中牧实业股份有限公司第九届董事会2026年第二次临时会议决议公告

Core Points - The company held its second extraordinary board meeting of the ninth session on February 12, 2026, to discuss various proposals [1][2][4][10][12][13][14][16][17]. Group 1: Board Meeting Resolutions - The board approved the performance evaluation results for the management team for the year 2024 with a unanimous vote of 5 in favor [2]. - The board also approved the total compensation for the management team for 2024, again with a unanimous vote of 5 in favor [5]. - A significant operational risk assessment report for 2026 was approved with a unanimous vote of 7 in favor [8][9]. - The board agreed to propose the disposal of the company's convertible bonds held in Xiamen Jindawei Group Co., Ltd. to the shareholders for approval, with a unanimous vote of 7 in favor [10]. - The board nominated Mr. Sha Beibei as a candidate for the ninth board of directors, with a unanimous vote of 7 in favor [13]. - The board agreed to convene the third extraordinary shareholders' meeting of 2026, with a unanimous vote of 7 in favor [14]. Group 2: Management Changes - Mr. Chen Zhangrui submitted his resignation from the board due to work changes, effective immediately upon submission of his resignation [17][18]. - The company confirmed that Chen's resignation would not affect the board's operations as it would not reduce the number of board members below the legal minimum [18]. Group 3: Convertible Bonds Disposal - The company plans to dispose of 2,414,012 convertible bonds of Xiamen Jindawei Group, which were acquired at a total cost of 241.40 million yuan, representing 18.68% of the total issuance [19][23]. - The board's decision to dispose of the bonds aims to optimize the company's asset structure and improve liquidity [29]. - The disposal proposal will be submitted to the shareholders' meeting for approval, and the management is authorized to decide on the timing and method of the disposal [10][24].

中牧实业股份有限公司第九届董事会2026年第二次临时会议决议公告 - Reportify