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周大生珠宝股份有限公司第五届董事会第八次会议决议公告

Group 1 - The company held its fifth board meeting on September 6, 2025, with all 11 directors present, and the meeting complied with relevant regulations [2][3] - The board approved a proposal to jointly invest in a new joint venture with related parties, with a registered capital of RMB 50 million, where the company will contribute RMB 22.5 million, accounting for 45% [2][12] - The proposal was reviewed and approved by the independent directors and does not require shareholder approval [3][15] Group 2 - The supervisory board also convened on September 6, 2025, with all three supervisors present, and the meeting adhered to legal and regulatory requirements [8] - The supervisory board agreed that the joint investment aligns with the company's strategic positioning and will positively impact long-term development [8][15] - The joint investment proposal was similarly approved by the supervisory board and does not require shareholder approval [9][15] Group 3 - The joint venture will be named Sanya Zhou Dashing Wuyou Co-Creation Cultural Technology Co., Ltd., with a registered capital of RMB 50 million, and the company will hold 45% of the shares [19][12] - The joint venture aims to leverage online and offline integration and cross-border e-commerce opportunities, particularly in light of favorable policies in Hainan [32][34] - The collaboration will focus on building a new retail model for the jewelry industry, utilizing live streaming and short video marketing strategies [33][34] Group 4 - The investment is expected to enhance the company's core competitiveness and create a new business model in the jewelry sector [32][35] - The joint venture will operate independently, with its own governance structure, and will not harm the interests of the company or its shareholders [30][35] - The company will monitor the progress of the joint venture closely to ensure effective management and operational efficiency [35]