300148SZSE

Announcement on the Completion of the Board of Directors' Election and Appointment of Senior Management and Securities Affairs Representative

Tianzhou Culture Co., Ltd.·

✨ AI Summary

The announcement details the completion of the board of directors' election at Tianzhou Culture Co., Ltd. on February 27, 2026. Key appointments include Mr. Yu Yuhan as President and Ms. Liu Ying as Board Secretary and CFO. The new board will serve a three-year term, and the company expresses gratitude to departing board members for their contributions.

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Full Translation

AI Translation· azure_openai

Tianzhou Culture Co., Ltd. (hereinafter referred to as "the Company") and all members of the Board of Directors guarantee that the information disclosed is true, accurate, and complete, with no false records, misleading statements, or significant omissions.

The Company held its first extraordinary general meeting of shareholders in 2026 on February 27, 2026, completing the election of the Board of Directors. On the same day, the first meeting of the fifth Board of Directors was convened to elect the Chairman and members of various specialized committees, and to appoint senior management and the securities affairs representative. The specific details are as follows:

1. Composition of the Fifth Board of Directors

  1. Members of the Fifth Board of Directors
    • Chairman: Mr. Xiao Zhihong
    • Non-independent Directors: Ms. Xiao Xian, Mr. Yu Yuhan
    • Independent Directors: Mr. Su Liming, Ms. Yang Qiulin, Ms. Liu Ting
    • Employee Representative Director: Mr. Li Jian

The term of the fifth Board of Directors is three years, from the date of approval at the first extraordinary general meeting of shareholders in 2026 until the expiration of the term of the fifth Board of Directors.

  1. The number of directors who also serve as senior management does not exceed half of the total number of directors, and the number of independent directors is not less than one-third of the total number of directors, in compliance with relevant regulations and the Articles of Association. The qualifications of the independent directors have been reviewed and approved by the Shenzhen Stock Exchange.

  2. Composition of Specialized Committees of the Fifth Board of Directors

    • The Strategy Committee consists of three directors: Mr. Xiao Zhihong, Mr. Yu Yuhan, and Mr. Su Liming, with Mr. Xiao Zhihong serving as the convener.
    • The Nomination and Remuneration Committee consists of three directors: Mr. Su Liming, Ms. Xiao Xian, and Ms. Liu Ting, with Mr. Su Liming serving as the convener.
    • The Audit Committee consists of three directors: Ms. Yang Qiulin, Ms. Xiao Xian, and Mr. Su Liming, with Ms. Yang Qiulin serving as the convener.

The term of these committees is three years, from the date of approval at the first meeting of the fifth Board of Directors until the expiration of the term of the fifth Board of Directors. All committee members are directors, with independent directors in the majority and serving as conveners in the Nomination and Remuneration Committee and Audit Committee. The convener of the Audit Committee is a professional accountant, in compliance with relevant regulations.

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