江苏舜天股份有限公司第十一届董事会第五次会议决议公告

Core Viewpoint - The board of directors of Jiangsu Shuntian Co., Ltd. has approved the expected daily related transactions for 2025 and made adjustments to the company's organizational structure, ensuring compliance with legal and regulatory requirements [1][5][9]. Group 1: Board Meeting and Resolutions - The board meeting was held on April 3, 2025, with all five directors participating, and the resolutions made were deemed legal and effective [1]. - The proposal regarding the expected daily related transactions for 2025 was unanimously approved by the non-related directors, with one related director abstaining from the vote [3][4][10]. - The board also approved the adjustment of the company's organizational structure to enhance management [5][6]. Group 2: Daily Related Transactions - The expected daily related transactions for 2025 have been reviewed and approved by the board, and do not require submission to the shareholders' meeting [9]. - These transactions are necessary for the company's daily operations and are conducted on a voluntary, equal, and fair basis, ensuring the company's independence is not compromised [9][11]. - The independent directors have unanimously agreed that the daily related transactions are beneficial for the company's development and comply with relevant laws and regulations [11]. Group 3: Related Parties and Transactions - The related party involved is Jiangsu Suhao Holding Group Co., Ltd., which is the controlling shareholder of the company [14][15]. - The expected daily related transactions for 2025 include procurement of goods, sales of goods, rental of properties, and provision of related services, with pricing based on market rates [17]. - The transactions are designed to improve operational efficiency and do not pose a significant dependency on the related party, ensuring the interests of the company and minority shareholders are protected [18].