渤海汽车: 渤海汽车第九届监事会第七次会议决议公告

Meeting Overview - The 7th meeting of the 9th Supervisory Board of Bohai Automotive Systems Co., Ltd. was held on June 16, 2025, with all three supervisors present, complying with relevant laws and regulations [1][2]. Resolutions Passed - The Supervisory Board approved the proposal for the company to acquire 51% of the equity of Inafa Intelligent Technology (Beijing) Co., Ltd. and 50% of the equity of Langfang Leni Wiring System Co., Ltd. through the issuance of shares and cash payment [1][2]. - The proposal for the issuance of shares and cash payment for asset acquisition and fundraising was also approved, with the issuance price set at 3.44 RMB per share, which is not less than 90% of the average trading price over the previous 120 trading days [4][5]. Fundraising and Asset Acquisition - The company plans to issue shares to no more than 35 specific investors to raise matching funds for the acquisition [1][2]. - The final transaction price for the assets will be based on an evaluation report from a qualified asset appraisal agency [3][4]. Share Issuance Details - The shares to be issued are ordinary A-shares with a par value of 1.00 RMB, listed on the Shanghai Stock Exchange [4][11]. - The issuance of shares is not contingent upon the successful implementation of the fundraising [3][4]. Lock-up Period and Profit Sharing - The shares acquired by the transaction counterparty, Hainachuan, will be locked for 36 months post-transaction, with conditions for extension if the stock price falls below the issuance price [8][9]. - The retained earnings prior to the transaction will be shared by both new and existing shareholders after the completion of the transaction [10][14]. Compliance and Regulatory Approval - The transaction is subject to approval by the shareholders' meeting and must comply with the relevant regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange [2][17]. - The company has confirmed that the transaction does not constitute a change in controlling shareholder or actual controller [18].