Stock Code: 300782
Stock Abbreviation: Zhaoxin Micro
Announcement Number: 2026-049
Zhaoxin Microelectronics Co., Ltd.
Resolution Announcement of the 19th Meeting of the Third 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
The 19th meeting of the Third Board of Directors of Zhaoxin Microelectronics Co., Ltd. (hereinafter referred to as the "Company") was held on August 6, 2026, in the company's conference room through on-site and video conferencing. The meeting notice was sent to all directors via email on July 31, 2026. Nine directors were expected to attend, and nine directors actually attended. The meeting was convened and presided over by Chairman Xu Zhihan, and senior management personnel attended the meeting. The convening and holding of this meeting comply with the relevant provisions of the "Company Law of the People's Republic of China" (hereinafter referred to as the "Company Law") and the "Articles of Association of Zhaoxin Microelectronics Co., Ltd." (hereinafter referred to as the "Articles of Association"), and the meeting is legal and valid.
II. Deliberation of the Board Meeting
The directors present discussed the proposals submitted for this meeting and voted on them by ballot:
(I) Deliberation and Approval of the Proposal on the Election of the Board of Directors and Nomination of Candidates for Non-Independent Directors of the Fourth Board of Directors
Given that the term of the Third Board of Directors is about to expire, the Board of Directors plans to hold an election in accordance with the "Company Law," the "Listing Rules of the Shenzhen Stock Exchange ChiNext Market," and other laws, regulations, normative documents, and the "Articles of Association." To ensure the normal operation of the Board of Directors, the non-independent directors of the Third Board of Directors will continue to perform their duties as directors in accordance with the provisions of laws, administrative regulations, departmental rules, normative documents, and the "Articles of Association" before the new Board of Directors takes office.
After review by the Nomination Committee of the Third Board of Directors, the Board of Directors nominated Mr. Xu Zhihan, Mr. FENG CHENHUI, Mr. TANG ZHUANG, Mr. Ye Shifen, and Mr. Zhou Lifeng as candidates for non-independent directors of the Fourth Board of Directors (resumes of the non-independent director candidates are attached). Their term of office shall be three years from the date of approval by the company's shareholders' meeting.
The specific voting results are as follows:
1.01 Nomination of Mr. Xu Zhihan as a candidate for non-independent director of the Fourth Board of Directors;
Voting result: 9 votes in favor; 0 votes against; 0 abstentions.
1.02 Nomination of Mr. FENG CHENHUI as a candidate for non-independent director of the Fourth Board of Directors;
1.03 Nomination of Mr. TANG ZHUANG as a candidate for non-independent director of the Fourth Board of Directors;
1.04 Nomination of Mr. Ye Shifen as a candidate for non-independent director of the Fourth Board of Directors;
1.05 Nomination of Mr. Zhou Lifeng as a candidate for non-independent director of the Fourth Board of Directors;
The above proposals have been reviewed and approved by the Board's Nomination Committee.
The above candidates for non-independent directors need to be elected by the company's shareholders' meeting through cumulative voting.
For details, please refer to the "Announcement on the Election of the Board of Directors" (Announcement Number: 2026-050) disclosed by the company on the Juchao Information Network.