Group 1 - The company Zhengzhong Design (002811) announced that it will hold its first extraordinary general meeting of shareholders on August 26, 2025 [1] - The agenda for the meeting includes the proposal to change the company's board of directors among other resolutions [1]

Group 1 - The core point of the article is the announcement of management changes at Zheng Zhong Design, including the resignation of several executives and the appointment of new vice presidents [2] - Mr. Qiu Xiaowei has resigned from his positions as a director, vice president, and member of the board's strategic committee due to work adjustments, but will continue to hold other roles within the company [2] - The company has received written resignation reports from Vice Presidents Ray An Chuang, Lin Zheng, and Cai Penghua, who have also stepped down from their positions [2] - Following the nominations and qualifications review by the company's general manager and nomination committee, Zheng Yiqian and Zhang Xuan have been appointed as new vice presidents [2]

Core Viewpoint - Zhengzhong Design (SZ 002811, closing price: 11.63 yuan) announced on the evening of August 8 that its fifth session of the thirteenth board meeting was held on August 8, 2025, to review the proposal regarding the change of company directors [2] Group 1 - The board meeting was held in the company's fourth-floor conference room [2] - The agenda included the proposal to change company directors [2]

Board Changes - The company announced the resignation of Mr. Qiu Xiaowei from his positions as a director and vice president due to work adjustments, effective immediately upon submission of his resignation [1][2] - Mr. Qiu Xiaowei held 759,867 shares, representing 0.25% of the company's total share capital, and will continue to comply with relevant regulations regarding shareholding [2] - The board nominated Ms. Zheng Yiqian as a candidate for a non-independent director and a member of the strategic committee, pending approval at the shareholders' meeting [2][5] Senior Management Changes - The company received resignation letters from three vice presidents: Mr. Ray An Chuang, Mr. Lin Zheng, and Mr. Cai Penghua, effective immediately upon submission [3][4] - Mr. Ray An Chuang held 5,300 shares (0.002%), Mr. Lin Zheng held 607,872 shares (0.20%), and Mr. Cai Penghua's shareholding was not specified [3][4] - The board approved the appointment of Ms. Zheng Yiqian and Mr. Zhang Xuan as vice presidents, effective from the board's approval date until the end of the current board's term [5]

Group 1 - The company held its 13th meeting of the 5th Board of Directors on August 8, 2025, with all 6 directors present, and the meeting was conducted in accordance with relevant laws and regulations [1][2] - The Board approved the nomination of Zheng Yiqian as a non-independent director candidate and elected her to the Strategic Committee, effective upon shareholder approval [1][2] - The Board also approved the appointment of Zheng Yiqian and Zhang Xuan as deputy general managers, with their term lasting until the end of the current Board's term [2][3] Group 2 - The company completed the redemption of "Yatai Convertible Bonds" on April 18, 2025, converting a total of 35,928,319 shares, changing the total share capital from 272,041,686 shares [2][3] - The company plans to abolish the supervisory board and assign its powers to the Audit Committee, pending shareholder approval [2][3] - The company proposed amendments to its Articles of Association and internal governance structure to enhance operational standards [3][4] Group 3 - The Board approved the revision of internal governance documents, including the renaming of certain rules and the establishment of a new "Board and Senior Management Departure Management System" [4][5] - The company intends to apply for a comprehensive credit line of up to RMB 300 million from China Merchants Bank for operational purposes, with a maximum usage period of two years [5][6] - The company will hold its first extraordinary general meeting of 2025 on August 26, 2025, combining on-site and online voting [6]

Group 1 - The company held the eighth meeting of the fifth supervisory board on August 8, 2025, with all three supervisors present, complying with the Company Law and Articles of Association [1][2] - The company completed the maturity payment of "Yatai Convertible Bonds" on April 18, 2025, converting a total of 35,928,319 shares from July 1, 2022, to April 17, 2025, resulting in a change in total share capital from 272,041,686 shares [1] - The company plans to abolish the supervisory board and its positions, transferring the supervisory powers to the audit committee of the board of directors, and will revise certain provisions of the Articles of Association accordingly [1][2] Group 2 - The proposal to change the registered capital and amend the Articles of Association and internal governance system is subject to approval by the shareholders' meeting [2] - The supervisory board will cease to function after the shareholders' meeting approves the proposal, leading to the automatic resignation of the supervisors [2]

