Shenzhen Properties & Resources Development (Group) Ltd(000011) : the assets appraisal report of Shenzhen Guomao Property Management Co., Ltd. which intends to acquire the equity of Shenzhen Foreign Trade Property Management Co., Ltd. and involves all the equity value of the company’s shareholders

Shenzhen Guomao Property Management Co., Ltd

It is proposed to acquire the equity of Shenzhen Foreign Trade Property Management Co., Ltd

Items involving the value of all shareholders’ equity of the company

assets valuation statement

Tian Xing Ping Bao Zi (2021) No. 2231

(Volume 1 of 1)

Beijing Tianjian Xingye Assets Appraisal Co., Ltd

PAN-CHINA ASSETS APPRAISAL CO ., LTD

December 23, 2021

catalogue

catalogue

Declare that 1. Summary of asset appraisal report 2. Asset appraisal report I. overview of the client, the appraised unit and other users of the appraisal report agreed in the appraisal entrustment contract four

2、 Evaluation purpose ten

3、 Evaluation object and scope ten

4、 Value type eleven

5、 Appraisal base date eleven

6、 Evaluation basis eleven

7、 Evaluation method fourteen

8、 Evaluation procedure implementation process and situation seventeen

9、 Assessment assumptions nineteen

10、 Evaluation conclusion twenty

11、 Special notes twenty

12、 Description of restrictions on the use of the asset appraisal report twenty-three

13、 Asset appraisal report date 23 annex to the assets appraisal report twenty-five

Asset appraisal report of the project in which ITC property intends to acquire equity of foreign trade property page 1

statement

1、 The assets appraisal report is prepared in accordance with the basic standards for assets appraisal issued by the Ministry of Finance and the asset appraisal practice standards and professional ethics standards issued by China Assets Appraisal Association.

2、 The client or other users of the asset appraisal report shall use the asset appraisal report in accordance with the provisions of laws, administrative regulations and the scope of use specified in the asset appraisal report; If the client or other users of the asset appraisal report use the asset appraisal report in violation of the above provisions, the asset appraisal institution and the asset appraiser shall not be liable. The asset appraisal report is only for the use of the client, other users of the asset appraisal report agreed in the asset appraisal entrustment contract and users of the asset appraisal report specified by laws and administrative regulations; In addition, no other institution or individual can become the user of the asset appraisal report. The assets appraisal agency and appraisers remind the users of the assets appraisal report to correctly understand the appraisal conclusion. The appraisal conclusion is not equal to the realizable price of the appraisal object, and the appraisal conclusion should not be considered as a guarantee for the realizable price of the appraisal object.

3、 The asset appraisal institution and appraisers abide by laws, administrative regulations and asset appraisal standards, adhere to the principles of independence, objectivity and impartiality, and bear responsibility for the asset appraisal report issued according to law.

4、 The list of assets and liabilities involved in the appraisal object shall be declared by the client and the appraised unit and confirmed by signature, seal or other methods permitted by law; The client and other relevant parties shall be responsible for the authenticity, integrity and legitimacy of the materials provided by them according to law.

5、 There is no existing or expected interest relationship between the asset appraisal institution and the asset appraiser and the appraisal object in the asset appraisal report; There is no existing or expected interest relationship with the relevant parties, and there is no prejudice against the relevant parties.

6、 The asset appraiser has conducted on-site investigation on the appraisal object and the assets involved in the asset appraisal report; Necessary attention has been paid to the legal ownership of the appraisal object and the assets involved, the legal ownership data of the appraisal object and the assets involved have been checked, the problems found have been truthfully disclosed, and the client and other relevant parties have been requested to improve the property rights to meet the requirements for issuing the asset appraisal report.

7、 The analysis, judgment and results in the asset appraisal report issued by the asset appraisal institution are limited by the assumptions and restrictions in the asset appraisal report. The user of the asset appraisal report shall fully consider the assumptions, restrictions and special matters stated in the asset appraisal report and their impact on the appraisal conclusion.

Page 2 of the assets appraisal report of the project in which ITC property intends to acquire the equity of foreign trade property

Shenzhen Guomao Property Management Co., Ltd

It is proposed to acquire the equity of Shenzhen Foreign Trade Property Management Co., Ltd

Items involving the value of all shareholders’ equity of the company

Summary of assets appraisal report

Tian Xing Ping Bao Zi (2021) No. 2231

Beijing Tianjian Xingye Assets Appraisal Co., Ltd. accepted Shenzhen Guomao Property Management Co., Ltd China Shenzhen Foreign Trade The entrustment of (Group) Co., Ltd., in accordance with the provisions of relevant laws, administrative regulations and asset appraisal standards, adheres to the principles of independence, objectivity and impartiality, adopts the asset-based method and follows the necessary appraisal procedures to fully investigate the shareholders of Shenzhen International Trade Property Management Co., Ltd. who intend to acquire the equity of Shenzhen Foreign Trade Property Management Co., Ltd The market value of the Department’s equity as at 30 June 2021 was assessed. The assets appraisal is reported as follows.

