Securities Code: 300736
Securities Abbreviation: Baifang Technology
Announcement No.: 2026-037
Beijing Baihua Yuebang Technology Co., Ltd.
Announcement on Resolutions of the Seventh Meeting of the Fifth Board of Directors
The Company and all members of the Board of Directors guarantee the authenticity, accuracy, and completeness of the announcement content, and that there are no false records, misleading statements, or major omissions.
The notice for the seventh meeting of the fifth Board of Directors of Beijing Baihua Yuebang Technology Co., Ltd. (hereinafter referred to as the "Company") was sent to all directors via email and communication methods on July 10, 2026. The meeting was held on July 13, 2026, at 10:00 AM, in the company's conference room, through a combination of on-site and remote participation. Five directors were expected to attend, and five directors actually attended. Senior management personnel and the Company Secretary attended the meeting. The number of attendees, the convening, the meeting procedures, and the agenda of this meeting comply with the provisions of the "Company Law of the People's Republic of China" and the "Articles of Association."
Resolutions:
The meeting was convened and presided over by Chairman Liu Tifeng. After voting by the directors present, the following resolutions were made:
I. Proposal on the Early Restructuring of the Board of Directors and Nomination of Candidates for Non-Independent Directors of the Sixth Board of Directors
Given the change in the controlling shareholder and actual controller of the Company, to ensure the stability of the corporate governance structure and achieve a smooth transition of control, in accordance with the "Company Law," the "Shenzhen Stock Exchange GEM Stock Listing Rules," and other relevant laws, regulations, normative documents, and the "Articles of Association," the Company proposes to restructure the board of directors ahead of schedule. The sixth Board of Directors will consist of 5 directors, including 3 non-independent directors and 2 independent directors. The fifth Board of Directors proposes to nominate Mr. Chen Zhu, Ms. Jia Ru, and Mr. Liu Tifeng as candidates for non-independent directors of the sixth Board of Directors, with a term of office of three years from the date of approval by the shareholders' meeting.
After deliberation by the directors present, the voting results are as follows:
1.1 Nomination of Mr. Chen Zhu as a candidate for non-independent director of the sixth Board of Directors
Voting Result: 5 votes in favor, 0 votes against, 0 abstentions.
1.2 Nomination of Ms. Jia Ru as a candidate for non-independent director of the sixth Board of Directors
1.3 Nomination of Mr. Liu Tifeng as a candidate for non-independent director of the sixth Board of Directors
The above non-independent director candidates have passed the qualification review by the Nomination Committee of the fifth Board of Directors. Before the completion of the board restructuring election, the non-independent directors will continue to perform their duties and responsibilities as directors in accordance with relevant laws, administrative regulations, normative documents, and the "Articles of Association."
This proposal needs to be submitted to the shareholders' meeting for approval by cumulative voting.
II. Proposal on the Early Restructuring of the Board of Directors and Nomination of Candidates for Independent Directors of the Sixth Board of Directors
Given the change in the controlling shareholder and actual controller of the Company, to ensure the stability of the corporate governance structure and achieve a smooth transition of control, in accordance with the "Company Law," the "Shenzhen Stock Exchange GEM Stock Listing Rules," and other relevant laws, regulations, normative documents, and the "Articles of Association," the Company proposes to restructure the board of directors ahead of schedule. The sixth Board of Directors will consist of 5 directors, including 3 non-independent directors and 2 independent directors. The fifth Board of Directors proposes to nominate Ms. Ye Ling and Mr. Xu Zhijian as candidates for independent directors of the sixth Board of Directors, with a term of office of three years from the date of approval by the shareholders' meeting.