Securities Code: 300575 Securities Abbreviation: Zhongqi Shares Announcement No.: 2026-031
Jiangsu Zhongqi Technology Co., Ltd.
Announcement on the Resolutions of the 21st 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 that there are no false records, misleading statements, or major omissions.
I. Convening of the Board Meeting
The 21st meeting of the Fourth Board of Directors of Jiangsu Zhongqi Technology Co., Ltd. (hereinafter referred to as the "Company") was held on July 3, 2026, in Conference Room 2, Building 2, No. 6, Suyuan Road, Xuzhuang Software Park, Xuanwu District, Nanjing. The meeting was convened through a combination of on-site and teleconference methods. Seven directors were eligible to attend, and seven directors actually attended. The meeting was presided over by Chairman Mr. Wu Yaojun, and senior management personnel attended the meeting as non-voting participants. The meeting notice was delivered to all directors and senior management personnel via telephone and email on June 23, 2026. The convening of this Board meeting complies with the relevant provisions of the "Company Law of the People's Republic of China" (hereinafter referred to as the "Company Law"), the "Securities Law of the People's Republic of China" (hereinafter referred to as the "Securities Law"), and the "Articles of Association of Jiangsu Zhongqi Technology Co., Ltd." (hereinafter referred to as the "Articles of Association"). The meeting was legal and valid.
II. Deliberation of the Board Meeting
(I) Approved the "Proposal on the Company's Compliance with the Conditions for Issuing A-shares to Specific Objects"
After deliberation, the Company intends to issue A-shares to specific objects (hereinafter referred to as the "Current Issuance"). According to the "Company Law," "Securities Law," "Administrative Measures for the Registration and Issuance of Securities by Listed Companies" (hereinafter referred to as the "Measures"), and the "Opinions on the Application of Articles 9, 10, 11, 13, 40, and 57 of the Administrative Measures for the Registration and Issuance of Securities by Listed Companies - Securities and Futures Legal Application Opinion No. 18," and other relevant laws, regulations, and normative documents, after a item-by-item self-inspection and verification of the Company's actual situation, the Board of Directors believes that the Company's various conditions comply with the relevant regulations of current laws, regulations, and normative documents for GEM-listed companies issuing A-shares to specific objects. The Company possesses the qualifications and conditions for issuing A-shares to specific objects.
Passed.
Voting results: 5 votes in favor, 0 votes against, 0 abstentions. Related directors Wu Yaojun and Zhang Ji abstained from voting.
This proposal has been reviewed and approved by the independent directors' special committee, the Board's Audit Committee, and the Strategy Committee.
This proposal needs to be submitted to the Company's shareholders' meeting for deliberation and requires the approval of more than two-thirds of the voting rights held by the shareholders attending the shareholders' meeting.
(II) Approved the "Proposal on the Company's Plan for Issuing A-shares to Specific Objects in 2026"
After deliberation, the Board of Directors, through item-by-item deliberation and voting, approved the "Proposal on the Company's Plan for Issuing A-shares to Specific Objects in 2026." The specific details are as follows:
- Type and Par Value of Shares to be Issued
The shares to be issued to specific objects in this issuance are domestic ordinary RMB ordinary shares (A-shares) with a par value of RMB 1.00 per share.
- Issuance Method and Time
This issuance will be conducted through a private placement of A-shares to specific objects. The issuance will be implemented within 12 months after the Shenzhen Stock Exchange (hereinafter referred to as the "SZSE") review and approval and the China Securities Regulatory Commission (hereinafter referred to as the "CSRC") decision to register.