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Shanghai Chuangchuang International Marine Resources Co., Ltd. 2025 Annual Report Summary
Log in to the Sina Finance APP and search for [Information Disclosure] to view more evaluation levels
Company Code: 600097 Company Abbreviation: Kai Chuang International
Section 1 Important Reminders
This annual report summary is derived from the full annual report. To fully understand the company’s operating results, financial status, and future development plans, investors should carefully read the full annual report on the website www.sse.com.cn.
The company’s board of directors, as well as its directors and senior management, guarantee the authenticity, accuracy, and completeness of the content of the annual report, ensuring that there are no false records, misleading statements, or significant omissions, and they assume individual and joint legal liability.
All directors of the company attended the board meeting.
Grant Thornton (Special General Partnership) issued a standard unqualified audit report for the company.
The profit distribution plan or capital reserve to increase share capital plan for the reporting period approved by the board of directors
According to the audit by Grant Thornton (Special General Partnership), the net profit attributable to shareholders of the listed company for the year 2025 is 73,894,019.42 yuan. The company plans to distribute a cash dividend of 1.00 yuan (including tax) for every 10 shares to all shareholders based on a total share capital of 240,936,559 shares as of December 31, 2025, totaling a cash dividend distribution of 24,093,655.90 yuan. The remaining undistributed profits will be carried forward to future distributions, and this distribution will not increase the share capital from the capital reserve. If there are changes in the total share capital of the company before the equity registration date for this distribution, the total distribution amount will remain unchanged, and the per-share distribution ratio will be adjusted accordingly. This profit distribution still needs to be submitted to the shareholders’ meeting for review.
As of the end of the reporting period, there are relevant situations regarding undistributed losses of the parent company and their impact on the company’s dividends and other matters.
□ Applicable √ Not Applicable
Section 2 Company Overview
■
The company mainly engages in deep-sea fishing, seafood processing and sales, and related trade, focusing on the core business of “one fish and one shrimp” (tuna and Antarctic krill), deeply cultivating deep-sea fishing, constructing a tuna industry chain development, and forming an integrated pattern of fishing, processing, trading, and transportation.
Deep-sea Fishing: During the reporting period, the company’s tuna purse seine fleet of 11 vessels operated at full capacity, conducting production operations in the central and western Pacific, with products mainly including skipjack and yellowfin tuna. The fleet size and catch volume ranked among the leading levels in the country; the company cooperated with Jiangsu Deep Blue Ocean Fishing Co., Ltd. to operate in the Antarctic waters to fish for krill, with products mainly consisting of frozen shrimp and shrimp powder.
Processing Business: The Spanish company ALBO mainly processes canned tuna and canned convenience foods, with some products having a high market share and brand awareness locally. The company’s domestic processing plant in Daishan processes raw tuna, with products mainly consisting of fish fillets, primarily sold to overseas markets.
Maritime Transportation: The refrigerated transport fleet mainly operates in conjunction with the tuna purse seine fleet, undertaking the transportation of frozen tuna, personnel, and materials, while actively expanding other transportation businesses.
Trade Business: The company’s trade operations focus on deep-sea fishery products and seafood processing products, primarily exporting to international markets, relying on the “fishing-processing-trade” full industry chain for operations and continuously expanding the seafood trade business.
3.1 Major Accounting Data and Financial Indicators for the Past Three Years
Unit: Yuan Currency: Renminbi
■
3.2 Major Accounting Data by Quarter During the Reporting Period
Unit: Yuan Currency: Renminbi
■
Explanation of Differences Between Quarter Data and Disclosed Regular Report Data
□ Applicable √ Not Applicable
4.1 Total number of ordinary shareholders at the end of the reporting period and the end of the month prior to the annual report disclosure, total number of preferred shareholders with restored voting rights, total number of shareholders holding special voting rights, and information on the top 10 shareholders
Unit: Shares
■
Beijing Xiaojian Technology Development Co., Ltd., Beijing Yizhen Technology Development Co., Ltd., Beijing Namunani Asset Management Co., Ltd., Wu Changhui, Beijing Senna Investment Development Co., Ltd., and Cuckoo (Beijing) Technology Development Co., Ltd. are acting in concert (hereinafter referred to as “Xiaojian Technology and its concerted actors”). During the reporting period, Xiaojian Technology and its concerted actors collectively reduced their holdings of the company’s shares by 17,111,259 shares through centralized bidding, accounting for 7.10% of the company’s total share capital. As of December 31, 2025, Xiaojian Technology and its concerted actors held a total of 6,983,101 shares of the company, accounting for 2.90% of the company’s total share capital.
