中国软件与技术服务股份有限公司第八届董事会第二十六次会议决议公告

Group 1 - The board of directors of China Software and Technology Service Co., Ltd. held its 26th meeting of the 8th session on November 18, 2025, to discuss various proposals [2][3][4] - The meeting was attended by all 7 directors, and decisions were made via communication voting [3][4] - The board approved the revision of the "Audit Committee Work Rules" to enhance corporate governance and compliance with relevant laws and regulations [5][6] Group 2 - The board approved a proposal for a joint capital reduction with the controlling shareholder, China Electronics, to exit the jointly invested company, China Logistics Group Digital Technology Co., Ltd. (Logistics Digital) [7][8] - The registered capital of Logistics Digital is 500 million yuan, with China Software holding a 36% stake. After the capital reduction, both China Software and China Electronics will no longer hold shares in Logistics Digital [7][21] - The estimated return from the capital reduction for China Software is approximately 86 million yuan, while China Electronics is expected to recover about 19 million yuan [7][21] Group 3 - The board approved the proposal to dissolve the subsidiary, Zhongbiao Yiyun Information Technology Co., Ltd., due to stagnant operations and negative net assets [11][12] - The decision aims to optimize the company's structure and control investment risks, aligning with long-term interests [12][13] Group 4 - The board approved a donation of 8 million yuan by the subsidiary, Qilin Software, to the Open Atom Open Source Foundation to support open-source projects [14][15] - This donation will help maintain Qilin Software's status as a platinum donor and support various open-source initiatives [14][17] Group 5 - The board proposed to convene the 4th extraordinary general meeting of shareholders on December 5, 2025, to review several key proposals, including the appointment of the 2025 audit firm and the capital reduction proposal [20][67] - The meeting will be held at the company's headquarters, and shareholders can participate through both on-site and online voting [67][68]