山东得利斯食品股份有限公司 关于第六届董事会第十九次会议决议的公告

Core Viewpoint - The company, Shandong Delisi Food Co., Ltd., held its 19th meeting of the sixth board of directors on September 30, 2025, where several key resolutions were passed regarding changes in registered capital, business scope, and governance structure [1][25]. Group 1: Changes in Registered Capital and Business Scope - The registered capital of the company has been adjusted from 635,375,290 yuan to 635,315,290 yuan due to the repurchase and cancellation of certain restricted stocks as per the 2021 incentive plan [1][25]. - The company plans to expand its business scope to include services such as "catering services (without generating smoke, odor, or waste gas); urban delivery services (excluding hazardous goods); labor dispatch services; sales of edible agricultural products; primary agricultural product acquisition; general cargo storage services (excluding hazardous chemicals); sales of kitchenware and daily necessities; and sales of daily chemical products" [2][26]. Group 2: Governance Structure Changes - The company will no longer have a supervisory board or supervisory positions, transferring the supervisory responsibilities to the audit committee of the board of directors to enhance governance structure and operational standards [2][27]. - The board of directors has proposed amendments to the company's articles of association to align with the latest legal requirements and improve governance [3][28]. Group 3: Approval of Governance Policies - The board approved several governance policies, including the "Shareholders' Meeting Rules," "Board Meeting Rules," "Audit Committee Implementation Rules," "Independent Director System," "Information Disclosure Management Measures," "Fundraising Management Measures," "Management of Shares Held by Directors and Senior Management," "Internal Audit System," and "General Manager Work Rules," all receiving unanimous support [6][7][8][9][10][11][12][13][14][15]. - Some of these policies, specifically the "Shareholders' Meeting Rules," "Board Meeting Rules," "Independent Director System," and "Fundraising Management Measures," will require further approval from the shareholders' meeting [15][29]. Group 4: Upcoming Shareholders' Meeting - The company has scheduled its second extraordinary shareholders' meeting for October 27, 2025, at 14:30, to discuss the resolutions passed by the board [22][31]. - The meeting will be conducted both in-person and via online voting, ensuring compliance with relevant laws and regulations [33][34].