明新旭腾新材料股份有限公司第四届董事会第六次会议决议公告

Group 1 - The company held its fourth board meeting on October 20, 2025, via telecommunication, with all seven directors present, ensuring compliance with legal and regulatory requirements [2][3][8] - The board approved a proposal for a joint investment with an affiliated party to establish a joint venture company, with a voting outcome of 5 in favor and none against [3][4][36] - The proposal does not require submission to the shareholders' meeting for approval [4][10] Group 2 - The company plans to jointly invest with Shanghai Qingbao Engine Robotics Co., Ltd. to establish a new company named Xuqing Lingdong (Shanghai) Embodied Intelligent Technology Co., Ltd., with a registered capital of 12 million yuan [13][18] - The company will contribute 7.8 million yuan in cash for a 65% stake, while Shanghai Qingbao will contribute intellectual property valued at 4.2 million yuan for a 35% stake [13][18][25] - The joint venture will focus on the research, manufacturing, and sales of dexterous hands, and will be consolidated into the company's financial statements [34][36] Group 3 - The transaction has been reviewed and approved by both the board and the supervisory board, with independent directors expressing that it aligns with the company's strategic development and does not harm shareholder interests [35][36] - The joint venture is expected to leverage the partner's expertise and resources, reducing risks associated with entering new markets and promoting business diversification [34][37] - The company has not engaged in similar transactions with the same related party in the past 12 months, ensuring compliance with regulatory standards [20][21]