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洛阳建龙微纳新材料股份有限公司第四届董事会第十一次会议决议公告

Group 1 - The company held its 11th meeting of the 4th Board of Directors on June 17, 2025, with all 8 directors present, confirming the legality and validity of the meeting [2][4] - The Board decided not to adjust the conversion price of the "Jianlong Convertible Bonds" downwards, despite the stock price triggering the adjustment clause, citing confidence in the company's future development [3][39] - The decision was made with a unanimous vote of 8 in favor, with no opposition or abstentions [4] Group 2 - The company has decided to postpone the completion date of the "Adsorbent Material Industrial Park Expansion Project (Phase II)" from June 2025 to December 2026, without changing the project’s implementation subject, investment purpose, or scale [5][44] - The postponement is due to various macroeconomic uncertainties and the need for cautious investment strategies, ensuring that the project aligns with the company's long-term development plans [43][56] - The company has invested 66.91 million yuan in the project as of May 31, 2025, which is 13.01% of the total planned investment [44][45] Group 3 - The company has revised several internal management systems to comply with the latest legal and regulatory requirements, including rules for the audit committee, nomination committee, and remuneration committee [7][9][10] - The revisions were approved unanimously by the Board, with all votes in favor [11][12][13] - The company has also updated its internal control and risk assessment systems to enhance governance and compliance [24][25][26] Group 4 - The "Jianlong Convertible Bonds" were issued on March 8, 2023, with a total amount of 700 million yuan, and the current conversion price is 71.91 yuan per share [32][33] - The bond's conversion price has been adjusted multiple times due to various corporate actions, with the latest adjustment occurring on December 20, 2024 [34][35] - The company has triggered the downward adjustment clause for the conversion price but has chosen not to exercise this option at this time [39][40] Group 5 - The company emphasizes the strategic importance of the "Adsorbent Material Industrial Park Expansion Project (Phase II)" in supporting sustainable development and aligning with national policies [48][49] - The project aims to enhance the company's capabilities in high-performance materials, particularly in emerging fields such as sustainable aviation fuel and resource recycling [50][51] - The company has established a solid market foundation and technical reserves to support the project's successful implementation [52][53][54]