Securities Code: 300567
Securities Abbreviation: Jingce Electronics
Announcement Number: 2026-088
Wuhan Jingce Electronic Group Co., Ltd.
Announcement of Resolutions of the Sixteenth Meeting of the Fifth Board of Directors
The company and all members of the Board of Directors guarantee that 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
Wuhan Jingce Electronic Group Co., Ltd. (hereinafter referred to as the "Company," "Listed Company," or "Jingce Electronics") convened the Sixteenth Meeting of the Fifth Board of Directors, convened by Mr. Peng Sai, Chairman of the Company. The meeting notice was sent via email on July 13, 2026. The meeting was held on July 15, 2026, at the company's meeting room located at No. 2, Fozuling Fourth Road, East Lake High-tech Development Zone, Wuhan, through a combination of on-site and teleconference methods.
A total of 9 directors were eligible to attend, and 9 directors actually attended (of whom 7 attended via teleconference). Directors Peng Sai, Liu Ronghua, Ma Jun, Miao Dan, Wang Ningning, Ji Xiaoqin, and Zhang Huide attended via teleconference. The meeting was presided over by Mr. Peng Sai, Chairman of the Company. Senior management personnel of the Company were present at the meeting. The convening, holding, and voting procedures of this meeting complied with the "Company Law of the People's Republic of China" (hereinafter referred to as the "Company Law") and other relevant laws and regulations, as well as the "Articles of Association of Wuhan Jingce Electronic Group Co., Ltd." (hereinafter referred to as the "Articles of Association"). The meeting was legal and valid.
II. Deliberation of the Board Meeting
After careful deliberation by the attending directors, the following resolutions were passed:
(I) The motion on the proposal regarding the conditions for the Company's issuance of shares, convertible corporate bonds, and payment of cash to purchase assets and raise supporting funds to comply with relevant laws and regulations was approved by 7 votes in favor, 0 votes against, 0 abstentions, and 2 recused votes (related parties Peng Sai and Ma Jun recused).
The Company plans to acquire equity in Wuhan Keyi Enterprise Management Consulting Partnership (Limited Partnership) (hereinafter referred to as "Wuhan Keyi"), Shanghai Qingpu Investment Co., Ltd. (hereinafter referred to as "Shanghai Qingpu Investment"), Shanghai Semiconductor Equipment Materials Industry Investment Fund Partnership (Limited Partnership) (hereinafter referred to as "Shanghai Semiconductor Industry Investment"), National Integrated Circuit Industry Investment Fund Phase II Co., Ltd. (hereinafter referred to as "National Integrated Circuit Investment Phase II"), Shanghai Jingxin Management Consulting Partnership (Limited Partnership) (hereinafter referred to as "Shanghai Jingxin"), Shanghai Jingxuan Management Consulting Partnership (Limited Partnership) (hereinafter referred to as "Shanghai Jingxuan"), Shanghai Jingyuan Management Consulting Partnership (Limited Partnership) (hereinafter referred to as "Shanghai Jingyuan"), Shanghai Ruowei Business Consulting Partnership (Limited Partnership) (hereinafter referred to as "Shanghai Ruowei"), Peng Sai, Liu Ruilin, Ma Jun, Li Zhongyu, and ZHANG XU (collectively referred to as the "Transaction Counterparties") through the issuance of shares, convertible corporate bonds, and payment of cash. These transaction counterparties collectively hold 41.17% of the equity in Shanghai Jingce Semiconductor Technology Co., Ltd. (hereinafter referred to as "Shanghai Jingce" or the "Target Company") and will raise supporting funds.