Securities Code: 002968
Securities Abbreviation: Xinda Zheng
Listing Location: Shenzhen Stock Exchange
Project
Issuance of shares and cash payment for asset acquisition by Xinda Zheng Property Group Co., Ltd. and the related party transaction report (draft) (revised)
Transaction Counterparties
Issuance of shares and cash payment for asset acquisition from:
- TS Capital Facility Management Holding Company Limited
- Beijing Xinrunheng Equity Investment Partnership (Limited Partnership)
- Shanghai Xintian Enterprise Management Partnership (Limited Partnership)
- Shanghai Xinyue Enterprise Management Partnership (Limited Partnership)
- Shanghai Xinlan Consulting Planning Partnership (Limited Partnership)
- Shanghai Xinquan Enterprise Management Partnership (Limited Partnership)
- Shanghai Xinyu Enterprise Management Partnership (Limited Partnership)
- Shanghai Shengying Enterprise Management Consulting Partnership (Limited Partnership)
Fundraising
Not exceeding 35 specific qualified investors
Independent Financial Advisor
May 2026
Declaration by the Company and All Directors and Senior Management
- The company and all directors and senior management guarantee that the information provided for this transaction, as well as the explanations and confirmations issued, are true, accurate, and complete, with no false records, misleading statements, or significant omissions, and they bear corresponding legal responsibilities for any false records, misleading statements, or significant omissions.
- The controlling shareholder, actual controller, and their concerted actors, directors, and senior management commit that if they are investigated by judicial authorities or the China Securities Regulatory Commission for suspected false records, misleading statements, or significant omissions in the information provided or disclosed during this transaction, they will suspend the transfer of shares directly or indirectly held in the listed company until the investigation conclusion is clear.
- This report and its summary do not represent the substantive judgment or guarantee of the investment value of the company's stock or investor returns by the China Securities Regulatory Commission or the Shenzhen Stock Exchange.
- The effectiveness and completion of the matters related to this restructuring require approval, filing, or consent from relevant regulatory authorities.
- After the completion of this transaction, the changes in the company's operations and earnings will be the company's own responsibility; investment risks arising from this transaction will be borne by investors.
- Investors should carefully consider the risk factors disclosed in this report and its summary, in addition to the contents of this report and its summary and related documents disclosed simultaneously. If investors have any questions regarding this report and its summary, they should consult their stock brokers, lawyers, accountants, or other professional advisors.
Declaration by Transaction Counterparties
All transaction counterparties have issued commitment letters:
- They commit that all relevant materials provided during this transaction are true, accurate, and complete, and that copies are consistent with original documents; all signatures and seals are genuine, with no false records, misleading statements, or significant omissions, and they bear legal responsibility for the authenticity, accuracy, and completeness of the information provided.
- They commit to timely providing relevant information to the listed company during the transaction process and ensuring that the information provided is true, accurate, and complete.
- They commit to suspending the transfer of shares directly or indirectly held in the listed company if they are investigated by judicial authorities or the China Securities Regulatory Commission for suspected false records, misleading statements, or significant omissions.
Declaration by Securities Service Institutions
The securities service institutions and their personnel agree to the citation of relevant contents of the documents issued by the securities service institutions in this report and its summary, confirming that this report and its summary do not contain false records, misleading statements, or significant omissions due to such citations, and they bear corresponding legal responsibilities for their authenticity, accuracy, and completeness.