第五届董事会第九次会议决议公告 证券代码：002787 证券简称：华源控股 公告编号：2025-056 苏州华源控股股份有限公司 第五届董事会第九次会议决议公告 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有虚假记载、误导 性陈述或重大遗漏。 一、董事会会议召开情况 苏州华源控股股份有限公司（以下简称"公司"）第五届董事会第九次会议（以下简称"董事 会"）由董事长召集，于 2025 年 7 月 19 日以电话、邮件形式向全体董事发出通知，并于 2025 年 7 月 29 日以现场会议与通讯表决相结合的方式在苏州市吴江区松陵镇夏蓉街 199 号华源控股创新中心 托董事 0 人），以通讯表决方式出席会议的董事有 5 人，分别为：陆林才先生、沈华加先生、吴青 川先生、姚卫蓉女士、陈伟先生。出席本次会议董事超过公司董事总数的半数，本次会议符合《公 司法》及《公司章程》关于召开董事会的规定。本次董事会由董事长李志聪先生主持，公司部分监 事及高级管理人员列席了会议。 二、董事会会议审议情况 公司董事就该事项进行了审议，公司董事、监事、高级管理人员对《2025年半年度报告》签署 了书面确认意见。 同意： 7 ...

Core Points - The company held its 22nd meeting of the 7th Board of Directors on July 11, 2025, with all 9 directors present [1] - The meeting approved several resolutions, including amendments to the company's articles of association and internal control systems [2][3][4][5] Group 1: Board Meeting Proceedings - The meeting was convened in accordance with relevant laws and regulations, with all directors participating either in person or via telecommunication [1] - The board approved the proposal to amend the articles of association, eliminating the supervisory board and transferring its powers to the audit committee [2] - The board also approved the revision of the "Three Major One Big" collective decision-making implementation measures [3] Group 2: Internal Control and Governance - The board approved amendments to various internal control systems, including the rules for shareholder meetings and board meetings [4][5] - The board agreed to revise the dividend return plan for shareholders following the initial public offering [5] - The board approved the performance evaluation results for the management team for the year 2024 [5] Group 3: Board Member Nominations - The board nominated candidates for the 8th Board of Directors, including both non-independent and independent directors, with terms lasting three years [6][7] - The independent director candidates must pass the Shenzhen Stock Exchange's review before being submitted for shareholder approval [7] Group 4: Upcoming Shareholder Meeting - The board scheduled the first extraordinary general meeting of 2025 for July 28, 2025 [10]

Group 1 - The company held its sixth board meeting on May 8, 2025, with all seven directors present, and the meeting procedures complied with relevant laws and regulations [2][3] - The board approved the amendment of the company's articles of association, which includes changes to the responsibilities of the actual controller, adjustments to the shareholder meeting procedures, and the introduction of independent director provisions [3][4] - The board proposed to authorize the board or its authorized personnel to handle the filing of the amended articles of association, which requires approval at the 2024 annual general meeting [4][6] Group 2 - The board approved the revision of nine internal control systems, including rules for shareholder meetings and board operations, which also need to be approved at the 2024 annual general meeting [5][6] - The board agreed to convene the 2024 annual general meeting on May 30, 2025, at 2:30 PM in Jiangsu Province [8]