Nanguo Real Estate Co., Ltd.
Independent Directors' Special Opinion on the Discrepancy Between Actual and Projected Figures for 2025 Annual Related Party Transactions
In accordance with the requirements of the China Securities Regulatory Commission and the Shenzhen Stock Exchange's "Announcement Format for Listed Companies' Daily Related Party Transactions" issued by the Shenzhen Stock Exchange, we, the independent directors of Nanguo Real Estate Co., Ltd. (hereinafter referred to as the "Company"), hereby express our opinions on the reasons for the discrepancy between the projected and actual amounts of the Company's daily related party transactions for 2025:
The actual total amount of daily related party transactions in 2025 was lower than the projected total amount. This is primarily because the projected amount for daily related party transactions represented the upper limit of potential business between the two parties. The actual amount was determined by the actual signed contract amounts and execution progress, which involves a significant degree of uncertainty, leading to a discrepancy between the actual total amount and the projected total amount. The actual total amount did not exceed the projected total amount, which is consistent with the Company's actual production and operation situation and future development needs. The transactions were priced according to market principles, are fair and reasonable, and do not harm the interests of the Company and its minority shareholders, benefiting the Company's sustained and stable development.