Securities code: 688525 Securities abbreviation: BIWIN Storage Announcement No.: 2025-005
Shenzhen BIWIN Storage Technology Co., Ltd
Announcement of the resolution of the 26th meeting of the third board of directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or material omissions in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.
1. Convening of the Board of Directors Meeting
In accordance with the relevant provisions of the Company Law of the People's Republic of China and the Articles of Association of Shenzhen BIWIN Storage Technology Co., Ltd. (hereinafter referred to as the "Articles of Association"), Shenzhen BIWIN Storage Technology Co., Ltd. (hereinafter referred to as the "Articles of Association")
The 26th meeting of the third session of the Board of Directors was sent out by email on March 4, 2025
The meeting was held on March 12, 2025 in the company's conference room in a combination of on-site communication
The meeting was presided over by Mr. Sun Chengsi, chairman of the board, and the meeting should be attended by 9 directors, and there were 9 directors, and the convening and convening of this meeting were in accordance with laws and regulations and the provisions of the Articles of Association.
2. Deliberations of the Board of Directors
After careful deliberation and voting by all the directors attending the meeting, the following resolutions were formed:
(1) Reviewed and approved the "Proposal on the Renaming of the Strategy Committee and Amending the Relevant Rules of Procedure"
In order to improve the corporate governance structure of the Company, further strengthen the Company's social responsibility management, enhance the Company's environmental, social and corporate governance, and promote the sustainable and high-quality development of the Company, in accordance with the relevant laws, regulations and normative documents and the relevant provisions of the Articles of Association, it was agreed that the Company would change the name of the "Strategy Committee" under the Board of Directors to the "Strategy and Sustainable Development Committee", and adjust the original "Rules of Procedure of the Strategy Committee of the Board of Directors" to the "Rules of Procedure of the Strategy and Sustainable Development Committee of the Board of Directors". The revised part of the articles is mainly to add ESG work management functions and powers on the basis of the original authority unchanged, but this adjustment only changes the name of the committee and some articles of the rules of procedure, and its organizational structure, member positions, and term of office remain unchanged.
The result of the vote: 9 votes in favor, 0 votes against and 0 abstentions.
For details, please refer to the Rules of Procedure of the Strategy and Sustainable Development Committee published on the website of the Shanghai Stock Exchange (www.sse.com.cn) on the same day.
(2) Reviewed and approved the "Proposal on the Formulation of < Sustainable Development (ESG) Management System >"
In order to further improve the management of social responsibility, promote the sustainable development of the economy, society and the environment, and actively fulfill the responsibilities of environmental, social and governance, the company formulates the "Sustainable Development (ESG) Management System" in accordance with the relevant laws and regulations and the provisions of the Articles of Association, combined with the actual situation of the company.
The result of the vote: 9 votes in favor, 0 votes against and 0 abstentions.
For details, please refer to the "Sustainable Development (ESG) Management System" published on the website of the Shanghai Stock Exchange (www.sse.com.cn) on the same day.
(3) Deliberation and adoption of the "Proposal on Enactment<市值管理制度>"
In order to further optimize the company's standardized operation, establish and improve the internal governance mechanism, effectively promote the company's investment value, and safeguard the legitimate rights of the company and investors, the "Market Value Management System" is formulated in accordance with the relevant provisions of laws and regulations, normative documents and the articles of association of the company in accordance with the "Company Law", "Securities Law of the People's Republic of China", "Administrative Measures for Information Disclosure of Listed Companies", "Regulatory Guidelines for Listed Companies No. 10 - Market Value Management", "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules" and other laws, regulations, normative documents and the relevant provisions of the "Articles of Association".
The result of the vote: 9 votes in favor, 0 votes against and 0 abstentions.
(4) Reviewed and approved the "Proposal on the Authorization of the Company to Issue Shares to Specific Targets"
In order to secure the issuance of A shares to specific targets in 2023 (hereinafter referred to as the "Offering")
Based on the issuance plan and authorization approved by the general meeting of shareholders, in the process of the company's issuance of shares to specific objects, if the number of shares to be issued after the bookbuilding is determined in accordance with the bidding procedure does not reach 70% of the number of shares to be issued in the relevant documents of the subscription invitation, the board of directors of the company authorizes the chairman of the board of directors to negotiate with the lead underwriter to adjust the issue price formed by the bookbuilding under the premise of not being lower than the issue floor price. Until the final number of shares to be issued reaches 70% of the number of shares to be issued in the subscription invitation document, if the effective subscription is insufficient, it can decide whether to initiate additional subscription, suspend the issuance and other related procedures. The authorization is valid for the same period as the authorization granted by the Board of Directors at the General Meeting of Shareholders.
The result of the vote: 9 votes in favor, 0 votes against and 0 abstentions.
The announcement is hereby made.
Board of Directors of Shenzhen BIWIN Storage Technology Co., Ltd
March 13, 2025
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