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西子清洁能源装备制造股份有限公司 2025年第二次临时股东大会决议公告

Meeting Overview - The second extraordinary general meeting of shareholders was held on October 14, 2025, with both on-site and online voting options available [1][2] - The meeting was convened by the board of directors, chaired by Chairman Wang Kefe [3] Attendance - A total of 232 shareholders and representatives attended the meeting, representing 568,974,949 shares, which is 68.0645% of the total shares [3][4] - Of those, 6 attended the on-site meeting, representing 553,725,556 shares (66.2403% of total shares), while 226 participated via online voting, representing 15,249,393 shares (1.8242% of total shares) [5][6] Proposal Review - The following proposals were approved during the meeting: 1. Proposal to change registered capital, business scope, cancel the supervisory board, and amend the articles of association, with 554,749,731 shares in favor (97.4999%) [7] 2. Proposal to amend certain management systems, including: - Shareholder meeting rules: 554,647,231 shares in favor (97.4818%) [8] - Board meeting rules: 554,638,231 shares in favor (97.4803%) [9] - Independent director work system: 554,636,131 shares in favor (97.4799%) [10] - External guarantee management system: 554,583,741 shares in favor (97.4707%) [11] - Accountant firm selection system: 554,642,131 shares in favor (97.4809%) [12] - Fund usage and management system: 554,643,031 shares in favor (97.4811%) [13] - Major operational and investment decision management system: 554,642,131 shares in favor (97.4809%) [14] 3. Proposal to conclude fundraising projects and permanently supplement working capital with surplus funds, with 568,926,849 shares in favor (99.9915%) [15] Legal Verification - The meeting was legally verified by Zhejiang Jindao Law Firm, confirming compliance with relevant laws and regulations [16] Board Meeting - The 29th temporary meeting of the sixth board of directors was held on October 14, 2025, where the following decisions were made: 1. Election of Wang Kefe as the representative director of the company, with unanimous approval [18][19] 2. Election of committee leaders and members, with unanimous approval [20] 3. Amendments to various management systems, all receiving unanimous approval [21][22][23][24][25][26][27][28][29][30][31][32][33][34][35][36][37][38] Director Resignation and Election - Directors Luo Shiquan and Xu Jianming resigned due to work adjustments, with their resignations effective immediately [41] - Two employee representative directors, Mao Yikai and Liu Shuhua, were elected to the board, ensuring compliance with legal requirements [42] Management System Amendments - The board approved amendments to various management systems to enhance corporate governance, effective immediately [47]