祥鑫科技股份有限公司关于变更公司注册资本暨修订公司章程、修订及制定相关制度的公告

Group 1 - The company has approved changes to its registered capital and amendments to its articles of association, increasing total share capital from 204,138,738 shares to 265,380,359 shares and registered capital from RMB 204,138,738 to RMB 265,380,359 [1][2] - The adjustments to the corporate governance structure include transferring the powers of the supervisory board to the audit committee of the board of directors and changing the shareholders' meeting to a shareholders' assembly [2][3] - The company plans to revise its governance systems in accordance with the latest legal regulations and its actual management situation, including amendments to the articles of association and related rules [3] Group 2 - The company has initiated the election of its fifth board of directors, which will consist of 7 members, including 3 non-independent directors, 1 employee representative director, and 3 independent directors [7][9] - The candidates for the non-independent directors include Xie Xiangwa, Chen Baihao, and Chen Zhenhai, while the independent director candidates are Luo Shuzhang, Wang Wencheng, and Wang Chengzhi [7][8] - The election process will adhere to the cumulative voting system, and the independent directors' qualifications must be approved by the Shenzhen Stock Exchange before being submitted for shareholder approval [9][34] Group 3 - The company will hold its third extraordinary general meeting of shareholders on December 22, 2025, with a registration date of December 12, 2025 [25][26] - The meeting will combine on-site voting and online voting, with specific time slots allocated for each [27][28] - Proposals requiring special resolutions must receive over two-thirds of the valid votes from attending shareholders, while ordinary resolutions require a simple majority [34][36]