新东方新材料股份有限公司第六届董事会第十四次会议决议公告
Shang Hai Zheng Quan Bao·2025-10-22 18:23

Core Viewpoint - The board of directors of New Oriental New Materials Co., Ltd. has made several important decisions regarding organizational restructuring and compliance with regulatory requirements following a directive from the Anhui Securities Regulatory Bureau [11][20]. Group 1: Board Meeting Overview - The sixth board meeting was held on October 22, 2025, with all nine directors present, complying with relevant regulations and company bylaws [3]. - The board approved multiple resolutions, including adjustments to the organizational structure and management systems [4][6]. Group 2: Voting Results - The resolution on organizational restructuring received 5 votes in favor, 0 against, and 4 abstentions, with specific concerns raised by the abstaining directors regarding the lack of strategic basis and quantifiable objectives [5]. - The resolution to revise the management system for controlling subsidiaries passed unanimously with 9 votes in favor [7]. - The resolution regarding the corrective action report in response to the Anhui Securities Regulatory Bureau's directive also passed unanimously with 9 votes in favor [9]. Group 3: Organizational Restructuring - The company received a directive from the Anhui Securities Regulatory Bureau on September 23, 2025, requiring corrective actions to address identified issues [11][20]. - The restructuring aims to enhance governance and operational efficiency, implementing a management control system led by the general manager [20]. - Specific changes include the cancellation of the comprehensive service department and the establishment of a general manager's office and human resources department [21]. Group 4: Compliance and Rectification Measures - The company has established a special task force to address the issues raised in the regulatory directive, ensuring compliance with accounting and internal control standards [12]. - Rectification measures include reassessing ERP system roles, enhancing financial oversight, and improving procurement and expense management processes [15][17]. - The company is committed to ongoing improvements in internal controls and governance to protect shareholder interests [19].