Stock Code: 300736
Stock Abbreviation: Baibang Technology
Announcement Number: 2026-043
Beijing Baihua Yuebang Technology Co., Ltd.
Announcement on Early Election of the 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.
The term of office for the fifth board of directors of Beijing Baihua Yuebang Technology Co., Ltd. (hereinafter referred to as the "Company") was originally scheduled to expire on January 14, 2028. Due to the change in the Company's controlling shareholder and actual controller, to ensure the stability of the Company's governance structure and a smooth transition of control, in accordance with the "Company Law of the People's Republic of China," the "Shenzhen Stock Exchange GEM Stock Listing Rules," the "Shenzhen Stock Exchange Listed Company Self-Regulatory Guidelines No. 2 - Norms for the Operation of GEM Listed Companies," and other relevant laws, regulations, normative documents, and the "Articles of Association," the Company plans to hold an early election for its board of directors.
On July 13, 2026, the Company held the seventh meeting of the fifth board of directors, which deliberated and approved the "Proposal on Early Election of the Board of Directors and Nomination of Non-Independent Director Candidates for the Sixth Board of Directors" and the "Proposal on Early Election of the Board of Directors and Nomination of Independent Director Candidates for the Sixth Board of Directors." These election matters are subject to approval by the Company's shareholders' meeting and will be voted on using the cumulative voting system. The specific details are hereby announced as follows:
I. Composition of the Sixth Board of Directors
The sixth board of directors of the Company will be composed of 5 directors, including 3 non-independent directors and 2 independent directors.
II. Election Details
After the qualification review by the Nomination Committee of the fifth board of directors, the board of directors agreed to nominate Mr. Chen Zhu, Ms. Jia Ru, and Mr. Liu Tiefeng as non-independent director candidates for the sixth board of directors; and Ms. Ye Ling and Mr. Xu Zhijian as independent director candidates for the sixth board of directors. The resumes of the director candidates are detailed in the appendix.
The number of director candidates meets the requirements of relevant laws, regulations, normative documents, and the "Articles of Association." The list of candidates for the sixth board of directors does not include an employee representative director. The number of directors concurrently serving as senior management personnel does not exceed one-half of the total number of directors, and the number of independent directors is not less than one-third of the total number of board members.
The independent director candidates Ms. Ye Ling and Mr. Xu Zhijian have obtained independent director qualification certificates recognized by the Shenzhen Stock Exchange. The qualifications and independence of the independent director candidates need to be reviewed and approved by the Shenzhen Stock Exchange before being submitted to the shareholders' meeting for deliberation.
In accordance with relevant laws, regulations, normative documents, and the "Articles of Association," the proposals for the early election of the board of directors are subject to deliberation at the Company's Second Extraordinary General Meeting of Shareholders in 2026, and will be voted on item by item using the cumulative voting system. The term of office for the sixth board of directors will be three years from the date of approval at the Second Extraordinary General Meeting of Shareholders in 2026.
III. Other Explanations