Announcement Number: 2026-012
Nanguo Real Estate Co., Ltd. Profit Distribution and Capital Reserve Transfer to Share Capital Plan
The Company and all members of the Board of Directors guarantee the content of this information disclosure is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.
I. Deliberation Procedures
The third meeting of the seventh Board of Directors of the Company was held on April 27, 2026. The "Profit Distribution and Capital Reserve Transfer to Share Capital Plan" was deliberated and approved by a vote of 7 in favor, 0 against, and 0 abstentions. This proposal still needs to be submitted for deliberation at the Company's 2025 Annual General Meeting.
II. Basic情况 of the Profit Distribution and Capital Reserve Transfer to Share Capital Plan
According to the audit by Lixin Certified Public Accountants (Special General Partnership), for the year 2025, the net profit of the Company's parent company was -944,946,796.16 yuan, and the net profit attributable to the parent company's shareholders in the consolidated financial statements was -1,804,354,828.99 yuan. The undistributed profit in the parent company's balance sheet was -1,659,039,017.35 yuan, and the undistributed profit in the consolidated balance sheet was -7,389,189,116.13 yuan.
Given that the Company incurred losses in 2025 and has negative undistributed profits, to ensure the capital needs for the Company's normal operations and stable development, and to safeguard the long-term interests of the Company and all shareholders, in accordance with the relevant provisions of laws and regulations and the Company's Articles of Association regarding profit distribution, and considering the Company's actual operating conditions and development, it has been decided that the Company will not distribute cash dividends, issue bonus shares, or transfer capital reserves to share capital for the year 2025.