THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED ‘‘WARNING’’ ON THE COVER OF THIS DOCUMENT. HISTORY, REORGANIZATION AND CORPORATE STRUCTURE HISTORY AND DEVELOPMENT Overview Our Company was incorporated in the Cayman Islands as an exempted company with limited liability on July 15, 2019 as the holding company of our Group. We are a property developer with a leading market position among the Sichuan-based property developers and a nationwide presence. Our History OurhistorycanbetracedbacktoApril1999whenMr.LiuYuhui,thechairmanofour Board, executive Director, chief executive officer and one of our Ultimate Controlling Shareholders, began to engage in properties development business in Sichuan province with his two brothers, Mr. Liu Shan and Mr. Liu Yuqi, through the establishment of Leading Group, our principal onshore holding company and the centralized management platform of our property development projects. See ‘‘—Our Corporate Developments’’ below for further details of Leading Group. We initially focused on our residential properties development business in Sichuan province. In 2006, we moved our headquarters from Leshan to Chengdu, the capital city of Sichuan province, and in the same year, we started to expand our business nationwide. We began to engage in commercial properties investment in 2017. Over the past 20 years, we have established our nationwide presence focusing on Chengdu-Chongqing Economic Zone (成渝經濟帶) and Sichuan province, Central China (華中), Beijing-Tianjin-Hebei Region (京 津冀地區) and Guangdong-Hong Kong-Macau Greater Bay Area (粵港澳大灣區), with projectslocatedinmorethan20citiesinChina. As part of the family succession plan of Mr. Liu Shan and Mr. Liu Yuqi and with a view to focusing on their private equity investments and other non-property development businesses, in December 2014, Mr. Liu Shan and Mr. Liu Yuqi bestowed their respective entire equity interests in Rong Liang Group and Liang Yuan Asset Management, both being the investment vehicles used by Mr. Liu Yuhui, Mr. Liu Shan and Mr. Liu Yuqi to hold their interests in Leading Group prior to the Reorganization, to Mr. Liu Haowei (being the son of Mr. Liu Shan) and Mr. Liu Ce (being the son of Mr. Liu Yuqi), respectively. As Mr. Liu Haowei and Mr. Liu Ce were at a young age and had no experience (in the case of Mr. Liu Haowei) or limited experience (in the case of Mr. Liu Ce) in real estate industry at the relevant time, to ensure a smooth transition of family business succession to the next generation, it was part of the succession plan of Mr. Liu Shan and Mr. Liu Yuqi to have Mr. Liu Shan and Mr. Liu Yuqi continued holding such interests on trust for Mr. Liu Haowei and Mr. Liu Ce, respectively, until both Mr. Liu Haowei and Mr. Liu Ce had gained sufficient management experience in the real estate industry and taken up senior management role in our Group. Mr. Liu Ce joined our Group as a manager of financing department in October 2011 after two years’ study in Irvine Valley College. Mr. Liu Haowei joined our Group as a general manager of Guangdong Leading Real Estate in May 2015 after he completed his studies in the University of California, Irvine. Over the years, under the guidance of Mr. Liu Yuhui, both of Mr. Liu Ce and Mr. Liu Haowei have successively held various key positions within our Group and built up management experience in the real estate industry. —151— THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED ‘‘WARNING’’ ON THE COVER OF THIS DOCUMENT. HISTORY, REORGANIZATION AND CORPORATE STRUCTURE Mr. Liu Ce and Mr. Liu Haowei were appointed as our Company’s vice presidents in January 2019. See ‘‘Directors and Senior Management’’ for further details of the biographies of Mr. Liu Ce and Mr. Liu Haowei. In line with and as an execution step of the succession plan of Mr. Liu Shan and Mr. Liu Yuqi, in August 2019, the trust arrangements of Mr. Liu Shan and Mr. Liu Yuqi were terminated. As a result, Mr. Liu Haowei and Mr. Liu Ce became the registered shareholders of Rong Liang Group and Liang Yuan Asset Management and formally succeeded the business of our Group from Mr. Liu Shan and Mr. Liu Yuqi, respectively, accordingly. Mr. Liu Yuhui, as one of our founders, has guided our sustained and steady business development for the past two decades since our establishment. See ‘‘Directors and Senior Management’’ for further details of the biography of Mr. Liu Yuhui. Under the leadership of Mr. Liu Yuhui and with the support of our management team, we have successfully expanded the geographical presence of our property development business to different cities in the PRC. See ‘‘Business—Our Property Development Business.’’ Prior to the aforesaid family succession plan, Mr. Liu Shan and Mr. Liu Yuqi, as the founders of our Group, were involved in our Group’s management and business operations historically in their capacity as a director and/or senior management member of Leading Group and its subsidiaries, responsible for the overall strategy and business direction together with Mr. Liu Yuhui. Apart from the property development business, since around 2003, Mr. Liu Shan and Mr. Liu Yuqi had personally invested in businesses including hydroelectric power projects and/or mineral processing and sales. Mr. Liu Shan and Mr. Liu Yuqi had also, through Rong Liang Group and Liang Yuan Asset Management, invested in hospital operations, waste recycling and processing business, and established private equity investment platforms targeting tourism products development, education services, trading businesses and certain high-tech and evolving industries. In line with the aforesaid family succession plan, since December 2014, Mr. Liu Shan and Mr. Liu Yuqi started to focus more on the aforesaid non-property development businesses. In particular, Mr. Liu Shan became more involved in the management of private equity investments and his personal investments in ore processing and sales of iron and lead-zine products. Mr. Liu Yuqi became more involved in the management of hospital operations and waste recycling and processing business. Mr. Liu Yuqi has been serving as the director of Sichuan Zhongming Environmental Management Co., Ltd. (四川省中明環境 治理有限公司) since May 2017, responsible for the company’s overall business direction. In addition, Mr. Liu Shan and Mr. Liu Yuqi have been actively involved in certain trade associations in recent years. While Mr. Liu Shan has served as the vice chairman of the Chengdu-Leshan Chamber of Commerce (成都樂山商會) since October 2014, Mr. Liu Yuqi participated in the establishment, and was elected as the first chairman of the Chengdu-Meishan Chamber of Commerce (成都眉山商會) in June 2014. Both Mr. Liu Shan and Mr. Liu Yuqi have been responsible for preparing and convening various business forums and conferences, with a view to developing regional communication, exploring business opportunities and promoting economic cooperations. They have also been involved in organizing various charitable activities dedicated to improving local education and fighting poverty. —152— THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED ‘‘WARNING’’ ON THE COVER OF THIS DOCUMENT. HISTORY, REORGANIZATION AND CORPORATE STRUCTURE Although Mr. Liu Shan and Mr. Liu Yuqi ceased to be the registered shareholders of Rong Liang Group and Liang Yuan Asset Management in August 2019 as disclosed above, they remain as the directors of Rong Liang Group and Mr. Liu Shan as the supervisor of Liang Yuan Asset Management for the purpose of the management and/or supervision of those non-property development businesses held by Rong Liang Group and Liang Yuan Asset Management. In addition, it is expected that Mr. Liu Shan and Mr. Liu Yuqi will focus more on their own private equity investments, either through their own existing investment platforms, or other entities to be established, in other non-property development businesses. Both Mr. Liu Shan and Mr. Liu Yuqi intend to continue to actively participate in trade associations affairs as well as charitable activities. Mr. Liu Shan and Mr. Liu Yuqi formally ceased to hold their directorship and/or senior management positions of Leading Group in September 2019 when Mr. Liu Haowei and Mr. Liu Ce succeeded the business of our Group from them. To the best knowledge, information and belief of our Directors having made all reasonable enquiries, there are no facts and circumstances that might affect the ability and suitability of Mr. Liu Shan and Mr. Liu Yuqi to act as directors or serve in senior management positions of our Company and/or our subsidiaries. Business Development Milestones The following events set forth the key milestones in the history of our business development: Year Event 1999 . Mr. Liu Yuhui founded Leading Group, together with his two brothers, Mr. Liu Shan and Mr. Liu Yuqi, and began to engage in properties development business in Sichuan province. 2004 . We were recognized as one of ‘‘Sichuan Top 100 Real Estate Development Enterprises in terms of overall strength (四川房地產開發企業綜合實力100強)’’ by Sichuan Provincial Bureau of Statistics (四川省統計局) and Sichuan Social and Economic Evaluation Center (四川省社會經濟評價中心). 2006 . We expanded our property development business to Guangdong province. 2010 . We expanded our property development business to Xinjiang Uygur Autonomous Region and Jilin province. 2011 . Our Meishan Leading Kaixuan Landscape (眉山領地凱旋帝景) was awarded ‘‘China Architecture Engineering Zhantianyou Excellent Residential Community Gold Award (中國土木工程詹天佑獎優秀住宅小區金獎)’’ by Working Guidance Committee of Residential Construction of China Civil Engineering Society (中國土木工程學會住宅工程指導工作委員會). 2017 . We began to engage in hotel management business in Xichang, Sichuan province. The construction of Chengdu International Finance Center (成都環球金融中心) was completed in July, which represented a significant addition to our commercial property investment and operation business.