科力尔电机集团股份有限公司 第四届董事会第八次会议决议公告

Group 1 - The company held its fourth board meeting on September 12, 2025, to discuss the issuance of A-shares to specific investors [2][3] - The board unanimously approved the proposal for the company to issue A-shares, confirming compliance with relevant laws and regulations [3][4] - The proposal will be submitted to the second extraordinary general meeting of shareholders in 2025 for approval [4][25] Group 2 - The company plans to issue up to 223,125,288 A-shares, which is no more than 30% of the total share capital before the issuance [14][15] - The total amount of funds to be raised from this issuance is not to exceed 1,005.82 million yuan, which will be used for specific projects [16][17] - The shares issued will have a lock-up period of six months from the date of issuance [18][19] Group 3 - The pricing for the shares will be based on the average trading price over the 20 trading days prior to the pricing date, with a minimum price set at 80% of that average [12][13] - The shares will be listed on the Shenzhen Stock Exchange [20][21] - The company will ensure that the unallocated profits before the issuance will be shared by both new and existing shareholders [22][23] Group 4 - The board approved a three-year shareholder return plan for 2025-2027 to enhance the company's dividend policy [42][43] - The board also discussed measures to mitigate the dilution of immediate returns due to the issuance of new shares [39][41] - The company will seek authorization from the shareholders to handle all matters related to the issuance of A-shares [44][46]