DO&SH(SZ:002798) Shang Hai Zheng Quan Bao·2025-10-31 19:24Group 1 - The company held its sixth board meeting on October 31, 2025, where all nine directors attended, and the meeting complied with legal and regulatory requirements [2][3] - The board approved a proposal for a private placement of A-shares, confirming that the company meets the conditions for issuing shares to specific investors [3][5] - The board's decision on the private placement will be submitted to the shareholders' meeting for approval [5][27] Group 2 - The company plans to issue up to 71,287,128 shares at a price of 5.05 yuan per share, which is not less than 80% of the average trading price over the previous 20 trading days [12][14] - The total amount to be raised from this issuance is not to exceed 360 million yuan, which will be used to supplement working capital and repay interest-bearing debts [20][22] - The shares subscribed by the specific investor, Chengdu Shuihua Zhiyun Technology Co., Ltd., will be locked for 36 months post-issuance [15][16] Group 3 - The board approved a plan for the issuance of A-shares, which includes a feasibility analysis report and a plan for the use of raised funds [30][34] - The issuance constitutes a related party transaction as the investor is controlled by one of the company's actual controllers [38][40] - The company will seek shareholder approval to exempt the investor from making a mandatory offer due to the increase in shareholding post-issuance [44][45] Group 4 - The company has developed a three-year shareholder return plan for 2025-2027 to enhance transparency and protect minority investors' rights [48][50] - The board also approved measures to address the dilution of immediate returns due to the issuance and committed to compensating for this dilution [50][75] - The board will seek authorization from the shareholders' meeting to handle all matters related to the issuance of A-shares [52][53]