证券代码：600370 证券简称：三房巷 公告编号：2025-060 转债代码：110092 转债简称：三房转债 江苏三房巷聚材股份有限公司 第十一届董事会第二十次会议决议公告 一、董事会会议召开情况 （一）江苏三房巷聚材股份有限公司（以下简称"公司"）第十一届董事会 第二十次会议的召开符合有关法律、行政法规、部门规章、规范性文件和公司 章程的规定。 （二）本次董事会会议通知于2025年8月14日以电话通知、电子邮件的方式 发出。 （三）本次董事会会议于2025年8月25日在本公司会议室以现场表决方式召 开。 （四）本次董事会应到会董事7名，实到会董事7名。 （五）本次会议由董事长卞惠良先生主持，公司监事、高级管理人员列席 会议。 二、董事会会议审议情况 本次会议审议并通过了如下议案： （一）审议通过了《公司2025年半年度报告》全文及摘要 具体内容详见公司同日披露于上海证券交易所网站（www.sse.com.cn）的 《江苏三房巷聚材股份有限公司2025年半年度报告》及其摘要。 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 ...

Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 on July 28 at 14:00 [1][3] - The meeting will include the election of independent directors to the eighth board of directors [4][5] Meeting Procedures - A secretariat will be established to manage the meeting procedures [1] - Shareholders must register to speak and are limited to a total speaking time of 30 minutes [1][2] - The board will ensure the protection of shareholders' rights and maintain order during the meeting [1][2] Agenda Items - The agenda includes the announcement of the meeting's opening, attendance, voting methods, and the election of independent directors [3] - The independent director candidates proposed are Wang Huaishu and Cao Quanlai, both of whom meet the qualifications and independence requirements [4][5][6] Candidate Profiles - Wang Huaishu, born in 1964, holds a master's degree and has extensive experience in finance and management [5][6] - Cao Quanlai, born in 1971, holds a doctoral degree and has a strong academic background in law [6]

Meeting Overview - The first extraordinary general meeting of shareholders for Wengfeng Co., Ltd. will be held on July 23, 2025, with both on-site and online voting options available [1] - The meeting will commence at 14:30 at the company's conference room located in Jiangsu Province, Nantong City [1] Agenda Items - The meeting will include the election of a new independent director to replace Zhou Chongqing, whose term is expiring after nearly six years [4] - Zhou Chongqing has submitted his resignation from the board and its committees, effective upon the election of a new independent director [4] - The board proposes to nominate Xie Debing as the new independent director, who is a qualified accountant with a senior title and has undergone the necessary training [4][5] Committee Adjustments - If Xie Debing is elected, he will take over as the convener of the Audit Committee, replacing Zhou Chongqing [4] - The adjustments to the committee composition will be as follows: - Audit Committee: Xie Debing (convener), Zuo Shiping, Ran Keping [4] - Remuneration and Assessment Committee: Zuo Shiping (convener), Xie Debing, He Lanhong [4] - Strategic Committee: Wang Ye (convener), Xie Debing, Ran Keping [4] Candidate Background - Xie Debing, born in October 1980, holds a graduate degree and is a senior accountant [5] - He has held various financial and advisory roles in multiple companies and currently serves as a lecturer at Jiangsu University of Technology [5]

Meeting Details - The meeting is scheduled for July 14, 2025, at 14:00, with internet voting available from 9:15 to 15:00 on the same day [1] - The venue for the meeting is located at Dongyi International Media Industry Park, Beijing [1] - The meeting will combine on-site and online voting methods [1] Attendance Requirements - Shareholders must arrive 30 minutes before the meeting for registration and must present valid identification [2] - Proxy representatives must provide a power of attorney along with their identification [2] - After the registration ends, latecomers can attend but cannot vote on the resolutions [2] Rights and Conduct - Shareholders and their proxies have the right to speak, inquire, and vote during the meeting [2] - Shareholders must maintain order and respect the rights of the company and other shareholders [2] - To ensure orderly proceedings, shareholders must submit a speech registration form in advance [2] Voting Procedures - The meeting will use a non-cumulative voting method with named votes [3] - Each share carries one vote, and shareholders must indicate their choice on the ballot [3] - Invalid or improperly filled ballots will be considered as abstentions [3] Agenda Item - The agenda includes the election of an independent director to the 11th Board of Directors [3] - The company proposes to nominate Zheng Chunyan as an independent director candidate [3] - The term for the new independent director will commence upon approval at the third extraordinary general meeting of 2025 [3] Independent Director Transition - Liu Meijuan will continue to serve as an independent director until Zheng Chunyan is elected [4] - Zheng Chunyan will take over the responsibilities of Liu Meijuan upon her election [4] Candidate Profile - Zheng Chunyan, born in February 1980, is a Chinese national and a professor at Zhejiang University [5] - She holds a doctorate and is currently the director of the undergraduate teaching and research department at Zhejiang University [5]