Shanghai Hongda New Materials Co., Ltd.
Announcement of the 11th Meeting of the Seventh Board of Directors
The company and all members of the Board of Directors guarantee that the information disclosed is true, accurate, and complete, and contains no false representations, misleading statements, or significant omissions.
I. Convening of the Board Meeting
The 11th meeting of the Seventh Board of Directors of Shanghai Hongda New Materials Co., Ltd. (hereinafter referred to as the "Company" or "this Company") was held on July 23, 2026, in the company's meeting room, combining on-site and teleconference methods. All directors agreed to waive the notice period for this board meeting. The meeting was chaired by Mr. Xu Guoxing, and the Company's Secretary of the Board attended the meeting. There were 5 directors expected to attend, and 5 directors actually attended. The convening and procedures of this meeting comply with the relevant provisions of the Company Law of the People's Republic of China and other relevant laws, administrative regulations, departmental rules, normative documents, and the Articles of Association.
II. Matters Considered by the Board Meeting
- Deliberation and Approval of the "Proposal on the Company Meeting the Conditions for Issuing A-shares to Specific Targets"
In accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures for the Registration of Issuance of Securities by Listed Companies, and other relevant laws, regulations, and normative documents, and after careful comparison with the relevant qualifications, conditions, and requirements for listed companies to issue shares to specific targets, and through item-by-item verification and prudent deliberation of the company's actual operating situation, the Board of Directors believes that the company meets the conditions for issuing shares to specific targets as stipulated by current laws, regulations, and normative documents.
This proposal has been deliberated and approved by the Third Extraordinary Meeting of Independent Directors of the Seventh Board of Directors, the First Meeting of the Strategic Committee of the Seventh Board of Directors in 2026, and the Second Meeting of the Audit Committee of the Seventh Board of Directors in 2026.
Voting results: 5 votes in favor, 0 against, 0 abstentions.
This proposal still needs to be submitted to the Company's general meeting of shareholders for deliberation.
- Deliberation and Approval of the "Proposal on the Plan for the Company to Issue A-shares to Specific Targets in 2026" on an item-by-item basis
The directors of the Company voted on this proposal item by item, and the specific plan for this issuance was approved:
2.1 Type and Par Value of Shares to be Issued
The shares to be issued in this offering are domestic listed RMB ordinary shares (A-shares), with a par value of RMB 1.00 per share.
2.2 Issuance Method and Timing
All shares in this issuance will be issued to specific targets. After obtaining the approval of the Shenzhen Stock Exchange (hereinafter referred to as the "SZSE") and the registration approval from the China Securities Regulatory Commission (hereinafter referred to as the "CSRC"), the Company will select an appropriate time to issue shares to specific targets within the prescribed validity period. If there are new regulations in national laws, regulations, or other systems, the Company will adjust accordingly.
2.3 Issuance Target and Subscription Method
The target of this issuance is Julong (Urumqi) Technology Co., Ltd. Julong (Urumqi) Technology Co., Ltd. will subscribe for the shares to be issued in this offering in cash.