Xinhua Jin Disclosed Publicly The Announcement Of The Relevant Information Management Contracts, Partnership Agreements And Related Commitments Of Non-Public Offering Stocks.

Via Xinhua, Shandong

When the second provisional shareholders' meeting was deliberated and adopted in 2006, Xinhua Jinhua submitted an application document for the 2014 year's annual issuance of non public offerings to the China Securities Regulatory Commission. Before February 2015, 11 days ago, the Xinhua Securities Regulatory Commission received feedback from the China Securities Regulatory Commission on the application documents of the non-public offering stock. Xinhua brocade conducted a very rigorous examination of the related issues.

This article is about the corresponding asset management plan, the main contents of the partnership agreement, the two asset management plan, the 24 asset management plan of Shenzhen silver Wealth Management Company Limited (hereinafter referred to as the "upper bank fund"), and the corresponding asset management plan of the Xiaoxiang Jun Liang investment company (Limited partnership) (hereinafter referred to as the "good investment"), the main partners of the partnership agreement, the partners of the above investment partners, the client of the above asset management plan, the commitments of the Xinhua and Jinhua controlling shareholders, the affiliated parties, the actual controllers and the directors and supervisors of the executives.

1. Description of the relevant asset management plan of the non-public offering of shares.

Xinhua Jin's non-public offering amount is 32 million shares, the issue price is 9.40 yuan / share, the total amount of raised funds is 300 million 800 thousand yuan.

Among them, the upper bank fund set up the asset management plan of the silver wealth 24 (hereinafter referred to as "upper bank information management No. 24") to subscribe for the amount of 30 million 80 thousand yuan, the subscription amount is 320 million shares (if the new Hua Jin stock has the right of ex dividend and dividend cancellation from the base price date to the issue date, the number of shares issued will be adjusted accordingly).

The specific circumstances are as follows:

The 24 is the one to many asset management plan, which is set up by the single asset trustee on the silver fund. The initial entrusted property is 30 million 100 thousand yuan, with a duration of not more than 42 months.

The assets entrustment is natural person Chen Xiaoying and Fang Jianying, asset custodian is Shanghai Pudong Development Bank Limited Suzhou branch.

Two. Description of the partnership agreement on the issue of non-public offering shares.

Xinhua Jin's non-public offering amount is 32 million shares, the issue price is 9.40 yuan / share, the total amount of raised funds is 300 million 800 thousand yuan.

Among them, the investment amount of 21056 is $10000, and the subscription amount is 22 million 400 thousand shares (if the new Hua Jin stock has the right of ex dividend and ex dividend from the base price date to the issue date, the number of shares issued will be adjusted accordingly).

The specific circumstances are as follows:

(1)

The investment was jointly sponsored by Shenzhen Xiaoxiang Junyi Asset Management Co., Ltd. (general partner), natural person Liu Yanan, Wang Wei, Liu Yi Nan and Chen Qionghua.

The main contents of the partnership agreement are as follows:

1. Enterprise Name: Shenzhen Xiaoxiang Jun Liang investment enterprise (limited partnership)

2, enterprise type: limited partnership enterprise

3, the scope of partnership business: Trustee management equity investment fund; investment in the establishment of industry; investment management; Investment Advisory; investment adviser.

The specific scope of registration has been approved by the registration authority.

4. Duration of partnership: sustainable operation

5, the partner's name or form of contribution, the amount of investment is as follows: (10000 yuan):

Name or name of the form of contribution to the investment partner's residence

Shenzhen Xiaoxiang Jun Yi asset management Shenzhen Qianhai Shenzhen Hong Kong cooperation zone Qian Wan Road 1

Currency contribution 10000

Room 201, A building (general partner) Ltd.

46, Xintian Road, Houma, Shanxi.

Liu Yanan contributed 200 of the currency.

Unit 3, building 9.

Lane 1811, Zhang Yang Road, Pudong New Area, Shanghai 13

Wang Wei contributed 3000 of the currency.

Room 1001

3 buildings in Futian District, Shenzhen, Guangdong

Liu Yinan contributed 1000 of the currency.

Three hundred and two

Changsha Yuelu District Ying Cai Yuan District Feng Yi Yuan Feng

Chen Qionghua contributed 8000 of the currency.

Thai House 901

6. Partnership funds and record keeping: partners' subscribed capital contributions are paid at once by the CSRC and approved by the CSRC after the approval of the CSRC, and the amount of capital contributions paid by the partners before the CSRC is filed, and the registration procedures shall be processed in accordance with the relevant regulations in a timely manner.

7, partnership profit distribution and loss sharing: corporate profits are allocated to all partners, general partners take 10% of the investment income of the partnership project, and the surplus income is allocated by the limited partners and the general partners in the proportion of paid capital contribution.

The profit distribution or loss undertaking of an enterprise is carried out according to the project. After the withdrawal of the project investment, the profit distribution or loss bearing is undertaken.

8. Implementation of partnership affairs: a limited partnership shall perform partnership affairs by a general partner, and a partner as a legal person or other organization shall perform the partnership affairs by the representatives appointed by them.

Three, the commitment of the relevant parties of the non-public offering stock (1) the relevant commitments of the client of the upper bank fund and the 24 scheme of the upper bank, and the commitment of the upper bank fund, 1.

