东方时尚驾驶学校股份有限公司第五届董事会第三十四次会议决议公告

Group 1 - The company held its 34th meeting of the 5th Board of Directors on November 14, 2025, with all 11 directors present, confirming the legality and validity of the meeting [2][3][4] - The Board approved a proposal to lower the conversion price of the "Dongshi Convertible Bonds" from 12.15 yuan per share to 4.42 yuan per share, effective from November 18, 2025 [3][12][13] - The average trading price of the company's stock over the 20 trading days prior to the fourth extraordinary general meeting was 3.67 yuan per share, and the last trading day's average was 4.42 yuan per share [12][13] Group 2 - The company issued 4.28 billion yuan in convertible bonds with a maturity of 6 years, starting from April 9, 2020, to April 8, 2026, with a face value of 100 yuan per bond [6][7] - The initial conversion price was set at 14.76 yuan per share, which has been adjusted multiple times, with the latest adjustment being to 4.42 yuan per share [8][9][10] - The adjustment of the conversion price was triggered by the stock price being below 80% of the current conversion price for at least 15 trading days within a 30-day period [10][11] Group 3 - The company is currently involved in a lawsuit with a claim amounting to approximately 265.18 million yuan, and the case is in the execution phase [15][16][17] - The company and its wholly-owned subsidiary are the defendants, while another subsidiary is acting as a guarantor [16][17] - The lawsuit's outcome remains uncertain, and the company will continue to disclose information as required [17][21] Group 4 - The company's controlling shareholder, Dongfang Shishang Investment Co., Ltd., has had 49.65 million shares frozen due to a debt dispute with China Postal Savings Bank [26][27] - This frozen amount represents 99.50% of the shares held by the controlling shareholder and does not significantly impact the company's operations [26][28] - The company is monitoring the situation and will disclose any relevant updates [29][30]