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中伟新材料股份有限公司第二届董事会第三十七次会议决议公告

Meeting Overview - The 37th meeting of the second board of directors of Zhongwei New Materials Co., Ltd. was held on September 22, 2025, via communication methods, with all nine directors present [2][3]. Resolutions Passed - The board approved the resignation of independent directors Cao Yue and Li Wei, who have served since November 10, 2019, for nearly six years, and nominated Cao Feng and Hong Yuan as candidates for independent directors [3][12]. - The board approved the adjustment of the members of the second board's special committees due to the nomination of new independent directors and the planned overseas issuance of shares [4][19]. - The board approved the reappointment of Ernst & Young Huaming as the auditing firm for the fiscal year 2025, citing their qualifications and performance during the previous audit [5][23]. Financial Assistance - The board approved providing financial assistance of up to $7 million to the associate company SOLAROZ to support its operations and accelerate the integration of the company's industrial chain [7][39]. - The financial assistance will have a term of no more than 12 months and an interest rate not exceeding 6.25% [39][41]. Upcoming Shareholder Meeting - A temporary shareholder meeting is scheduled for October 15, 2025, to vote on the resolutions regarding the appointment of independent directors, the reappointment of the auditing firm, and the financial assistance to SOLAROZ [9][50].