4.2 A flowchart of the property rights and control relationship between the company and its controlling shareholder
√ Applicable □ Not Applicable
■
4.3 A flowchart of the property rights and control relationship between the company and its actual controller
√ Applicable □ Not Applicable
■
Note: According to the notice issued by the Shanghai State-owned Assets Supervision and Administration Commission on December 31, 2020, regarding the transfer of part of the state-owned capital of Donghao Lansheng (Group) Co., Ltd. and nine other enterprises (Shanghai State-owned Assets Commission Property Rights [2020] No. 463), the Shanghai State-owned Assets Supervision and Administration Commission will transfer 0.431% of the state-owned equity it holds in Bright Food (Group) Co., Ltd. to the Shanghai Municipal Finance Bureau in one lump sum. The above-mentioned free transfer has not yet completed the change of business registration.
4.4 Total number of preferred shareholders at the end of the reporting period and information on the top 10 shareholders
□ Applicable √ Not Applicable
□ Applicable √ Not Applicable
Section 3 Important Matters
During the reporting period, the company achieved a tuna catch of 88,560.73 tons, an increase of 0.86% year-on-year, and an Antarctic krill catch of 70,091.50 tons, an increase of 97.16% year-on-year; operating income was 233,650.30 million yuan, an increase of 0.90% year-on-year, of which tuna sales achieved operating income of 79,697.98 million yuan, a decrease of 3.57% year-on-year, and krill sales achieved operating income of 15,378.37 million yuan, an increase of 13.86% year-on-year; the net profit attributable to the parent company was 73.894 million yuan, an increase of 20.76% year-on-year.
□ Applicable √ Not Applicable
Securities Code: 600097 Securities Abbreviation: Kai Chuang International Announcement No.: Lin 2026-04
Shanghai Kai Chuang International Marine Resources Co., Ltd.
Announcement on Asset Impairment Provision
The company’s board of directors and all directors guarantee that the content of this announcement does not contain any false records, misleading statements, or significant omissions, and bear legal responsibility for the authenticity, accuracy, and completeness of its content.
Shanghai Kai Chuang International Marine Resources Co., Ltd. (hereinafter referred to as “the company”) held the 22nd meeting of the 10th board of directors on March 26, 2026, and reviewed and approved the proposal on asset impairment provisions, with the following details:
I. Overview of Asset Impairment Provision
According to the relevant provisions of the “Enterprise Accounting Standards” and the company’s accounting policies, and based on the principle of prudence, to truly and accurately reflect the company’s asset status and operating results as of December 31, 2025, the company conducted relevant impairment testing on its assets at the end of 2025. After testing, the company recognized impairment provisions for certain assets that may incur impairment losses amounting to 19,913,007.99 yuan.
II. Basis, Amount, and Reason for Impairment Recognition
According to the relevant provisions of the “Enterprise Accounting Standards” and the company’s accounting policies, an impairment test was conducted on the company’s inventory, recognizing an impairment provision of 19,913,007.99 yuan, which was included in the current profit and loss.
III. Impact of This Asset Impairment Provision on the Company
Due to the recognition of inventory decline provision, the total profit for the current period is impacted by 19,913,007.99 yuan, affecting the net profit attributable to shareholders of the listed company by 19,913,007.99 yuan.
IV. Procedural Compliance
This announcement is hereby made.
Board of Directors of Shanghai Kai Chuang International Marine Resources Co., Ltd.
March 28, 2026
Securities Code: 600097 Securities Abbreviation: Kai Chuang International Announcement No.: Lin 2026-03
Shanghai Kai Chuang International Marine Resources Co., Ltd.
Announcement on Expected Daily Related Transactions for 2026
The company’s board of directors and all directors guarantee that the content of this announcement does not contain any false records, misleading statements, or significant omissions, and bear legal responsibility for the authenticity, accuracy, and completeness of its content.
Important Reminder:
● This expected daily related transaction for 2026 does not require submission to the shareholders’ meeting for review.
● The company has no significant reliance on related parties.
The board of directors of Shanghai Kai Chuang International Marine Resources Co., Ltd. (hereinafter referred to as “the company”) authorized that for the year 2026, the amount of daily related transactions between the company and its subsidiaries with the controlling shareholder and its related enterprises shall not exceed 65.5 million yuan based on the daily related transactions in 2025. The actual amount of daily related transactions for 2025 and the expected situation for 2026 are as follows:
I. Basic Situation of Daily Related Transactions
(1) Review Procedures for This Daily Related Transaction
On March 16, 2026, the independent directors held the first meeting of 2026, approving the proposal on expected daily related transactions for 2026 with 4 votes in favor, 0 votes retained, 0 votes against, and 0 votes unable to express opinions. The independent directors believed that this matter constitutes a related transaction and that the related transaction is necessary for daily business operations, which does not affect the company’s independence and there is no significant reliance on related parties, nor does it harm the interests of the company or minority shareholders.
On March 26, 2026, the company held the 22nd meeting of the 10th board of directors, during which related directors Wang Haifeng, Zhu Zhengwei, Xu Xingmin, and Wu Xilei abstained from voting. Non-related directors unanimously approved the proposal on expected daily related transactions for 2026 with 5 votes in favor, 0 votes against, and 0 abstentions.
This related transaction does not need to be submitted to the shareholders’ meeting for review.
(2) Expected and Executed Situation of Daily Related Transactions for 2025
In 2025, the board of directors authorized that the amount of daily related transactions between the company and its subsidiaries with the controlling shareholder and its related enterprises be 65.67 million yuan, and the actual amount was 33.0061 million yuan, which did not exceed the authorized amount.
Unit: Renminbi Yuan
■
(3) Expected Situation of Daily Related Transactions for 2026
For the year 2026, the company expects to have daily related transactions not exceeding 65.5 million yuan. Among them, leasing business from related companies is about 28.5 million yuan; purchasing raw materials and accepting services from related parties is about 17.5 million yuan; and selling products, goods, and providing services to related parties is about 19.5 million yuan. Specific details are as follows:
Unit: Renminbi Yuan
■
Note: Regarding related transactions involving ship leasing, it is agreed to continue using the ships under the original contract conditions from the expiration of the lease period until the company legally carries out the review procedures for related transactions.
II. Introduction of Related Parties and Related Relationships
(1) Bright Food (Group) Co., Ltd.
Bright Food (Group) Co., Ltd. is registered in Shanghai, and its business scope includes food sales management (non-physical methods), operation and management of state-owned assets, industrial investment, agriculture, forestry, animal husbandry, fishery, water conservancy, and its service industries, domestic commercial wholesale and retail (except for special provisions), engaged in goods import and export and technology import and export business, property brokerage, and exhibition and conference services.
(2) Shanghai Fisheries Group Co., Ltd.
Shanghai Fisheries Group Co., Ltd. is registered in Shanghai, and its business scope includes marine fishing, freshwater farming, fishing vessels, fishing machines, ropes, nets, and related products, fishing materials, real estate development, conducting foreign economic and technological cooperation, daily necessities, warehousing and transportation, information technology services, conducting labor cooperation abroad, sending labor personnel from relevant industries abroad, self-operated and agent various goods and technology import and export business (excluding the list of goods for import and export specified by the state), engaging in processing with imported materials and “three supplies and one compensation” business, conducting counter-trade and transshipment trade. [Projects that require approval according to law can only be carried out after approval by the relevant department].
III. Main Content and Pricing Policy of Related Transactions
The daily related transactions involved in this proposal mainly include the company leasing assets from related enterprises, purchasing goods, selling goods, and accepting services, etc. The main terms of the related transaction contracts are formulated and executed in accordance with the laws and regulations, and the pricing of the contracts follows the principle of fairness and reasonableness, based on market fair prices, and in principle, does not deviate from the prices or charging standards of independent third parties, with no party harming the interests of the other party.
IV. Analysis of the Performance Ability of Related Companies
The above-mentioned related parties are legally established, and the transactions between both parties can be settled normally. The execution of previous contracts has been good, demonstrating a strong capacity for performance. The company will sign relevant contracts or agreements with related parties regarding the expected daily related transactions for 2026 and strictly implement them according to the agreements, with legal guarantees for both parties’ performance.
V. Purpose of the Transaction and Its Impact on the Company
This related transaction is a necessity for the company’s daily operations, which does not adversely affect the company’s current and future financial status and operating results, nor does it constitute significant reliance and has no impact on the company’s independence; there are no situations that harm the interests of the company or minority shareholders.
This announcement is hereby made.
Board of Directors of Shanghai Kai Chuang International Marine Resources Co., Ltd.
March 28, 2026
Securities Code: 600097 Securities Abbreviation: Kai Chuang International Announcement No.: Lin 2026-06
Shanghai Kai Chuang International Marine Resources Co., Ltd.
Notice of the 2025 Annual Shareholders Meeting
The company’s board of directors and all directors guarantee that the content of this announcement does not contain any false records, misleading statements, or significant omissions, and bear legal responsibility for the authenticity, accuracy, and completeness of its content.
Important Content Reminder:
● Date of Shareholders Meeting: April 17, 2026
● Network voting system used for this shareholders meeting: Shanghai Stock Exchange Shareholders Meeting Network Voting System
I. Basic Situation of the Meeting
(1) Type and Session of the Shareholders Meeting
2025 Annual Shareholders Meeting
(2) Convener of the Shareholders Meeting: Board of Directors
(3) Voting Method: The voting method for this shareholders meeting is a combination of on-site voting and network voting.
(4) Date, Time, and Venue of the On-Site Meeting
Date and Time: April 17, 2026, 1:00 PM
Venue: Meeting Room 4th Floor, Building 3, No. 661 Anpu Road, Yangpu District, Shanghai
(5) System, Start and End Dates, and Voting Time for Network Voting
Network Voting System: Shanghai Stock Exchange Shareholders Meeting Network Voting System
Network Voting Start and End Time: From April 17, 2026, to April 17, 2026
Voting time through the trading system voting platform on the day of the shareholders meeting is during trading hours, specifically from 9:15-9:25, 9:30-11:30, and 1:00-3:00; voting time through the internet voting platform on the day of the shareholders meeting is from 9:15-3:00.
(6) Voting Procedures for Margin Financing, Transfer, and Agreement Repurchase Business Accounts and Shanghai Stock Connect Investors
Voting related to margin financing, transfer business, agreement repurchase business accounts, and Shanghai Stock Connect investors should be executed in accordance with the relevant provisions of the “Self-Regulatory Guidelines for Listed Companies No. 1 on Standard Operations” issued by the Shanghai Stock Exchange.
(7) No Public Solicitation of Shareholder Voting Rights
None
II. Matters for Discussion at the Meeting
Proposals for discussion at this shareholders’ meeting and the types of voting shareholders
■
The above proposals have been reviewed and approved by the 22nd meeting of the 10th board of directors, details of which are disclosed in the announcements published on March 28, 2026, in “China Securities Journal,” “Shanghai Securities Journal,” “Securities Times,” and on the Shanghai Stock Exchange website (www.sse.com.cn).
Special Resolution Proposals: None
Proposals for Separate Voting for Minority Investors: Proposals two, three, and five
Proposals involving related shareholders abstaining from voting: Not applicable
Names of related shareholders that should abstain from voting: Not applicable
III. Voting Notes for the Shareholders Meeting
(1) Shareholders of the company exercising voting rights through the Shanghai Stock Exchange Shareholders Meeting Network Voting System can either log in to the trading system voting platform (via designated trading securities company terminals) to vote or log in to the internet voting platform (website: vote.sseinfo.com) to vote. Investors voting for the first time on the internet voting platform need to complete shareholder identity verification. For specific operations, please refer to the instructions on the internet voting platform website.
