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桂林福达股份有限公司第六届董事会第二十八次会议决议公告

Group 1 - The company held its 28th meeting of the 6th Board of Directors on September 12, 2025, where all 9 directors attended, ensuring compliance with relevant laws and regulations [2][3][4] - The Board approved the proposal regarding the first unlock conditions of the 2024 restricted stock incentive plan, allowing 1,707,000 shares to be unlocked for 44 eligible participants [3][29][36] - The Board also approved the proposal to repurchase and cancel 558,000 shares of restricted stock due to unmet performance targets and the departure of two incentive participants [6][18][19] Group 2 - The repurchase includes 408,000 shares from 7 participants who did not meet the first unlock conditions and 150,000 shares from 2 participants who left the company [20][21][24] - The adjusted repurchase price is set at 2.15 yuan per share plus bank interest, with the total repurchase amount estimated at approximately 1.2047 million yuan [24][26] - Following the repurchase, the company's total share capital will decrease from 646,208,651 shares to 645,650,651 shares [25][40] Group 3 - The company has fulfilled all necessary decision-making procedures and disclosure obligations regarding the stock incentive plan and the repurchase of shares [17][31][37] - The legal opinion confirms that the repurchase and cancellation of shares comply with relevant laws and regulations, ensuring the legality and validity of the decisions made [27][37][44] - The company will notify creditors regarding the share repurchase and provide them with the opportunity to claim debts within specified timeframes [41][42]