深圳市兆驰股份有限公司第六届董事会第二十四次会议决议的公告

Group 1 - The company held its 24th meeting of the 6th Board of Directors on December 29, 2025, where all 7 attending directors approved the proposal for foreign exchange derivative trading [2][3] - The Board approved a total limit of up to $50 million for foreign exchange derivative trading, valid for 12 months from the date of approval, with the ability to roll over within this limit [3][8] - The purpose of the trading is to effectively hedge against foreign exchange market risks and enhance financial stability, not for speculative purposes [8][10] Group 2 - The trading will involve currencies used in the company's overseas operations, primarily USD, and may include various products such as forward foreign exchange contracts, swaps, and options [9][10] - The maximum expected margin and premium for the trading activities will not exceed $4 million [10] - The company will use its own funds for the trading, and the decision does not involve raising funds [11] Group 3 - The Board authorized the chairman and designated individuals to implement the trading plan and sign relevant agreements [12] - The trading will be based on the company's normal foreign exchange income and expenses, ensuring liquidity [14] - The company has established risk management measures to mitigate potential risks associated with the trading activities [16][17] Group 4 - The company announced the resignation of non-independent director and deputy general manager Yan Dong, who will continue to work within the company [21] - Yan Dong was elected as a representative director by the employee representative assembly, ensuring compliance with regulations regarding board composition [22] Group 5 - The company held its second extraordinary general meeting on December 30, 2025, with a total of 589 shareholders present, representing 33.54% of the voting rights [30][34] - The meeting approved several resolutions, including amendments to the company's articles of association and governance rules, with significant support from shareholders [35][39] - Legal opinions confirmed the legality and validity of the meeting and its resolutions [44]