Announcement on Estimated Daily Related Transactions with China Merchants Group and Its Subsidiaries for 2026
The company and all members of the board guarantee that the content of this announcement is true, accurate, and complete, with no false records, misleading statements, or significant omissions.
I. Basic Information on Daily Related Transactions
- Overview of Daily Related Transactions China Merchants Group Co., Ltd. (hereinafter referred to as "China Merchants Group") is the actual controller of China Merchants Jiyu Industrial Operation Service Co., Ltd. (hereinafter referred to as "the Company"), and China Merchants Shekou Industrial Zone Holdings Co., Ltd. (hereinafter referred to as "China Merchants Shekou") is the controlling shareholder of the Company. To improve decision-making efficiency and in line with operational realities, the Company (including subsidiaries) estimates the daily related transactions with China Merchants Group and its subsidiaries for 2026 as follows:
The total estimated contract amount for daily related transactions between the Company and China Merchants Group and its subsidiaries for 2026 is 558.42 million yuan, with an expected annual occurrence of 495.81 million yuan. The related income includes asset leasing, provision of services, and sale of goods to related parties, with an estimated contract amount of 533.20 million yuan and an annual occurrence of 464.39 million yuan. The related expenditures include asset leasing, acceptance of services, and purchase of goods from related parties, with an estimated contract amount of 25.22 million yuan and an annual occurrence of 31.42 million yuan. The actual daily related transactions that occurred from January to November 2025 amounted to a total contract amount of 412.26 million yuan and an actual occurrence of 351.16 million yuan (unaudited).
- Decision-Making Procedure On December 24, 2025, the second meeting of the eleventh board of directors approved the proposal on the estimated daily related transactions between the Company and China Merchants Group and its subsidiaries for 2026 (5 votes in favor, 0 votes against, 0 abstentions). Related directors Lv Bin, Chen Zhiheng, Huang Jian, Yuan Fei, Zhao Xiao, and Li Chaohui abstained from voting on this proposal, which was voted on by non-related directors Yang Lei, KAREN LAI, Zou Pingxue, Song Jingxian, and Zhang Bohui. This proposal was approved unanimously at the fifth special meeting of the independent directors in 2025 and agreed to be submitted to the board for review. This proposal will also be submitted to the shareholders' meeting for review, with related shareholders China Merchants Shekou and Shenzhen China Merchants Real Estate Co., Ltd. abstaining from voting. This related transaction does not constitute a major asset reorganization as defined by the "Measures for the Administration of Major Asset Restructuring of Listed Companies" and does not require approval from relevant authorities.