北京蓝色光标数据科技集团股份有限公司第六届董事会第十九次会议决议公告

Group 1 - The company held its 19th meeting of the 6th Board of Directors on June 6, 2025, with all 8 directors present, including one participating via communication [2][4] - The Board approved the proposal to issue H-shares and apply for listing on the Hong Kong Stock Exchange to enhance its global strategy and capital operations [3][21] - The proposal requires further approval from the shareholders' meeting through a special resolution [5][20] Group 2 - The H-shares will have a nominal value of RMB 1.00 and will be issued in foreign currency [6] - The issuance will occur within 24 months after the shareholders' approval, with the timing determined by market conditions [8] - The issuance method includes public offerings in Hong Kong and international placements, with specific regulations governing the process [9] Group 3 - The total number of H-shares issued will not exceed 15% of the company's total share capital post-issuance, with an option for an additional 15% for over-allotment [11] - The target investors for the H-shares include global institutional investors and qualified domestic institutional investors [13] - The pricing of the H-shares will be determined based on market conditions and investor demand [15] Group 4 - The Board approved the use of proceeds from the H-share issuance for enhancing AI research capabilities, global business expansion, and marketing efforts [41] - The company plans to distribute retained earnings to both existing and new shareholders post-issuance [45] - The company will change its business scope and registered capital to align with its strategic adjustments [49] Group 5 - The Board proposed to revise the company's articles of association and related governance rules to comply with new regulations and the upcoming H-share issuance [52][54] - The company will appoint Tianzhi Hong Kong Accounting Firm as the auditor for the H-share issuance [59] - The Board will establish a confidentiality and document management system related to the H-share issuance [63] Group 6 - The Board confirmed the roles of directors following the H-share issuance, with specific designations for executive, non-executive, and independent directors [68] - The Board adjusted the membership of its specialized committees to align with the H-share issuance requirements [72] - The company will appoint joint company secretaries to facilitate communication with regulatory bodies in Hong Kong [78]