Core Viewpoint - The company held its 10th meeting of the 5th Supervisory Board, where several key resolutions were passed, including the approval of the 2025 semi-annual report and a significant asset acquisition plan through share issuance [1][2][3]. Meeting Details - The meeting was convened on August 25, 2025, with all three supervisors present, and complied with relevant laws and regulations [1]. - The resolutions passed included the approval of the semi-annual report, the special report on the use of raised funds, the reappointment of the auditing firm, and a proposal for a share issuance to acquire assets [1][2][3]. Financial Reports - The Supervisory Board confirmed that the 2025 semi-annual report accurately reflects the company's financial status and operational results, with no false statements or omissions [1][2]. - The special report on the use of raised funds was also approved, indicating compliance with relevant regulations and proper management of funds [2]. Asset Acquisition - The company plans to issue shares to acquire 100% of the shares of Shaanxi Huajing Microelectronics Co., Ltd. from several entities, including Shaanxi Electronic Xijing Electric Group Co., Ltd. and others [3][4]. - The transaction is subject to shareholder approval and involves raising matching funds through share issuance [3][4][5]. Share Issuance Details - The share issuance will be limited to no more than 35 specific investors, with the total amount not exceeding 100% of the transaction price for the asset acquisition [5][14]. - The issuance price will be determined based on the average stock price over a specified period prior to the board resolution [7][13]. Lock-up Period - A lock-up period of 36 months is proposed for certain investors, with additional conditions for extending this period based on stock performance [10][16]. - Other investors will have a 12-month lock-up period following the issuance [10][16]. Regulatory Compliance - The Supervisory Board confirmed that the proposed transactions comply with various laws and regulations, including the Company Law and Securities Law [17][18]. - The board also determined that the transaction does not constitute a major asset restructuring under the relevant regulations [18]. Additional Provisions - The company will sign a conditional agreement for the share issuance and asset acquisition, pending shareholder approval [19]. - The board confirmed that there were no relevant asset purchases or sales in the 12 months prior to the transaction [19].
陕西华达: 监事会决议公告