西安爱科赛博电气股份有限公司关于使用自有资金支付募投项目部分款项并以募集资金等额置换的公告

Core Points - The company has revised its Articles of Association and made non-substantive amendments, which require approval from the shareholders' meeting [1][2] - The company has undergone changes in its board of directors, with resignations and new appointments, ensuring compliance with legal requirements [3][4][5] - The company has approved the use of its own funds to pay for part of the fundraising project expenses, which will be replaced with raised funds later [15][16][21] Group 1: Articles of Association and Governance - The company has made non-substantive revisions to its Articles of Association, which include minor wording changes and adjustments to clause numbering and punctuation [1] - Several governance systems have been revised or established in conjunction with the amendments to the Articles of Association, with some requiring shareholder approval [2][40] - The board of directors has proposed to cancel the supervisory board and amend the Articles of Association accordingly, which is pending shareholder approval [36][37] Group 2: Board Changes - Three directors, including one who is also a senior manager, have submitted their resignations, with one continuing in a management role [4][5] - The company has nominated new candidates for the board of directors to fill the vacancies created by the resignations, which will be submitted for shareholder approval [6][42] - The company has elected a new employee representative director during a staff representative meeting [8] Group 3: Fundraising and Financial Management - The company has approved the use of its own funds to cover part of the expenses for fundraising projects, with plans to replace these funds with raised capital later [15][16] - The total amount raised from the initial public offering was approximately 1.44 billion yuan, with a net amount of about 1.32 billion yuan after expenses [16] - The company has outlined the reasons for using its own funds initially, including operational efficiency and compliance with banking regulations [17][18][19] Group 4: Committee Appointments - The company has made appointments to its strategic committee, remuneration and assessment committee, and audit committee following recent board changes [9][46] - The appointments are intended to ensure the smooth operation of these committees and are effective until the end of the current board's term [9][46] Group 5: Monitoring and Compliance - The supervisory board has expressed its agreement with the company's decision to use its own funds for project expenses, confirming compliance with regulations [23][30] - The underwriting institution has also provided a favorable review of the company's financial management practices regarding the use of raised funds [25][26]