福建福日电子股份有限公司第八届董事会2026年第二次临时会议决议公告

Meeting Overview - The board meeting of Fujian Furi Electronics Co., Ltd. was held on January 28, 2026, with all 9 directors present, complying with relevant laws and regulations [1][2]. Resolutions Passed - The board approved a comprehensive credit application of 600 million RMB to Haixia Bank, with a three-year term, secured by a 34.4149% equity pledge of its wholly-owned subsidiary, Shenzhen Zhongnuo Communications Co., Ltd. [1] - The board agreed to provide a joint liability guarantee for its wholly-owned subsidiary, Fujian Furi Industrial Development Co., Ltd., for a credit application of 200 million RMB to Quanzhou Bank, with a three-year term [2]. - A joint liability guarantee was approved for Fujian Furi Industrial Development Co., Ltd. for a credit application of 100 million RMB to China Minsheng Bank, with a one-year term [2]. - The board approved a joint liability guarantee for Shenzhen Zhongnuo Communications Co., Ltd. for a credit application of 50 million RMB to Guangzhou Bank, with a one-year term [2]. - A joint liability guarantee was approved for its subsidiary, Guangdong Yinuo Communications Co., Ltd., for a credit application of 300 million RMB to Zhuhai China Resources Bank, with a one-year term [3]. - The board approved a joint liability guarantee for its subsidiary, Furi Yinuo (Hong Kong) Electronics Technology Co., Ltd., for a credit application of 60 million RMB to Zhuhai China Resources Bank, with a one-year term [4]. Guarantee Overview - The total guarantees provided by the company include 200 million RMB for Fujian Furi Industrial Development Co., Ltd., 100 million RMB for Shenzhen Zhongnuo Communications Co., Ltd., 300 million RMB for Guangdong Yinuo Communications Co., Ltd., and 60 million RMB for Furi Yinuo (Hong Kong) Electronics Technology Co., Ltd. [5][6]. Decision-Making Process - The board meeting on January 28, 2026, reviewed and approved the proposals for providing guarantees, with all votes in favor [8]. Necessity and Reasonableness of Guarantees - The guarantees are deemed necessary to support the business development and financing needs of the subsidiaries, which have stable operations and repayment capabilities [24]. - The company can effectively monitor and manage the daily operations of these subsidiaries, ensuring that the risks are controllable and do not harm the interests of the company and its shareholders [24]. Cumulative Guarantee Amount - As of the announcement date, the total external guarantees provided by the company and its subsidiaries amount to 39.1082 billion RMB, with a balance of 28.6380 billion RMB, representing 233.05% and 172.87% of the company's audited net assets for 2024 [26].