Stock Code: 300672 Stock Abbreviation: Guoke Micro
Hunan Guoke Microelectronics Co., Ltd.
2026 Plan for Issuance of Shares to Specific Targets
July 2026
Company Statement
The Company and all members of the Board of Directors guarantee that the contents of this plan are true, accurate, and complete, and confirm that there are no false records, misleading statements, or major omissions, and bear individual and joint legal liability for the authenticity, accuracy, and completeness of the contents of this plan.
After the completion of this issuance of shares to specific targets, the Company is responsible for changes in its operations and earnings; investment risks arising from this issuance are borne by the investors themselves.
This plan is the Board of Directors' explanation of this issuance of shares to specific targets, and any statement to the contrary is a false statement.
Investors with any questions should consult their stock brokers, lawyers, professional accountants, or other professional advisors.
The matters described in this plan do not represent a substantive judgment, approval, or registration by the examination and approval authorities regarding the relevant matters of this issuance. The effectiveness and completion of the matters described in this plan are subject to approval by the Company's shareholders' meeting, review by the Shenzhen Stock Exchange, and registration with the China Securities Regulatory Commission (hereinafter referred to as the "CSRC"), and shall ultimately be subject to the plan registered by the CSRC.
Any content in this plan involving investment benefits or performance forecasts does not constitute a commitment by the Company to any investor or relevant person. Investors and relevant persons should understand the differences between plans, forecasts, and commitments, and pay attention to investment risks.
Special Notice
The terms and abbreviations used in this section have the same meanings as those defined in the "Definitions" section of this plan.
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The relevant matters for this issuance of shares to specific targets have been deliberated and approved at the 16th meeting of the 4th Board of Directors. This issuance is still subject to approval by the Company's shareholders' meeting, review by the Shenzhen Stock Exchange, and the decision of the CSRC to approve the registration before it can be implemented.
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The targets for this issuance shall not exceed 35 (inclusive) specific investors, including securities investment fund management companies, securities companies, trust companies, finance companies, insurance institutional investors, qualified foreign institutional investors, and other legal entities, natural persons, or other institutional investors that meet the conditions stipulated by the CSRC.
The final targets shall be determined by the Board of Directors or its authorized persons, in accordance with the authorization of the shareholders' meeting, after the issuance has passed the Shenzhen Stock Exchange review and been registered by the CSRC, in consultation with the sponsor (lead underwriter) according to relevant laws, regulations, and the subscription quotations for this issuance, following the principle of price priority.
All subscribers for this issuance shall subscribe for the shares at the same price in RMB cash.
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The number of shares to be issued shall be calculated by dividing the total amount of funds raised by the final issuance price, and shall not exceed 30% of the Company's total share capital before the issuance. As of March 31, 2026, the Company's total share capital was 217,102,452 shares; calculated accordingly, this shall not exceed 65,130,735 shares (inclusive).
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The issuance price shall be determined through a bidding process, with the pricing benchmark date being the first day of the issuance period. The issuance price shall not be lower than 80% of the average trading price of the Company's shares for the 20 trading days preceding the pricing benchmark date, and not lower than the audited net assets per share attributable to ordinary shareholders of the parent company as of the end of the most recent period before the issuance.
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The total amount of funds raised from this issuance shall not exceed 5,061,175,900 RMB (inclusive). After deducting issuance expenses, the net proceeds are intended to be invested in the following projects: