Stock Code: 600970 Stock Abbreviation: Sinoma International Announcement No.: Lin 2025-066 Bond Code: 241560 Bond Abbreviation: 24 State Engineering K1 Announcement of Sinoma International Engineering Co., Ltd. on the Proposal for Public Issuance of Corporate Bonds The board of directors and all directors of the Company guarantee that there are no false records, misleading statements or material omissions in this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its contents. China National Materials International Engineering Co., Ltd. (Hereinafter referred to as the "Company") held the nineteenth meeting of the eighth board of directors on October 23, 2025. The "Resolution on the Company's Compliance with the Conditions for the Public Issuance of Corporate Bonds", "Resolution on the Plan for the Public Issuance of Corporate Bonds" and "Resolution on the Proposal to the Shareholders' Meeting to Authorize the Board of Directors of the Company and Relevant Persons to Handle Matters Related to the Public Issuance and Listing of Corporate Bonds" were considered and approved. The public issuance of corporate bonds still needs to be submitted to the shareholders'meeting of the company for consideration. Details are as follows: I. Statement on the Company's Compliance with the Conditions for Issuing Corporate Bonds In accordance with the Company Law of the People's Republic of China (the "Company Law"), the Securities Law of the People's Republic of China (the "Securities Law"), the Administrative Measures for the Issuance and Trading of Corporate Bonds and other relevant laws and regulations, and taking into account the actual operating conditions of the Company, The Company has conducted self-inspection item by item on its operation, financial status and matters relating to the public issuance of corporate bonds. The Board is of the view that the Company is in compliance with the requirements of the existing laws, regulations and normative documents on the public issuance of corporate bonds by listed companies, and has the conditions and qualifications for the public issuance of corporate bonds. Overview of the Issuance (I) The size of the issuance of the Bonds The registered amount of the Bonds shall not exceed RMB2 billion (inclusive). The Bonds will be registered in a lump sum and issued in tranches at an appropriate time. A proposal will be submitted to the shareholders' meeting for authorizing the board of directors, and the board of directors will further authorize the chairman, president and chief financial officer of the Company to jointly determine the specific issuance size and issuance arrangement within the above scope according to the capital needs of the Company and the market conditions at the time of issuance. The final issue size will be subject to the amount set out in the approval documents of the China Securities Regulatory Commission and the actual issuance needs of the Company. (2) The par value and issue price of the bonds The face value of the corporate bonds issued publicly is 100 yuan, which is issued at par value. Interest rate of the bonds and method of interest payment The Corporate Bonds to be publicly issued are fixed rate bonds. A proposal will be submitted to the shareholders' meeting for authorizing the Board, and the Board will further authorize the chairman, president and chief financial officer of the Company to determine the coupon rate through negotiation with the lead underwriter based on market price inquiry. If interest rate adjustment is involved after issuance, the adjusted interest rate can be determined according to market conditions. This bond adopts simple interest on an annual basis without compound interest. The interest is paid once a year, the principal is repaid once at maturity, and the last interest is paid together with the principal. Type and term of the bonds The term of the Corporate Bonds shall not exceed 10 years, which may be of a single maturity or a mixed maturity. A proposal will be submitted to the shareholders' meeting for authorizing the board of directors, and the board of directors will further authorize the chairman, president and chief financial officer of the Company to jointly determine the specific types, terms and issuance size of the Corporate Bonds according to the capital needs of the Company and the market conditions at the time of issuance. Method of issuance, target subscribers and placement to shareholders of the Company The Corporate Bonds will be publicly issued to professional investors as required by relevant laws and regulations, and will not be preferentially placed to shareholders of the Company. Guarantee The Corporate Bonds to be issued are unsecured. Terms of redemption or sale back a proposal will be presented to the shareholders' meeting to authorize the board of directors, and the board of directors will further authorize the chairman, president and chief financial officer of the Company to jointly determine the specific terms of the redemption or sale back of the Corporate Bonds to be issued. (8) The raised funds shall be used for the daily production and operation activities and industrial development of the Company, including but not limited to repayment of interest-bearing debts, replenishment of working capital, project construction and investment and other purposes in compliance with the provisions of national laws and regulations. Safeguard measures for debt repayment In order to further protect the interests of the Bondholders, during the term of the Bonds, if the Company expects to be unable to repay the principal or interest of the Bonds on time, the Company will formulate and adopt various safeguard measures for debt repayment to effectively protect the interests of the Bondholders. The safeguard measures for debt repayment mainly include the establishment of a special working group for repayment, the formulation and strict implementation of the fund management plan, the formulation of the Rules of Bondholders'Meeting, the full play of the role of bond trustees, and the strict performance of information disclosure obligations. Method of underwriting The Bonds will be underwritten by the lead underwriter by way of balance underwriting. Listing arrangement The Company will apply for the listing and trading of the Corporate Bonds on the Shanghai Stock Exchange. Subject