浙江海亮股份有限公司 关于公司变更注册资本 并修改《公司章程》的公告

Core Points - Zhejiang Hailiang Co., Ltd. has announced a change in registered capital and amendments to its Articles of Association following the conversion of its convertible bonds into shares [1][2][36] - The registered capital will increase from 2,001,129,937 yuan to 2,291,755,274 yuan due to the conversion of 290,625,337 shares from the "Hailiang Convertible Bonds" [1][36] Group 1: Registered Capital Change - The company held its ninth board meeting on November 21, 2025, where the proposal for changing the registered capital was approved [3][4] - The conversion period for the convertible bonds was from July 1, 2025, to September 29, 2025 [1] - The amendment to the Articles of Association will be submitted for shareholder approval and will be finalized based on regulatory approval [2][36] Group 2: H-share Issuance - The board approved a proposal to issue H-shares and list them on the Hong Kong Stock Exchange to enhance international strategy and financing capabilities [5][8] - The H-shares will be ordinary shares with a par value of 1.00 yuan, and the issuance will not exceed 15% of the total share capital post-issuance [11][17] - The issuance will be conducted through public offerings in Hong Kong and international placements [15][19] Group 3: Fund Utilization - The funds raised from the H-share issuance will primarily be used for global smart production base construction, capacity expansion, R&D enhancement, brand building, strategic investments, and working capital [31]