Meeting Information - The first extraordinary general meeting of shareholders for 2025 will be held on August 26, 2025, at 14:00 [1] - Shareholders can participate through on-site voting or online voting via the Shenzhen Stock Exchange systems on the same date [1][2] - The online voting period is from 9:15 to 15:00 on August 26, 2025 [1] Voting Procedures - Shareholders must choose either on-site or online voting; if duplicate votes occur, the first vote will be considered valid [2] - All shareholders registered by the close of trading on August 21, 2025, are entitled to attend the meeting and vote [2] - Proxy voting is allowed, and the proxy does not need to be a shareholder [2] Agenda Items - The proposals to be discussed have been approved by the company's board and supervisory board [5] - Proposal 3 requires individual voting, while proposals 2.00, 3.01, and 3.02 are special resolutions needing over two-thirds approval from attending shareholders [5] - Separate counting and disclosure of votes for minority investors will be conducted [5] Registration and Attendance - Individual shareholders must present valid identification and stock account information to attend [6] - Corporate shareholders must have their legal representatives or authorized agents present with appropriate documentation [6] - Remote shareholders can register via mail or fax by August 25, 2025 [6] Online Voting Process - Shareholders can vote through the Shenzhen Stock Exchange's trading and internet voting systems [8] - Detailed procedures for online voting are provided in the attachments [8] Contact Information - Contact persons for the meeting are Wang Xiaoying and Liang Huanhuan, with provided phone and fax numbers for inquiries [6]

Group 1 - The company held its 13th meeting of the 5th Board of Directors on August 8, 2025, to approve the proposal for changing registered capital and amending the Articles of Association [1] - The registered capital will be changed, and the current Articles of Association will be revised to comply with the new Company Law and improve the company's operational standards [1][2] - The proposal for changing registered capital requires special resolution approval from the shareholders' meeting [1] Group 2 - The company issued convertible bonds (referred to as "Yatai Convertible Bonds") that began their conversion period on October 23, 2019, with a total share capital of 272,041,686 shares and registered capital of 272,041,686 yuan as of June 30, 2022 [1] - As of April 17, 2025, the company completed the maturity payment of the "Yatai Convertible Bonds," and from July 1, 2022, to April 17, 2025, a total of 3,014,542 bonds were converted [1] Group 3 - The company will no longer establish a supervisory board or supervisor positions; instead, the Audit Committee of the Board will exercise the powers of the supervisory board as stipulated by the Company Law [1][2] - Amendments to the Articles of Association include changes to the roles and responsibilities of the general manager and the legal representative of the company [2][3] Group 4 - The company aims to enhance the standardization of its operations and governance by revising its internal governance system and Articles of Association [1][2] - The revised Articles of Association will include provisions regarding the legal consequences of actions taken by the legal representative on behalf of the company [3][4] Group 5 - The total number of shares issued by the company is now 307,970,005 shares, reflecting an increase from the previous total of 272,041,686 shares [1][5] - The company will ensure that all shares of the same category have equal rights and that the issuance of shares will follow principles of openness, fairness, and justice [1][7] Group 6 - The company will adopt various methods to increase capital, including public offerings, private placements, and converting convertible bonds into shares [1][9] - The company will adhere to legal and regulatory requirements when issuing convertible bonds and will follow the necessary procedures for any significant changes in share capital [1][9] Group 7 - The company will ensure that any external guarantees provided will be subject to approval by the Board of Directors and the shareholders' meeting, especially for guarantees exceeding certain thresholds [1][22] - The company will disclose significant transactions and ensure that they are approved by the shareholders' meeting [1][48]

Group 1 - The company Shenzhen Zhengzhong Design Co., Ltd. has changed its email address for communication purposes [1] - The previous email address was atg@atgcn.com, and the new email address is ccd@ccd.com.hk [1] - Other contact information such as mailing address, phone number, and fax remains unchanged [1]

Core Points - The article outlines the procedures and principles for the resignation of directors and senior management at Shenzhen Zhengzhong Design Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of shareholders [1][2][4] Group 1: General Principles - The resignation management of directors and senior management should adhere to the principles of legality, transparency, smooth transition, and protection of shareholder rights [1][2] - The resignation procedures apply to all directors (including independent directors) and senior management due to term expiration, voluntary resignation, retirement, dismissal, or other circumstances [1] Group 2: Resignation Circumstances and Procedures - Resignation circumstances include term expiration without reappointment, voluntary resignation, retirement, dismissal, and other situations leading to actual resignation [1][2] - Directors must submit a written resignation report to the board, and the resignation becomes effective upon delivery, except in specific cases where it may be delayed [1][2] - The company must complete the election of a new director within 60 days to ensure compliance with legal and regulatory requirements [1][2] Group 3: Responsibilities and Obligations of Resigning Directors and Senior Management - Resigning directors and senior management must complete all handover procedures and ensure that their departure does not affect the company's operations [2][4] - They are required to cooperate with the company in post-resignation audits and must not interfere with the company's normal operations or disclose confidential information [2][4] - Any violations of laws or company regulations during their tenure may result in compensation liabilities [2][4] Group 4: Shareholding Management of Resigning Directors and Senior Management - Resigning directors and senior management are prohibited from transferring their shares within six months after resignation [3][4] - If they resign before the end of their term, they must adhere to specific share reduction limits during their tenure and the following six months [3][4] - The company secretary is responsible for monitoring shareholding changes of resigning directors and senior management [4]