西域旅游开发股份有限公司第七届董事会第十一次会议决议公告

Group 1 - The core point of the announcement is that the company has approved a capital increase for its subsidiary, Gu Hai Hot Spring Co., Ltd., through a debt-to-equity swap, converting 90 million RMB of debt into equity, increasing the subsidiary's registered capital from 10 million RMB to 100 million RMB, and raising the company's ownership stake from 92.50% to 99.25% [2][8][19] Group 2 - The board meeting was held on December 1, 2025, with all 9 directors present, and the meeting was conducted in accordance with relevant laws and regulations [2][4] - The debt-to-equity swap aims to optimize the asset-liability structure of Gu Hai Hot Spring Co., Ltd. and enhance its liquidity and attractiveness [2][8] - The capital increase does not involve related party transactions and does not constitute a major asset restructuring as defined by regulations [9][19] - The company will continue to consolidate Gu Hai Hot Spring Co., Ltd. in its financial statements, and the overall financial and operational status of the company will not be adversely affected [20]