I. Meeting Information
On April 27, 2026, the 13th meeting of the 2nd Board of Directors of Zhonglun New Materials Co., Ltd. (hereinafter referred to as "the Company") was held in the company meeting room through both in-person and communication methods. The meeting notice was sent out on April 16 and April 23, 2026, via phone or email. A total of 7 directors were supposed to attend, and all 7 directors were present. The meeting was chaired by Mr. Yang Qingjin, the Chairman, with some senior management personnel attending. The convening, holding, and voting procedures of this meeting complied with the relevant provisions of the Company Law, Securities Law, and other laws and regulations, as well as the Company’s Articles of Association, making the meeting legal and effective.
II. Meeting Resolutions
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Approval of the "2025 Annual Board Work Report" Proposal
After review, the Board believes that the "2025 Annual Board Work Report" adequately reflects the performance of the Board in 2025, with content that is true, accurate, and complete. Specific details can be found in the Company's "2025 Annual Report" disclosed on the same day on the Giant Tide Information Network. The independent directors Mr. Guo Baohua, Mr. Yang Zhishu, and Mr. Shen Weitao submitted their "2025 Independent Directors' Work Reports" to the Board, which will be presented at the Company's 2025 Annual Shareholders' Meeting. The Board prepared a special opinion on the independence of independent directors based on their self-assessment reports. Voting results: 7 votes in favor, 0 votes against, 0 abstentions. This proposal will be submitted to the Company's 2025 Annual Shareholders' Meeting for review. The Company and all Board members guarantee that the content of the information disclosure is true, accurate, and complete, with no false records, misleading statements, or significant omissions. -
Approval of the "2025 Annual General Manager Work Report" Proposal
The Board listened to the "2025 Annual General Manager Work Report" presented by Mr. Yan Yilin and believes that the management effectively executed the resolutions of the Board and shareholders, achieving the operational goals for 2025. Voting results: 7 votes in favor, 0 votes against, 0 abstentions. -
Approval of the "2025 Annual Internal Control Evaluation Report" Proposal
After review, the Board believes that the Company has established a relatively complete internal control system that is effectively implemented, and the "2025 Annual Internal Control Evaluation Report" truthfully and objectively reflects the construction and operation of the internal control system. This proposal was approved by the Company's 2nd Board of Directors Audit Committee at its 3rd meeting in 2026. The sponsor, CITIC Securities Co., Ltd., issued a verification opinion, and the accounting firm provided an "Internal Control Audit Report." Specific details can be found in the "2025 Annual Internal Control Evaluation Report" disclosed on the same day on the Giant Tide Information Network. Voting results: 7 votes in favor, 0 votes against, 0 abstentions. -
Approval of the "Full Text and Summary of the 2025 Annual Report" Proposal
After review, the Board believes that the preparation and review procedures for the Company's "2025 Annual Report" and its summary comply with the laws, administrative regulations, and the requirements of the China Securities Regulatory Commission. The report content truthfully, accurately, and completely reflects the Company's actual situation, with no false records, misleading statements, or significant omissions. This proposal was approved by the Company's 2nd Board of Directors Audit Committee at its 3rd meeting in 2026. Specific details can be found in the "2025 Annual Report" and "2025 Annual Report Summary" disclosed on the same day on the Giant Tide Information Network, with the summary also published in various financial newspapers. Voting results: 7 votes in favor, 0 votes against, 0 abstentions.