国城矿业股份有限公司第十二届董事会第三十八次会议决议公告

Group 1 - The core point of the announcement is that Guocheng Mining Co., Ltd. has approved a proposal to provide guarantees for its affiliated company, Malkang Jinxin Mining Co., Ltd., which is seeking a financing credit limit of RMB 50 million from Shanghai Pudong Development Bank Chengdu Branch [9][10] - The company will provide a joint liability guarantee for 48% of the total debt balance, with a maximum principal amount of RMB 24 million [9][10] - The proposal has been approved by the board of directors and will be submitted for review at the upcoming extraordinary general meeting of shareholders [3][4] Group 2 - The board meeting was held on August 18, 2025, with all eight directors present, and the proposal was passed with three votes in favor and five abstentions due to conflicts of interest [1][2] - The independent directors have also reviewed and approved the proposal, stating that it is beneficial for the business development of Jinxin Mining and does not harm the interests of the company or its shareholders [18][19] - The company has confirmed that the total external guarantee balance will not exceed RMB 1.6995382 billion after this guarantee, which represents 56.83% of the company's latest audited net assets [19] Group 3 - The extraordinary general meeting of shareholders is scheduled for September 4, 2025, and will be conducted both in-person and via online voting [22][23] - The meeting will discuss the proposal regarding the guarantee for the affiliated company, and related shareholders will abstain from voting [30][31] - The company has ensured that the meeting complies with all relevant laws and regulations [23][24]