Resolution Announcement of the First Extraordinary Meeting of the Eighth Board of Directors in 2026
The Board of Directors and all its members guarantee that the information disclosed is true, accurate, and complete, and contains no false records, misleading statements, or major omissions.
I. Convening of the Board Meeting
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Time and Method of Meeting Notice The notice for the First Extraordinary Meeting of the Eighth Board of Directors of Chengzhi Co., Ltd. (hereinafter referred to as the "Company") in 2026 was delivered to all directors in writing on January 15, 2026.
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Time, Place, and Method of Meeting (1) Meeting Time: 15:00 on January 22, 2026 (2) Meeting Place: Chengzhi Co., Ltd. Beijing Management Headquarters Conference Room, Block B, Innovation Building, Tsinghua Science Park, Haidian District, Beijing (3) Meeting Method: Held in person (4) Directors Attending: 8 directors were expected, and 8 directors attended. (5) Presided by: Chairman Mr. Long Dawei (6) Attendees: Some senior management personnel
This meeting complies with the provisions of the Company Law and the Articles of Association, and the resolutions made are legal and valid.
II. Matters Deliberated at the Board Meeting
The resolution on "Proposal on the Absorption and Merger of Wholly-owned Grand-subsidiary Chengzhi Yongqing by Wholly-owned Subsidiary Nanjing Chengzhi" was deliberated and approved.
To optimize the Company's internal organizational structure, improve operational management efficiency, integrate core resources, and reduce operating costs, it is agreed that Nanjing Chengzhi Clean Energy Co., Ltd. (hereinafter referred to as "Nanjing Chengzhi"), a wholly-owned subsidiary of the Company, will absorb and merge with Nanjing Chengzhi Yongqing Energy Technology Co., Ltd. (hereinafter referred to as "Chengzhi Yongqing"), a wholly-owned grand-subsidiary of the Company. Upon completion of the absorption and merger, Chengzhi Yongqing will legally cancel its corporate status, and all its assets, liabilities, business, personnel, contracts, and other legal rights and obligations will be succeeded by Nanjing Chengzhi. The Board of Directors agrees to authorize the management of Nanjing Chengzhi to handle the industrial and commercial change registration and other related matters on behalf of the Company.