Hunan Development (000722.SZ): It is planned to jointly invest 100 million yuan with related parties to set up Hunan Carnation Pension Research Institute

On December 7, 2021, Hunan Development (000722.SZ) announced that the Company and its related party, Hunan Carnation Pension Industry Investment and Real Estate Co., Ltd. ("Carnation Company"), signed the "Hunan Carnation Pension Research Institute Project Cooperation Agreement" on December 7, 2021, and intends to jointly invest 100 million yuan to establish Hunan Carnation Pension Research Institute Co., Ltd. (tentative name, "New Company"). After the completion of the transaction, the new company intends to carry out institutional pension business such as elderly care, pension research and pension training, and there are some of the same or similar situations with carnation companies. Regarding the competition in the same industry, Hunan Development Asset Management Group Co., Ltd. ("Hunan Development Group"), the controlling shareholder of the Company, proposed corresponding measures to solve the problem.

In connection with the competition matter, Hunan Development Group, the controlling shareholder of the Company, issued the "Commitment Letter on Measures to Resolve Inter-industry Competition", the specific measures are as follows:

1. Carnation Company will be urged to strive to improve its asset quality and operating performance, and promote Carnation Company or its pension assets to be transferred to listed companies as soon as possible.

2. Within 3 years of the completion of the transaction and during the period when Hunan Development Group is the controlling shareholder of the company, Hunan Development Group undertakes to meet the conditions for transfer to the listed company (including but not limited to perfect corporate governance structure, clear property rights, complete asset compliance, and enhancing the sustainable profitability of the listed company) in accordance with the principle of benefiting the development and maintenance of shareholders and the interests of shareholders, especially the interests of minority shareholders, in accordance with the principle of benefiting the development of listed companies and safeguarding the interests of shareholders, especially the interests of minority shareholders. Compliance with all aspects of laws and regulations and regulatory rules, etc.) and the company intends to acquire, Hunan Development Group will transfer the equity of Carnation Company or promote the transfer of relevant pension assets to the company at a fair and reasonable market price; otherwise, Hunan Development Group will take other appropriate methods to eliminate the competition with the company in the same industry.

3. If Hunan Development Group and/or other enterprises controlled by Hunan Development Group (excluding listed companies and enterprises controlled by them) are obtaining investment or acquisition opportunities that are in direct competition with the Company, and the relevant third parties agree to provide such opportunities to the Company in accordance with reasonable terms, and the Company is also interested in participating and has the corresponding strength and operational capabilities, hunan Development Group, the Company and the third party shall negotiate in good faith to promote the Company to implement such investment and acquisition opportunities.

4. During the period of being the controlling shareholder of the company, Hunan Development Group guarantees to exercise its rights in good faith in accordance with the provisions of laws and regulations and the articles of association of the listed company, and will not use the position of the controlling shareholder to seek improper benefits and not harm the legitimate rights and interests of the company and other shareholders.

The company will supervise Hunan Development Group to solve the problem of competition in the same industry as soon as possible, and perform its information disclosure obligations in a timely manner in strict accordance with the provisions and requirements of relevant laws and regulations. Please note the investment risks.

This article originated from Grand Gateway