to the approval of the regulatory authorities, the Company may also apply for the listing and trading of the Bonds on other trading venues as permitted by the relevant laws and regulations. Validity period of the resolution The validity period of the resolution on the public issuance of the Corporate Bonds shall be 12 months from the date of approval by the shareholders' meeting of the Company. If the Company has obtained the issuance approval, license, filing or registration (if applicable) from the regulatory authorities within the validity period of the resolution, the Company may complete the issuance of the Bonds within the validity period confirmed by such approval, license, filing or registration. (13) Authorization In order to improve the efficiency of the issuance of corporate bonds, according to the needs of the issuance work, it is proposed that the board of directors be authorized by the shareholders'meeting and that the board of directors further authorize the chairman, president and chief financial officer of the company on the basis of the issuance plan approved by the shareholders' meeting. In accordance with the relevant provisions of the Company Law, the Securities Law, the Administrative Measures for the Issuance and Trading of Corporate Bonds and other relevant laws and regulations, normative documents and the Articles of Association, and proceeding from the principle of maximizing the interests of the Company, jointly make decisions and handle matters related to the public issuance of corporate bonds, including but not limited to: 1. According to the specific conditions of the company and the market, formulate the specific issuance plan of the public issuance of corporate bonds and revise and adjust the terms of the public issuance of corporate bonds. Including but not limited to the specific number of bonds to be issued, the method of issuance, the term of the bonds, the timing of issuance, whether to issue in installments and the number of installments, whether to set up the terms of sale back and redemption and the specific contents of the terms, the use of raised funds, the establishment of a special account for raised funds, debt repayment guarantee arrangements, specific subscription methods, specific placement arrangements, bond listing and other matters related to the issuance of the bonds; 2. Engage intermediaries and bond trustees participating in the issuance in accordance with compliance procedures, sign bond trustee agreements and formulate rules for bondholders'meetings; 3. To handle the reporting matters for the public issuance of corporate bonds (including but not limited to authorizing, signing, executing and completing all necessary documents, agreements and contracts related to the issuance and listing, and organizing the corresponding information disclosure work in accordance with laws and regulations); 4. To sign the contracts, agreements and other legal documents related to the issuance and listing of the public issuance of corporate bonds and make corresponding supplements or adjustments according to the requirements of the regulatory authorities; 5. To handle the listing and repayment of principal and interest of the public issuance of corporate bonds after the completion of the issuance; 6. In case of any change in the policies of the regulatory authorities on the issuance of corporate bonds or any change in the market conditions, the specific plan for the public issuance of corporate bonds and other related matters shall be adjusted accordingly, except for the matters that shall be re-approved by the shareholders' meeting as required by the relevant laws and regulations and the Articles of Association; 7. Decide whether to continue the public issuance of the Corporate Bonds according to the actual situation when the market environment or policies and regulations change significantly; 8. Handle other matters related to the public issuance and listing of the Corporate Bonds; Subject to the approval of the above authorization by the shareholders' meeting, the board of directors of the Company authorizes the chairman, president and chief financial officer of the Company to handle the matters relating to the public issuance and listing of the Corporate Bonds on behalf of the Company in accordance with the resolutions of the shareholders' meeting and the authorization of the board of directors; 10. This authorization shall commence from the date of approval by the shareholders' meeting and end on the date when the above authorized matters are completed. Use of proceeds from the issuance of the Bonds The proceeds from the issuance of the Bonds, after deducting the issuance expenses, will be used for the Company's daily production and operation activities and industrial development, including but not limited to repayment of interest-bearing debts, replenishment of working capital, project construction and investment and other purposes in compliance with the requirements of national laws and regulations. The specific use of the raised funds shall be submitted to the board of directors for authorization, and the board of directors shall further authorize the chairman, president and chief financial officer of the company to determine according to the actual needs of the company. The use of the proceeds from the issuance of corporate bonds will be conducive to optimizing the debt structure of the company, reducing the financing costs of the company and promoting the sustainable and healthy development of the company. Other important events As of June 30, 2025, the balance of external guarantees provided by the Company and its subsidiaries was RMB1.707 billion, accounting for approximately 7.93% of the latest audited net assets of the Company. Among them, the guarantee balance of the company and its subsidiaries to the holding subsidiaries is 1.422 billion yuan, accounting for about 6.61% of the company's latest audited net assets. As of June 30, 2025, the Company and its subsidiaries have no undisclosed pending litigation or arbitration matters that may have a significant impact on the Company's financial position, operating results, reputation, business activities and future prospects. Hereby announce. Board of Directors of Sinoma International Engineering Co., Ltd. October 24
, 2005
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