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特变电工股份有限公司2025年第三次临时股东大会决议公告

Meeting Overview - The company's board of directors confirmed that the announcement contains no false records, misleading statements, or significant omissions, and they bear legal responsibility for its authenticity, accuracy, and completeness [1] - The shareholders' meeting was held on September 3, 2025, at the International Conference Center, No. 189, Beijing South Road, Changji City, Xinjiang Uygur Autonomous Region [1] - The meeting was attended by 8 out of 11 current directors, all 5 supervisors, and the board secretary, with some senior management present [2] Voting and Resolutions - The meeting utilized a combination of on-site and online voting, with the chairman unable to preside due to work commitments, leading to the election of director Huang Hanjie to chair the meeting [2] - All proposed resolutions regarding the issuance of convertible bonds to unspecified parties were approved, including the types of securities, issuance scale, face value, issuance price, bond term, interest rate, repayment terms, conversion period, and pricing adjustments [3][4][5][6] - The resolution for the use of raised funds, guarantee matters, management of raised funds, and rating matters were also approved [5][6] - The company’s future three-year shareholder return plan (2025-2027) was approved, along with the rules for bondholder meetings and the authorization for the board to handle specific matters related to the bond issuance [6][7] Legal and Compliance - The meeting's procedures, qualifications of the convenor, and voting methods complied with relevant laws and regulations, ensuring the legality and validity of the proceedings [7] - The meeting was witnessed by Xinjiang Tianyang Law Firm, with lawyers providing legal opinions on the proceedings [8]