(2) To better serve the majority of minority investors and ensure that minority investors who wish to vote can timely attend the meeting and conveniently vote, the company intends to use the shareholder meeting reminder service provided by Shanghai Stock Exchange Information Network Co., Ltd. (hereinafter referred to as “SSE Information”), entrusting SSE Information to proactively remind shareholders to attend the meeting and vote through intelligent SMS and other forms based on the shareholder roster on the registration date, pushing invitations to participate in the shareholder meeting, proposal details, and other information to each investor. Upon receiving the intelligent SMS, investors can directly vote according to the steps prompted in the “One-Button Service User Manual for Listed Company Shareholder Meeting Network Voting.” In case of congestion or other situations, they can still vote through the original trading system voting platform and internet voting platform.
(3) Shareholders holding multiple shareholder accounts can exercise voting rights based on the total number of ordinary shares of the same category and preferred shares of the same type held across all their shareholder accounts.
Shareholders holding multiple shareholder accounts participating in the shareholders meeting voting through the Shanghai Stock Exchange Network Voting System can participate through any of their shareholder accounts. After voting, it is regarded as casting the same opinion votes for all ordinary shares of the same category and preferred shares of the same type under all their shareholder accounts.
Shareholders holding multiple shareholder accounts who vote repeatedly through multiple shareholder accounts will have their voting opinions for ordinary shares of the same category and preferred shares of the same type across all their shareholder accounts determined by the results of the first voting.
(4) The same voting right exercised through on-site, Shanghai Stock Exchange Network Voting Platform, or other means shall be subject to the result of the first vote.
(5) Shareholders must vote on all proposals before submitting.
IV. Meeting Attendance Objects
(1) Shareholders registered with the China Securities Depository and Clearing Corporation Limited Shanghai Branch after the close of trading on the equity registration date have the right to attend the shareholders meeting (specific situation see the table below) and may entrust agents in writing to attend the meeting and participate in voting. The agent does not have to be a shareholder of the company.
■
(2) Company directors, supervisors, and senior management personnel.
(3) Lawyers hired by the company.
(4) Other personnel
V. Meeting Registration Method
(1) Corporate shareholders must present their shareholder account card, power of attorney from the legal representative, a copy of the corporate business license, and the agent’s ID card for registration.
(2) Individual shareholders must present their ID card and stock account card for registration; the entrusted agent must hold the power of attorney signed by the shareholder, a copy of the shareholder’s ID card, and the agent’s ID card for registration.
(3) Shareholders intending to attend the meeting should register for attendance on April 15, 2026 (from 9:00 AM to 11:00 AM and from 1:30 PM to 4:30 PM) at Room 419, Building 3, No. 661 Anpu Road, Yangpu District, Shanghai. Distant shareholders can register via fax or letter, with the time determined by the arrival of the fax or letter at the registration place or the company.
VI. Other Matters
(1) The on-site meeting is expected to last half a day, and the attending shareholders will bear their own accommodation, meals, and transportation costs.
(2) Company Contact: Chen Xiaojing
Contact Number: 021-65690310 Fax Number: 021-65673892
Address: Room 419, Building 3, No. 661 Anpu Road, Yangpu District, Shanghai
Zip Code: 200082
This announcement is hereby made.
Board of Directors of Shanghai Kai Chuang International Marine Resources Co., Ltd.
March 28, 2026
Attachment 1:
Power of Attorney
Shanghai Kai Chuang International Marine Resources Co., Ltd.:
I hereby appoint Mr./Ms. __________ to represent this unit (or myself) to attend your company’s 2025 Annual Shareholders Meeting on April 17, 2026, and act on my behalf to exercise voting rights.
