深圳市兆新能源股份有限公司 第七届董事会第十次会议决议公告

Core Viewpoint - Shenzhen Zhaoxin New Energy Co., Ltd. plans to accept a 15% equity stake in Qinghai Jintai as debt repayment through judicial procedures, due to the failure of Qinghai Fukan Mining to repay a debt of RMB 354.5 million, including penalties and transaction costs [27][54]. Group 1: Board Meeting Resolutions - The seventh board meeting approved the proposal to accept Qinghai Jintai's equity as debt repayment with 7 votes in favor, 0 against, and 0 abstentions [1]. - The board also approved the appointment of Guangdong Sinong Accounting Firm as the auditor for the year 2025, with an audit fee of RMB 800,000 [4]. - A decision was made to hold the fourth extraordinary general meeting of shareholders on December 1, 2025, combining on-site and online voting [6]. Group 2: Debt Recovery and Equity Acceptance - The company intends to recover debts by accepting the 15% equity stake in Qinghai Jintai, which corresponds to the debt owed by Qinghai Fukan Mining [27]. - The judicial auction of the equity stake has failed twice due to no bidders, leading to the current plan to accept the equity as debt repayment [26][53]. - The estimated value of the 15% equity stake is RMB 421 million, which is expected to increase the company's non-operating income [28][54]. Group 3: Strategic Cooperation - The company has signed a strategic cooperation agreement with existing shareholders of Qinghai Jintai to ensure unified decision-making in shareholder meetings and board votes [29][55]. - The agreement aims to enhance the operational efficiency of Qinghai Jintai and protect the interests of all shareholders [52]. Group 4: Financial and Operational Impact - The acceptance of equity as debt repayment is expected to positively impact the company's financial results, with the potential for increased non-operating income [54]. - The company is actively involved in the debt restructuring of Qinghai Jintai, which has outstanding loans of RMB 1.38 billion, all of which are overdue [56].