证券代码：300476 证券简称：胜宏科技 公告编号：2025-082 胜宏科技（惠州）股份有限公司 本公司及监事会全体成员保证公告内容的真实、准确、完整，没有虚假记载、误导 性陈述或重大遗漏。 根据《公司法》《上市公司章程指引》《关于新 <公司法> 配套制度规则实 施相关过渡期安排》等有关法律、法规和规范性文件的相关规定，结合公司实际 情况，公司将不再设置监事会，监事会的职权由董事会审计委员会行使，《监事 会议事规则》等监事会相关制度相应废止，同时《公司章程》及其他公司治理制 度中与监事会相关的条款亦作出相应修订。 具体内容详见公司在中国证券监督管理委员会（以下简称"中国证监会"）指 定的创业板信息披露网站巨潮资讯网(http://www.cninfo.com.cn)上披露的相关公 告。 表决结果：同意 3 票；反对 0 票；弃权 0 票。 该议案尚需提交公司股东会审议。 审议通过议案二：《关于公司发行 H 股股票并在香港联合交易所有限公司 主板上市的议案》 为满足公司全球化发展需要，深入推进公司全球化战略布局，进一步提升公 司的全球品牌知名度及综合竞争力，巩固行业地位，根据《公司法》《中华人民 共和国证券 ...

Core Viewpoint - Jin Jian Cereals Industry Co., Ltd. is proposing amendments to its Articles of Association, including the abolition of the Supervisory Board, to enhance shareholder rights protection and improve internal governance structure [4][5][6]. Meeting Regulations - The meeting will be organized by a designated working group led by the company secretary, ensuring order and efficiency [1]. - Attendees must present valid identification and arrive early for registration; late arrivals will not be counted in voting [2]. - Shareholders have the right to speak and vote but must adhere to time limits and focus on the agenda [2][3]. Voting Procedures - The meeting will utilize both on-site and online voting methods, with each shareholder allowed to choose only one method [3]. - Voting will be conducted by a named ballot system, and results will be announced after counting [3][4]. Proposed Amendments - The proposed amendments to the Articles of Association include the removal of the Supervisory Board, with its functions transferred to the Audit Committee of the Board [4][5]. - The amendments aim to enhance the protection of shareholder rights and clarify the roles of the Party Committee, Board of Directors, and management [5][6]. Specific Changes - The amendments include updates to the definitions of company governance, shareholder rights, and the responsibilities of the Board and management [10][11]. - The company will no longer have a Supervisory Board, and the Audit Committee will assume its responsibilities [5][6]. - The Articles will now emphasize the integration of the Party Committee's leadership role within the company's governance structure [10][11].

Core Viewpoint - The company is planning to cancel its supervisory board and amend its articles of association, while also proposing to issue H shares in Hong Kong to enhance its capital strength and international competitiveness [3][7][14]. Group 1: Meeting Proposals - The company will cancel the supervisory board, transferring its powers to the audit committee of the board of directors, and amend relevant governance rules [3]. - The company intends to issue H shares and list them on the Hong Kong Stock Exchange to support its global strategy and business development [7][9]. - The proposed issuance of H shares will not exceed 10% of the total share capital post-issuance, with an option for an additional 15% in case of over-allotment [11][12]. Group 2: Fund Utilization - Proceeds from the H share issuance will be used for business development, including AI technology research, global capability building, and strategic investments [16][17]. - The company will have the flexibility to adjust the use of funds based on operational needs and regulatory feedback [16]. Group 3: Governance and Compliance - The company will revise its internal governance structures to comply with new regulations following the H share issuance [5][32]. - The board will be authorized to handle all matters related to the H share issuance, including communication with regulatory bodies and the execution of necessary agreements [19][20]. Group 4: Profit Distribution - The retained earnings prior to the H share issuance will be shared between existing and new shareholders based on their respective ownership percentages post-issuance [29]. Group 5: Insurance and Risk Management - The company plans to purchase liability insurance for directors and senior management to mitigate risks associated with the H share issuance [35].