Number of ordinary shares held by the principal:
Principal’s shareholder account number:
■
Principal’s Signature (Seal): Agent’s Signature:
Principal’s ID Number: Agent’s ID Number:
Date of Authorization: Year Month Day
Note:
The principal should select one of “agree,” “oppose,” or “abstain” in the power of attorney and mark “√”. For any specific instructions not made in this power of attorney, the agent has the right to vote according to their own discretion.
Securities Code: 600097 Securities Abbreviation: Kai Chuang International Announcement No.: Lin 2026-05
Shanghai Kai Chuang International Marine Resources Co., Ltd.
Announcement on the Reappointment of the Accounting Firm
The company’s board of directors and all directors guarantee that the content of this announcement does not contain any false records, misleading statements, or significant omissions, and bear legal responsibility for the authenticity, accuracy, and completeness of its content.
Important Content Reminder:
● Name of the accounting firm to be reappointed: Grant Thornton (Special General Partnership)
● This matter needs to be submitted to the shareholders’ meeting for review.
Shanghai Kai Chuang International Marine Resources Co., Ltd. (hereinafter referred to as “the company”) held the 22nd meeting of the 10th board of directors on March 26, 2026, and reviewed and approved the proposal on reappointing Grant Thornton (Special General Partnership) as the company’s auditing institution for the year 2026 and determining their remuneration. The company intends to reappoint Grant Thornton (Special General Partnership) (hereinafter referred to as “Grant Thornton”) as the auditing institution for the company’s financial report audit and internal control audit for the year 2026, responsible for the company’s financial report audit and internal control audit work, with specific details as follows:
I. Basic Information on the Proposed Reappointment of the Accounting Firm
(1) Institution Information
Name of the Accounting Firm: Grant Thornton (Special General Partnership)
Date of Business Registration: December 22, 2011
Registered Address: 5th Floor, Siter Plaza, 22 Jianguomenwai Avenue, Chaoyang District, Beijing
Chief Partner: Li Huiqi
Practicing Certificate Issuing Authority and Number: Beijing Finance Bureau NO 0014469
As of the end of 2025, Grant Thornton has nearly 6,000 employees, including 244 partners and 1,361 certified public accountants, with more than 400 certified public accountants who have signed audit reports for securities services.
Grant Thornton’s revenue for the year 2024 was 2.614 billion yuan, of which audit revenue was 2.103 billion yuan, and securities service revenue was 482 million yuan. In 2024, the number of listed company audit clients was 297, covering major industries including manufacturing, information transmission, software and information technology services, wholesale and retail, electricity, heat, gas, and water production and supply, transportation, warehousing, and postal services, with total audit fees of 386 million yuan. There were 166 listed company clients in the 2024 annual report, with audit fees of 41.5624 million yuan; the company has 4 listed company audit clients in the same industry.
Grant Thornton has purchased professional liability insurance with a cumulative compensation limit of 900 million yuan, and the purchase of professional insurance complies with relevant regulations. By the end of 2024, the professional risk fund was 18.7729 million yuan.
In the past three years, Grant Thornton has concluded civil lawsuits related to its professional conduct without bearing civil liability.
In the past three years, Grant Thornton has not received any criminal penalties, 5 administrative penalties, 19 supervisory measures, 12 self-regulatory measures, and 3 disciplinary actions related to its professional conduct. Among its employees, 81 individuals have not received any criminal penalties, 6 administrative penalties, 20 supervisory measures, 11 self-regulatory measures, and 6 disciplinary actions in the past three years.
(2) Project Member Information
The basic information of the project partner, signing certified public accountant, and project quality review partner is as follows:
Project Partner: Wang Longkuang, became a certified public accountant in 1997, has been practicing at this firm since 2009, and has been engaged in auditing listed companies since 2009; he has signed 3 audit reports for listed companies in the past three years.
Signing Certified Public Accountant: Yu Qingqing, became a certified public accountant in 2010, started auditing listed companies in 2017, and has been practicing at this firm since 2016; he has provided auditing services for many large state-owned enterprises, listed companies, and multinational corporations, with 15 years of experience in the certified public accountant industry and securities service experience.
