报喜鸟控股股份有限公司 第八届董事会第十九次会议决议公告

Group 1 - The company held its 19th meeting of the 8th Board of Directors on August 22, 2025, with all 7 directors present, confirming the legality and validity of the meeting [2][4]. - The Board approved the proposal to amend the company's articles of association with a unanimous vote of 7 in favor [2][7]. - The proposal will be submitted for review at the company's second extraordinary general meeting of shareholders scheduled for September 2, 2025 [4][6]. Group 2 - The company announced the addition of a temporary proposal for the upcoming extraordinary general meeting, which was initiated by the controlling shareholder, Mr. Wu Zhize, who holds 25.20% of the company's total shares [6][7]. - The meeting will be held on September 2, 2025, at 14:00, with both on-site and online voting options available for shareholders [8][9]. - The record date for shareholders to participate in the meeting is set for August 26, 2025 [9]. Group 3 - The meeting will include cumulative voting for the election of 3 non-independent directors and 3 independent directors, with specific voting procedures outlined [14][26]. - A special resolution requires approval from at least two-thirds of the voting rights held by shareholders present at the meeting [14]. - The company will ensure that the voting results for minority shareholders holding less than 5% of shares are counted separately [14]. Group 4 - Shareholders can register for the meeting from August 28, 2025, through various methods including on-site registration and mail [15][16]. - The company has provided detailed instructions for shareholders on how to participate in online voting [20][30]. - Contact information for inquiries regarding the meeting is provided, including phone numbers and email addresses [18].