th meeting of the Gate Meeting reviewed and approved. This related-party transaction still needs to be submitted to the company's shareholders' meeting for review, Shenzhen Tie Group will abstain from voting on this related-party transaction at the shareholders' meeting. If there are eligible shareholders at the legal time
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and the board of directors agreed to submit the related party transaction matters The company's 2025 annual shareholders' meeting will be reviewed. 4. The Board of Directors intends to request the shareholders' meeting to approve the authorization of the Board of Directors, and the Board may delegate the authority to other persons Carry out approval procedures for guarantee matters carried out under the Supplementary Agreement. 5. This related-party transaction does not constitute the material requirements stipulated in the "Administrative Measures for Major Asset Restructuring of Listed Companies." Asset restructuring or restructuring for listing does not require approval from relevant authorities. 2. Basic Information of Related Parties Company Name: Shenzhen Metro Group Co., Ltd Company Type: Limited Liability Company (Wholly State-Owned)