Project Quality Review Partner: Li Yi, became a certified public accountant in 1993, started auditing listed companies in 1995, and has been practicing at this firm since 2012; he has reviewed 7 audit reports for listed companies in the past three years.
The project partner, signing certified public accountant, and project quality review partner have not received any criminal penalties in the past three years due to their professional conduct, nor have they been subject to administrative penalties, supervisory measures, or self-regulatory measures from the CSRC and its dispatched agencies, or from the securities exchange and industry associations.
There are no circumstances that may affect the independence of Grant Thornton, the project partner, signing certified public accountant, and project quality review partner.
(3) Audit Fees
Audit fees are primarily determined based on multiple factors, including the company’s business scale, industry, and complexity of accounting treatments, as well as the number of auditors assigned for the annual report audit and the workload involved, along with the fee standards of the accounting firm.
The audit fee for 2026 will remain the same as the previous year, which is 1.05 million yuan for the 2026 annual audit, including 750,000 yuan for the financial report audit and 300,000 yuan for the internal control audit (the above quotes are tax-inclusive prices and include travel and transportation expenses incurred during the audit period).
II. Procedures Followed for the Proposed Reappointment of the Accounting Firm
(1) Audit Committee Review Opinion
On March 16, 2026, the board of directors’ audit committee held its second meeting of 2026, approving the proposal on reappointing Grant Thornton (Special General Partnership) as the company’s auditing institution for the year 2026 and determining their remuneration with 5 votes in favor, 0 votes against, and 0 votes abstained.
(2) Board of Directors Review and Voting Situation
On March 26, 2026, the company held the 22nd meeting of the 10th board of directors, which approved the proposal on reappointing Grant Thornton (Special General Partnership) as the company’s auditing institution for the year 2026 and determining their remuneration with 9 votes in favor, 0 votes against, and 0 votes abstained.
(3) Effective Date
This reappointment of the accounting firm still needs to be submitted to the shareholders’ meeting for review and will take effect from the date it is approved by the shareholders’ meeting.
This announcement is hereby made.
Board of Directors of Shanghai Kai Chuang International Marine Resources Co., Ltd.
March 28, 2026
Securities Code: 600097 Securities Abbreviation: Kai Chuang International Announcement No.: Lin 2026-01
Shanghai Kai Chuang International Marine Resources Co., Ltd.
Announcement of Resolutions of the 22nd Meeting of the 10th Board of Directors
The company’s board of directors and all directors guarantee that the content of this announcement does not contain any false records, misleading statements, or significant omissions, and bear legal responsibility for the authenticity, accuracy, and completeness of its content.
Shanghai Kai Chuang International Marine Resources Co., Ltd. (hereinafter referred to as “the company”) held the 22nd meeting of the 10th board of directors on the morning of March 26, 2026, combining on-site and communication voting methods. The meeting notice was sent out via email on March 16, 2026. Nine directors were supposed to attend the meeting, and all nine directors were present and participated in the voting. The meeting was chaired by Mr. Wang Haifeng, the chairman, with some senior management personnel of the company attending as guests. The convening and holding of the meeting comply with the relevant provisions of the Company Law and the Articles of Association. After careful deliberation by the attending directors, the following resolutions were unanimously formed:
I. Approved the “2025 Annual Management Report of the Company”
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
II. Approved the “2025 Annual Board of Directors Report of the Company”
This proposal still needs to be submitted to the shareholders’ meeting for review.
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
III. Approved the “Full Annual Report and Summary of the Company for 2025”
The board of directors’ audit committee reviewed the financial information in the annual report at the second meeting of 2026 and agreed to submit it to the board of directors for review.
For specific details, please refer to the “2025 Annual Report of the Company” and the “Summary of the 2025 Annual Report of the Company” disclosed on the same day.
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
IV. Approved the “Profit Distribution Plan for the Company for 2025”
The profit distribution plan for the company for 2025 is based on the total share capital of 240,936,559 shares as of December 31, 2025, with a cash dividend of 1.00 yuan (including tax) for every 10 shares distributed to all shareholders, totaling 24,093,655.90 yuan, which accounts for 32.61% of the net profit attributable to shareholders of the listed company, with the remaining undistributed profit carried forward to future distributions. This distribution will not increase the share capital from the capital reserve.
