南方黑芝麻集团股份有限公司第十一届董事会2025年第九次临时会议决议公告

Core Points - The company held its 9th temporary board meeting on November 12, 2025, where several key resolutions were passed, including changes to the registered capital and amendments to the company's articles of association [1][36] - The company plans to eliminate the supervisory board and transfer its responsibilities to the audit committee, which will require amendments to the relevant governance documents [5][39] Group 1: Changes to Registered Capital - The company will reduce its registered capital from CNY 753,489,550 to CNY 752,884,050 due to the repurchase and cancellation of 605,500 restricted stock units from 6 incentive recipients [2][38] - The board has authorized the management to handle the registration and filing procedures related to the capital change [2] Group 2: Governance System Amendments - The board approved the formulation and revision of several governance systems to enhance the company's operational standards, including merging the "Independent Director Annual Report Work System" into the "Independent Director System" [5][33] - These governance amendments will also require approval from the shareholders' meeting [5][33] Group 3: Upcoming Shareholders' Meeting - The company will hold its 5th temporary shareholders' meeting on November 28, 2025, to discuss the resolutions passed by the board [7][9] - The meeting will be conducted through a combination of on-site and online voting [10][11]