1、 Appraisal purpose: according to the reply documents of sztk [2021] No. 677 and SZP [2021] No. 398, Shenzhen Guomao Property Management Co., Ltd. plans to acquire 100% equity of Shenzhen Foreign Trade Property Management Co., Ltd. held by China Shenzhen Foreign Trade (Group) Co., Ltd., so it is necessary to evaluate the value of all shareholders’ equity of Shenzhen Foreign Trade Property Management Co., Ltd., so as to provide value reference for this economic behavior.

2、 Appraisal object: the value of all shareholders’ equity of Shenzhen Foreign Trade Property Management Co., Ltd. on the benchmark date.

3、 Appraisal scope: the overall assets of Shenzhen Foreign Trade Property Management Co., Ltd., including all assets and related liabilities.

4、 Value type: market value.

5、 Benchmark date: June 30, 2021.

6、 Appraisal method: asset based method.

7、 Assessment conclusion:

On the benchmark date, the book value of total assets of foreign trade property is 59.9122 million yuan, the book value of liabilities is 47.9916 million yuan, and the book value of net assets is 11.9206 million yuan.

Under the assumption of continuous operation, the total assets of the foreign trade property are estimated to be 68.8904 million yuan, the liabilities are estimated to be 47.9916 million yuan, and the net assets are estimated to be 20.8988 million yuan through the asset-based method

The amount is 8.9782 million yuan, with a value-added rate of 75.32%.

The evaluation summary is shown in the following table:

Summary of assets appraisal results

Unit: 10000 yuan

Project name book value appraisal value increase / decrease rate%

Current assets 5818.275818.270 zero

Non current assets 172.951070.77897 eighty-two thousand five hundred and nineteen point one two

Including: investment real estate 136.021026.60890 fifty-eight thousand six hundred and fifty-four point seven three

Fixed assets 18.3825 467.0838. fifty

Long term deferred expenses 700.160. eighty-seven

Total assets: 5991.226889.04897 eight thousand two hundred and fourteen point nine nine

Current liabilities 4495.954495.950 zero

Non current liabilities 303.20303 200.000. 00

Total liabilities 4799.164799.160 zero

Net assets: 1192.062089.88897 eight thousand two hundred and seventy-five point three two

That is, the market value of all shareholders’ equity of foreign trade property on June 30, 2021 is RMB 20.8988 million. When using the appraisal conclusion of this report, report users should pay attention to the impact of the Eleventh “special notes” in the main body of this report on the appraisal conclusion; And pay attention to the appraisal assumptions and preconditions for the establishment of the appraisal conclusion.

We especially emphasize that the appraisal opinion is only used as the value reference basis for equity acquisition by all parties to the transaction, and cannot replace the decision of transaction price by all parties to the transaction.

This report and its conclusions are only used for the evaluation purpose set in this report and cannot be used for other purposes.

According to relevant national regulations, the validity period of the appraisal conclusion is 1 year, from the benchmark date of June 30, 2021 to June 29, 2022.

The above contents are extracted from the main body of the appraisal report. In order to understand the overall situation of the appraisal project and reasonably understand the appraisal conclusion, the report users are requested to carefully read the full text of the appraisal report after obtaining the permission of the owner of the appraisal report, and pay attention to the description of special matters.

Page 4 of the assets appraisal report of the project in which ITC property intends to acquire the equity of foreign trade property

Shenzhen Guomao Property Management Co., Ltd

It is proposed to acquire the equity of Shenzhen Foreign Trade Property Management Co., Ltd

Items involving the value of all shareholders’ equity of the company

assets valuation statement

Tian Xing Ping Bao Zi (2021) No. 2231

Shenzhen Guomao Property Management Co., Ltd., Shenzhen Foreign Trade (Group) Co., Ltd.:

Beijing Tianjian Xingye Assets Appraisal Co., Ltd. accepted Shenzhen Guomao Property Management Co., Ltd China Shenzhen Foreign Trade As entrusted by (Group) Co., Ltd., in accordance with relevant laws, administrative regulations and asset appraisal standards, adhering to the principles of independence, objectivity and impartiality, adopting the asset-based method and in accordance with the necessary appraisal procedures, Shenzhen Guomao Property Management Co., Ltd. plans to acquire the equity of Shenzhen foreign trade property Management Co., Ltd. and involves all the shareholders’ rights and interests of the company in June 2021 The market value of 30 days was evaluated. The assets appraisal is reported as follows.

1、 Overview of the client, the appraised entity and other users of the appraisal report agreed in the appraisal entrustment contract

(i) Overview of the client

1. Overview of one of the clients

Company name: Shenzhen Guomao Property Management Co., Ltd. (hereinafter referred to as “Guomao property”)

Registered address: A-M, 5th floor, international trade commercial building, No. 3005, nanhu road, Luohu District, Shenzhen

Legal representative: Chen Hongji

Registered capital: 20 million yuan

Company type: limited liability company (sole proprietorship of legal person)

Date of establishment: August 24, 1987

Business scope: general business items are: property management; Property management planning and design consulting; Equipment selection consultation; Undertaking property inspection; House maintenance and maintenance, decoration management, building electromechanical equipment maintenance and maintenance, small property engineering management, home office facilities maintenance and maintenance related to property management; Cleaning services; Killing services; Four pests prevention and control; Termite control; Landscape design; Urban landscaping construction; Flower rental; Indoor air

Asset appraisal report of the project of international trade property to acquire equity of foreign trade property

 

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