(1) the asset management plan of the upper bank fund, fortune 24, which is set up and managed by the company, is a self managed product for the company. There is no hierarchical arrangement for the products mentioned above. Each share of the plan share subscribed by the above asset management plan has the same legitimate rights and interests and bears the same risk.

(2) there are no existing shareholders of the upper bank fund wealth 24 asset management plan to be established and managed by the company. There are no shareholders holding the company's shares of more than 5%, or the same operator or other companies controlled by the same controller. The directors, supervisors, senior management personnel and their immediate relatives of Xinhua Jinhua international company (hereinafter referred to as "stakeholder") are provided by the Xinhua brocade international. See the letter of the Shandong Xinhua Jin International Limited by Share Ltd on the request of the upper bank fund management Co., Ltd. to confirm the relevant information on the assets management plan of the upper bank 24 fund.

In the course of the above asset management plan, the company will verify the shares of investors who intend to subscribe to the above asset management plan, and guarantee that the above asset management plan share will not be sold to the stakeholders in any form.

(3) the fund raised by our company is no longer in place. The company as the administrator of the assets management plan of the fortune 24 financial asset management company will ensure that all the 24 asset management plans of the silver fund will be used to participate in the Xinhua stock exchange's subscription Fund (i.e. RMB 3008 yuan and 10000 yuan) through all reasonable and feasible means. After the approval of the China Securities Regulatory Commission approved by the China Securities Regulatory Commission, the new asset management plan of the Xinhua Jinan International will be fully in place in time, and the above asset management plan is effectively established and can be invested overseas before issuing the issuance plan of the new non-public offering issue to the China Securities Regulatory Commission ().

(4) the company confirms and ensures that no stakeholders in the establishment and survival of the asset management plan for the fortune 24 asset management plan for the silver base gold wealth 24 asset management plan (either directly or indirectly subscribed) for financial aid or compensation.

The company confirms and warrant that the above asset management plan does not and will not accept any form of financial assistance or compensation from the stakeholders.

(5) the company will encourage investors of the upper bank fund 24 fortune No. 24 asset management plan to not pfer the product share or exit plan held by the Xinhua Kam international Limited by Share Ltd during the lock up period of the new non-public offering.

(6) the company will go through the filing procedures in time after the establishment of the asset management plan, and ensure that the filing procedures are completed before the issuing plan of Xinhua New Zealand International non-public offering new shares is submitted to the CSRC issuing department.

2. The statement and commitment of Chen Xiaoying and Fang Jianying, the 24 client of the Shanghai financial management system.

(1) as of the date of issuance of this letter of commitment, I do not have the following circumstances:

It has an association with the shareholders of Shandong Lu Jin import and Export Group Co., Ltd. and its co operative persons, including Shandong Hai Chuan Holdings Holdings Limited, Xinhua Jin group limited and other enterprises under Zhang Jianhua control, or with directors, supervisors and senior managers of new Huajin International (Zhang Jianhua, Wang Huyong, Wang Xiaomiao, Xu Anshun, Xu Shengrui, Wu Gang, Wu Gang, Hui, Kun, Sheng Qiang, and) and their immediate relatives. The proportion of shareholders who owns more than 5% of Xinhua Jinan group and their co operators is limited.

(2) as an investor of the fortune 24 asset management plan, I promise to make an agreement on the asset management plan of the upper silver fund wealth 24 (24) signed by myself and the upper bank fund management company limited (hereinafter referred to as the "upper bank fund"). After the approval of the China Securities Regulatory Commission approved by the China Securities Regulatory Commission and the issuance of the new non-public offering IPO scheme to the CSRC issuing department, I will pay the full subscription capital for the investment fund of silver fund, fortune No. 1, to the designated bank account.

(3) I am aware that the asset management plan of the silver fund, fortune 24, is the active management asset management product managed by the silver fund, and I do not interfere with the investment management behavior of the bank on the asset management plan.

I invested in the asset management plan of the silver fund, fortune 24, and I invested entirely in my own capital and in my own name, and voluntarily assumed the risk of investment. There was no acceptance of the investment entrusted by others. There was no acceptance of financial assistance or compensation from Xinhua Jinhua and its associated parties.

(4) in the lock-in period of Xinhua New Zealand international non public offering new shares, I will not pfer the share or exit plan.

(two) relevant commitments of Xiaoxiang Junyi and Junliang investing in other partners.

1. Xiaoxiang Jun's commitment to invest in Junliang investment.

(1) as of the date of issuance of this letter of commitment, there is no case in this unit:

It has an association with the shareholders of Shandong Lu Jin import and Export Group Co., Ltd. and its co operative persons, including Shandong Hai Chuan Holdings Holdings Limited, Xinhua Jinzhong Group Co., Ltd. and other enterprises controlled by Zhang Jianhua, or with the directors, supervisors, senior managers (Zhang Jianhua, Wang Huyong, Wang Xiaomiao, Xu Anshun, Xu Sheng Rui, Wu Gang, Zhong Yu, Zhong Yu, Qi, Sheng Qiang, and) and their immediate family members of Xinhua Jin International Group, which has a share of more than 5%.

(2) as an executive partner of Jun Liang investment, the unit guarantees that the Xinhua securities international will obtain new approval from the China Securities Regulatory Commission for approval of the non-public offering of new shares.