圣泉集团: 圣泉集团第十届董事会第六次会议决议公告

Meeting Overview - The 10th Board of Directors of Jinan Shengquan Group Co., Ltd. held its 6th meeting on August 18, 2025, in compliance with the Company Law and the company's articles of association [1][2]. Resolutions Passed - The board approved several proposals, including the special report on the management and use of raised funds for the first half of 2025, which was disclosed on the Shanghai Stock Exchange [2]. - The board also approved the proposal to cancel the supervisory board and amend the articles of association, which will be submitted to the shareholders' meeting for review [2]. - The board passed resolutions to revise the rules for the shareholders' meeting and the board meeting, as well as the audit committee's working rules, all with unanimous support [2]. Convertible Bond Issuance - The company plans to issue convertible bonds with a total amount not exceeding RMB 250 million, subject to shareholder approval [6][23]. - The bonds will have a face value of RMB 100 each and a term of six years, with interest paid annually [6][8]. - The initial conversion price will be determined based on the average stock price prior to the bond issuance, ensuring it does not fall below the company's net asset value per share [9][11]. Fund Utilization - The raised funds will be allocated to the green new energy battery material industrialization project and to supplement working capital, with a total project investment of RMB 300 million [23][24]. - The company has established a management system for the raised funds, which will be kept in a designated special account [25]. Rating and Guarantee - A credit rating agency will be engaged to provide a credit rating report for the bonds, with annual follow-up ratings [23]. - The bonds will not be secured by any guarantees [23]. Shareholder Rights - Original shareholders will have priority in subscribing to the bonds, with specific arrangements to be disclosed in the issuance announcement [21]. - Bondholders will have rights to convert their bonds into shares, receive interest, and participate in bondholder meetings [22].