002378SZSE

Announcement of Resolutions of the 25th Meeting of the Sixth Board of Directors

Chongyi Zhangyuan Tungsten Co., Ltd.·

✨ AI Summary

The meeting reviewed and approved the 2025 work reports of the Board of Directors and the General Manager, the internal control self-evaluation report, and the 2025 profit distribution proposal. It also approved the 2026 compensation plans for directors and senior management, and the three-year (2026-2028) shareholder return plan. The meeting also approved the purchase of directors' and senior management's liability insurance and the election of candidates for the seventh board of directors.

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Stock Code: 002378 Stock Abbreviation: Zhangyuan Tungsten Industry Announcement No.: 2026-024 Zhangyuan Tungsten Industry Co., Ltd. Announcement of Resolutions of the 25th Meeting of the Sixth Board of Directors

The Company and all members of the Board of Directors guarantee the content of the information disclosed is true, accurate, and complete, and that there are no false records, misleading statements, or major omissions.

I. Convening of the Board Meeting

The 25th meeting of the Sixth Board of Directors of Zhangyuan Tungsten Industry Co., Ltd. (hereinafter referred to as the "Company") (hereinafter referred to as the "Meeting") was notified by person or email on April 7, 2026, and held in the Company's meeting room on April 18, 2026. Nine directors were eligible to attend, and nine directors actually attended. The meeting was presided over by Chairman Mr. Huang Zelan, and some senior management personnel of the Company were present. The convening of this meeting complies with the "Company Law of the People's Republic of China" (hereinafter referred to as the "Company Law") and the Company's Articles of Association.

II. Deliberation of the Board Meeting

The meeting deliberated and passed the following proposals:

  1. Approval of the "Company's 2025 Annual Work Report of the Board of Directors". Voting results: 9 votes in favor, 0 votes against, 0 abstentions. For details, please refer to the "Section III Management Discussion and Analysis" and "Section IV Corporate Governance, Environment and Society" in the "Company's 2025 Annual Report" disclosed by the Company on the Juchao Information Network (http://www.cninfo.com.cn) on April 21, 2026.

Independent Directors Mr. Wang Jingbin, Mr. Wang Ping, and Ms. Wu Qiright submitted the "2025 Annual Independent Director Performance Report" to the Board. For details, please refer to the 2025 Annual Independent Director Performance Report disclosed by the Company on the Juchao Information Network (http://www.cninfo.com.cn) on April 21, 2026. Independent Directors will report on their performance at the Company's 2025 Annual General Meeting. This proposal needs to be submitted to the Company's 2025 Annual General Meeting for deliberation.

  1. Approval of the "Company's 2025 Annual Work Report of the General Manager". Voting results: 9 votes in favor, 0 votes against, 0 abstentions. General Manager Mr. Huang Shichun reported on the Company's 2025 operating performance and 2026 operating plan to the Board, and the Board approved this report.

  2. Approval of the "Company's 2025 Internal Control Self-Evaluation Report". Voting results: 9 votes in favor, 0 votes against, 0 abstentions. This proposal was preliminarily reviewed and approved by the Sixth Board of Directors' Audit Committee at its third meeting in 2026. For details, please refer to the "Company's 2025 Internal Control Self-Evaluation Report" disclosed by the Company on the Juchao Information Network (http://www.cninfo.com.cn) on April 21, 2026.

  3. Approval of the "Company's 2025 Profit Distribution Proposal". Voting results: 9 votes in favor, 0 votes against, 0 abstentions. For details, please refer to the "Announcement on the Company's 2025 Profit Distribution Proposal" disclosed by the Company on April 21, 2026, in the Securities Times, China Securities Journal, Shanghai Securities News, and Juchao Information Network (http://www.cninfo.com.cn). This proposal needs to be submitted to the Company's 2025 Annual General Meeting for deliberation.

  4. Approval of the "Company's 2025 Special Report on Independent Directors' Independence Self-Assessment". Voting results: 6 votes in favor, 0 votes against, 0 abstentions. Independent Directors Mr. Wang Jingbin, Mr. Wang Ping, and Ms. Wu Qiright abstained from voting on this proposal. The Company's independent directors conducted a self-assessment of their independence and submitted a self-assessment report to the Board. The Board issued a special opinion on the independence of the independent directors. For details, please refer to the "Company's 2025 Special Report on Independent Directors' Independence Self-Assessment" disclosed by the Company on the Juchao Information Network (http://www.cninfo.com.cn) on April 21, 2026.

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