I. Situation of the Independent Director Special Meeting
The independent director special meeting of Tianjin Automotive Mold Co., Ltd. (hereinafter referred to as "the Company") was convened on June 8, 2026. The meeting was attended by three independent directors. This meeting was held in accordance with the provisions of the Company Law of the People's Republic of China (hereinafter referred to as "Company Law") and the Articles of Association of Tianjin Automotive Mold Co., Ltd. (hereinafter referred to as "Articles of Association").
1. Review of the Independent Director Special Meeting
The meeting unanimously passed the following resolutions:
(1) With 3 votes in favor, 0 votes against, and 0 votes abstained, the proposal regarding the issuance of shares and the adjustment of the fund management plan was approved. The Company plans to issue up to 60% of its shares (hereinafter referred to as "the shares") and establish a new investment fund. The total amount of the fund shall not exceed 73.2 million yuan, and the issuance price shall not exceed 100% of the market price. The fund will be used for investment in the automotive industry.
2. Adjustment of the Issuance Base Date
The meeting approved the adjustment of the issuance base date for the fund management plan. The base date for the issuance of shares will be set at 20 trading days prior to the issuance date.
| Resolution Result | 3 votes in favor | 0 votes against | 0 votes abstained |
|---|
3. Adjustment of the Issuance Amount
The total amount of the fund shall not exceed 73.2 million yuan, and the issuance price shall not exceed 100% of the market price. The maximum amount of shares issued shall not exceed 30% of the total shares of the Company.
4. Other Matters
In addition to the adjustments mentioned above, other matters related to the fund management plan will be discussed in future meetings.
3. Issuance of Stock and Fund Raising
(1) Types of Stocks, Face Value, and Listing Points
The types of stocks to be issued by the company for this fundraising are common shares within the scope of the A-share market, with a face value of RMB 1.00 per share, and the listing point is the Shenzhen Stock Exchange.
| Resolution Result | 3 votes in favor | 0 votes against | 0 votes abstained |
(2) Pricing Criteria, Pricing Principles, and Issuance Price
The pricing criteria for this fundraising is based on the first trading day of the stock to be issued. The issuance price should not be lower than 80% of the average price of the company's stock in the 20 trading days prior to the first trading day.
(3) Issuance Target
The target for the issuance of the fundraising is specifically defined as the company’s stock.
(4) Issuance Scale and Number of Shares
The total amount for this fundraising shall not exceed RMB 73,200,000, and shall not exceed 100% of the trading price in this transaction. However, it shall not exceed 30% of the total shares of the company.