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三超新材: 第四届董事会第七次会议决议的公告

Meeting Overview - The fourth meeting of the board of directors of Nanjing Sanchao New Materials Co., Ltd. was held on August 1, 2025, with all eight directors present, confirming the meeting's legality and effectiveness [1]. Resolutions Passed - The board unanimously approved the proposal for the company to issue A-shares to specific investors, confirming compliance with relevant laws and regulations [2][3]. - The proposal for the 2025 A-share issuance plan was also approved, detailing that the shares will be ordinary shares with a par value of RMB 1.00 each [2][3]. - The issuance will target Wuxi Boda He Yi Technology Co., Ltd., which will subscribe to all shares in cash [3]. - The pricing for the shares is set at RMB 20.04 per share, not lower than 80% of the average trading price over the previous 20 trading days [3][4]. - The total number of shares to be issued will not exceed 12,475,049 shares, representing 30% of the company's total shares prior to the issuance [4][5]. - The total funds to be raised from this issuance will not exceed RMB 250 million, which will be used for working capital and repaying bank loans [5][6]. Additional Proposals - The board approved the establishment of a special account for managing the raised funds, ensuring compliance with regulatory requirements [13]. - A proposal for the authorization of the board to handle all matters related to the issuance was also passed, allowing flexibility in adjusting the issuance details as necessary [12]. - The board will present these proposals at the first extraordinary general meeting of shareholders in 2025, scheduled for August 20, 2025 [15].