Stock Code: 300554 Stock Abbreviation: Sanchao New Material Announcement No.: 2026-043
Nanjing Sanchao New Material Co., Ltd. Announcement on Resolutions of the 17th Meeting of the Fourth Board of Directors
The Company and all members of the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and are free from false records, misleading statements, or major omissions.
I. Meeting Convening Situation
Nanjing Sanchao New Material Co., Ltd. (hereinafter referred to as the "Company") held the 17th meeting of the Fourth Board of Directors on June 9, 2026, at the Jiangsu Sanchao Company meeting room, through on-site and teleconference methods. The meeting notice was issued on June 4, 2026, via telephone and written notice. Nine directors were eligible to attend, and nine directors actually attended. Among them, Zou Haipei, Yu Gang, Huang Shuai, and Na Ke participated via teleconference. The meeting was convened and presided over by Chairman Liu Jingkun. The convening of this Board meeting complies with the "Company Law of the People's Republic of China," the "Securities Law of the People's Republic of China," and the "Articles of Association." The meeting is legal and valid.
II. Meeting Deliberation Situation
After careful deliberation and voting by all directors, the following resolutions were formed:
(I) The proposal on "Adjusting the Issuance Price and Issuance Quantity of the Company's 2025 Private Placement of A Shares and Confirming that the Adjustment of This Issuance Plan Does Not Constitute a Major Change" was deliberated and approved.
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, combined with the Company's actual situation and development needs, and based on the relevant content of the Company's 2025 private placement of A shares plan, the Company has made corresponding adjustments to the pricing benchmark date, issuance price, and issuance quantity of this issuance, as follows:
- Pricing Benchmark Date, Issuance Price, and Pricing Principles
Before adjustment: The pricing benchmark date for this issuance was the announcement date of the resolution of the 15th meeting of the Fourth Board of Directors. The issuance price of the shares was RMB 19.52 per share, which is not less than 80% of the average daily trading price of the Company's shares in the twenty trading days before the pricing benchmark date. The calculation formula for the average price is: Average daily trading price of the twenty trading days before the pricing benchmark date = Total transaction amount of shares in the twenty trading days before the pricing benchmark date / Total trading volume of shares in the twenty trading days before the pricing benchmark date.