For specific details, please refer to the announcement titled “Announcement of the Company’s Profit Distribution Plan for 2025” disclosed on the same day.
This proposal still needs to be submitted to the shareholders’ meeting for review.
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
V. Approved the “Proposal on Expected Daily Related Transactions for 2026”
This proposal was pre-approved by the independent directors at the first special meeting of 2026 and agreed to submit it to the board of directors for review.
Based on the daily related transaction situation in 2025, the board of directors authorized the amount of daily related transactions between the company and its subsidiaries with related enterprises for 2026 not to exceed 65.5 million yuan.
For specific details, please refer to the “Announcement on Expected Daily Related Transactions for 2026” disclosed on the same day.
This proposal constitutes a related transaction, and related directors Wang Haifeng, Zhu Zhengwei, Xu Xingmin, and Wu Xilei abstained from voting.
Voting Result of Non-Related Directors: 5 votes in favor, 0 votes against, 0 votes abstained.
VI. Approved the “Risk Continuous Assessment Report of Bright Food Group Financial Co., Ltd.”
This proposal was pre-approved by the independent directors at the first special meeting of 2026 and agreed to submit it to the board of directors for review.
For specific details, please refer to the “Continuous Risk Assessment Report of Bright Food Group Financial Co., Ltd.” disclosed on the same day.
This proposal constitutes a related transaction, and related directors Wang Haifeng, Zhu Zhengwei, Xu Xingmin, and Wu Xilei abstained from voting.
Voting Result of Non-Related Directors: 5 votes in favor, 0 votes against, 0 votes abstained.
VII. Approved the “Proposal on Asset Impairment Provision”
For specific details, please refer to the “Announcement on Asset Impairment Provision” disclosed on the same day.
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
VIII. Approved the “Proposal on the Salaries of Senior Management Personnel for 2025”
This proposal was reviewed and approved by the board of directors’ compensation and assessment committee at its first meeting of 2026 and agreed to submit it to the board of directors for review.
8.01 Salary of Mr. Wu Xilei, President
Voting Result: 8 votes in favor, 0 votes against, 0 votes abstained. Related director Wu Xilei abstained from voting.
8.02 Salary of Ms. Wang Wei, Secretary of the Board
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
8.03 Salary of Mr. Qian Weibin, Vice President
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
8.04 Salary of Mr. Chen Yong, Vice President
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
8.05 Salary of Mr. Deng Hu, Vice President
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
8.06 Salary of Mr. Chen Junwei, Vice President
Voting Result: 9 votes in favor, 0 votes against, 0 votes abstained.
IX. Approved the “Proposal on the Salary Scheme for Directors in 2026”
This proposal was reviewed by the compensation and assessment committee in its first meeting of 2026 and was submitted directly to the board of directors for review with a voting result of 1 vote in favor, 0 votes against, 0 votes abstained, and 2 votes abstaining.
The independent directors will receive a fixed allowance and will not participate in the company’s performance distribution or receive any remuneration other than the allowance. The independent director allowance for January to March 2026 will be paid according to the 2025 standard, which is 6,500 yuan/month after tax. Starting from April 2026, the standard for independent directors’ allowances will be 7,800 yuan/month before tax, paid monthly. So far, other directors of the company have not received salaries in the company as directors. If non-independent directors receive salaries within the company during the year 2026, separate plans will be formulated and corresponding approval procedures will be followed.
This proposal involves the independent directors’ allowances, and 4 independent directors abstained from voting.
This proposal still needs to be submitted to the shareholders’ meeting for review.
Voting Result of Non-Related Directors: 5 votes in favor, 0 votes against, 0 votes abstained.
X. Approved the “Proposal on the Salary Scheme for Senior Management Personnel in 2026”
This proposal was reviewed and approved by the board of directors’ compensation and assessment committee at its first meeting of 2026 and agreed to submit it to the board of directors for review.
The