Announcement on the Absorption and Merger of Yantai Xinghua Spandex Co., Ltd.
I. Overview of the Absorption and Merger
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Basic Situation
In light of the fact that Yantai Xinghua Spandex Co., Ltd. (hereinafter referred to as "Xinghua Spandex"), a wholly-owned subsidiary of Taihe New Materials Group Co., Ltd. (hereinafter referred to as "the Company"), has no substantial operating business, the Company intends to absorb and merge Xinghua Spandex to further optimize resource allocation and enhance overall management efficiency and operational effectiveness. Upon completion of the merger, Xinghua Spandex will be dissolved. -
Review Procedure
The Company held the second meeting of the twelfth board of directors on May 28, 2026, where the proposal regarding the absorption and merger of Yantai Xinghua Spandex Co., Ltd. was approved with 11 votes in favor, 0 votes against, and 0 abstentions. -
According to the "Shenzhen Stock Exchange Stock Listing Rules" and the Company's Articles of Association, this transaction falls within the board's review authority and does not require submission to the shareholders' meeting for approval. This absorption and merger is an internal resource restructuring and does not involve third-party rights, does not constitute a related party transaction, nor does it constitute a major asset restructuring as defined by the "Measures for the Administration of Major Asset Restructuring of Listed Companies," nor does it constitute a restructuring listing.