嘉友国际：变更注册资本并修订公司章程及议事规则

Core Points - The company, Jiayou International Logistics Co., Ltd. (stock code: 603871), announced the convening of its 39th meeting of the third board of directors on August 29, 2025, to review proposals regarding changes in registered capital, amendments to the Articles of Association, and related procedural rules [1] Group 1: Change in Registered Capital - On May 22, 2025, the company’s 2024 annual general meeting approved a profit distribution and capital reserve transfer plan, distributing a cash dividend of 0.4 yuan per share (including tax), totaling 390,859,616.80 yuan (including tax) [2] - The company will also increase its share capital by 0.4 shares per share from capital reserves, resulting in a total increase of 390,859,616 shares [2] - Following this capital increase, the total share capital will rise from 977,149,042 shares to 1,368,008,658 shares, and the registered capital will change from 977,149,042 yuan to 1,368,008,658 yuan [2] Group 2: Amendments to Articles of Association - The company revised its Articles of Association in accordance with the Company Law and relevant regulations, establishing a worker representative director and abolishing the supervisory board, with the audit committee of the board taking over its functions [3] - The company also made adjustments to terms such as "shareholders' meeting" and "more than half" in the Articles of Association [3] - The changes in registered capital and amendments to the Articles of Association will be submitted for shareholder approval, and management will be authorized to handle the registration and filing of these changes [3] Group 3: Revision of Procedural Rules - The company revised the relevant provisions of the Rules of Shareholders' Meetings and the Rules of Board Meetings in accordance with the Company Law and corporate governance standards [4] - The specific content of the revisions to the Rules of Shareholders' Meetings is detailed in a comparison table, while significant differences in the original Rules of Board Meetings were not compared item by item [4]