Hunan Gold Co., Ltd. (hereinafter referred to as the "Company") disclosed the "Proposal for Issuing Shares to Purchase Assets and Raise Ancillary Funds and Connected Transactions" (hereinafter referred to as the "Proposal") on January 26, 2026. On July 8, 2026, the Company convened the 22nd meeting of the 7th Board of Directors, which reviewed and approved the "Report on Differences Between Share Issuance for Asset Purchase, Ancillary Fundraising, and Connected Transaction (Draft)" (hereinafter referred to as the "Draft"). The following outlines the main differences between the Draft and the Proposal:
| Draft Chapter | Proposal Chapter | Main Differences |
|---|---|---|
| Statement | Statement | 1. Added statement from securities service institutions and personnel; 2. Updated statement from the listed company and the transaction counterparty. |
| Definitions | Definitions | Supplemented and updated some basic and professional terms. |
| Major Event Notice | Major Event Notice | 1. Updated the valuation of the target asset, the payment method for the current restructuring, and the specifics of the share issuance for asset purchase; 2. Updated the analysis of the impact of the current transaction on the listed company's main business, equity structure, financial status, and profitability; 3. Updated the decision-making and approval procedures required for the current transaction; 4. Supplemented the arrangements for protecting the interests of small and medium investors, including measures to dilute immediate returns and fill them, lock-up period arrangements, and other measures to protect investor interests; 5. Supplemented other matters requiring investor attention; 6. Deleted the notice regarding information to be supplemented. |
| Major Risk Notice | Major Risk Notice | 1. Deleted "Risk of incomplete audit and valuation of the target asset" and "Risk of undetermined transaction price"; 2. Updated the disclosed risks related to the current transaction; 3. Updated the disclosed business and operational risks of the target company. |
| Section 1: Overview of the Transaction | Section 1: Overview of the Transaction | 1. Updated the transaction plan; 2. Supplemented the specific plan for issuing shares to purchase assets; 3. Supplemented the specific plan for raising ancillary funds; 4. Supplemented the profit commitment and performance compensation for the transaction; 5. Updated the analysis of the nature of the transaction; 6. Updated the analysis of the impact of the transaction on the listed company's main business, equity structure, financial status, and profitability; 7. Updated the decision-making and approval procedures already completed and those yet to be completed for the transaction; 8. Updated the important commitments made by the parties involved in the transaction. |