中信出版集团股份有限公司 第五届董事会第三十一次（临时）会议决议公告

Core Viewpoint - The company held its 31st temporary board meeting, where several resolutions regarding the revision of internal governance documents were passed, including the removal of the supervisory board and the establishment of a value management system [2][3][47]. Group 1: Board Meeting Details - The board meeting was convened on September 26, 2025, with all 9 directors present, and the meeting complied with relevant laws and regulations [2]. - The meeting resulted in unanimous approval of all resolutions, with 9 votes in favor and no opposition or abstentions [4][7][10][13][16][19][22][25][28][31][34][35][36][37][38][39][40][41][42][43][44][48][49]. Group 2: Resolutions Passed - The company approved the revision of the Articles of Association, eliminating the supervisory board and transferring its powers to the audit committee of the board [3]. - The company also approved revisions to the rules governing shareholder meetings, board meetings, independent director work systems, fundraising management, related party transactions, external guarantees, information disclosure, external investment, cumulative voting, and various internal governance documents [6][9][12][15][18][21][24][27][30][33]. - A new value management system was established to enhance the company's market value management and protect the rights of investors, particularly minority shareholders [47]. - The company approved the establishment of a management system for the departure of directors and senior management to ensure governance stability and protect shareholder rights [49].