潍坊亚星化学股份有限公司 第九届董事会第二十次会议决议公告

Group 1 - The company held its 20th meeting of the 9th Board of Directors on December 23, 2025, with all 9 directors present, and the meeting was conducted in accordance with relevant laws and regulations [2][3] - The Board approved several proposals, including the change of the accounting firm, with 100% approval from the attending directors [3][10] - The proposal to change the accounting firm requires further approval from the shareholders' meeting [5][60] Group 2 - The company proposed to extend a loan of 12 million yuan from its controlling shareholder, with a maximum extension period of 10 months at an annual interest rate of 6.9%, without requiring collateral [44][47] - This loan extension constitutes a related party transaction and requires approval from the shareholders' meeting, with related shareholders abstaining from voting [45][53] - The company has previously engaged in related transactions with its controlling shareholder, including loans and other financial arrangements [48][50] Group 3 - The company’s subsidiary, Weifang Yaxing New Materials Co., Ltd., is transferring 7.1438% of its equity for 60 million yuan, with the company waiving its right of first refusal [28][29] - This transaction does not constitute a related party transaction or a major asset restructuring and will not affect the company's financial status significantly [40][30] - The transaction is part of the company's strategic adjustments and does not change its ownership structure in the subsidiary [40][29] Group 4 - The company plans to hold its first extraordinary shareholders' meeting of 2026 on January 9, 2026, with both on-site and online voting options available [14][15] - The meeting will address the proposals approved by the Board, including the change of accounting firm and the loan extension [17][18] - Shareholders must register to attend the meeting and can delegate their voting rights to a proxy [20][22] Group 5 - The company intends to change its accounting firm to Zhongshun Zhonghuan Accounting Firm, which has a strong reputation and experience in auditing public companies [59][61] - The previous accounting firm, Yongtuo, has no objections to the change, and the transition will be managed according to regulatory requirements [72][73] - The new accounting firm is expected to enhance the company's financial audit processes and internal controls [61][72]