Financial Performance - The company's operating revenue for the first half of the year was CNY 43,007,478,790, a decrease of 12.19% compared to the same period last year[10]. - The net profit attributable to shareholders was a loss of CNY 1,144,779,937, an improvement from a loss of CNY 2,235,498,496 in the previous year[10]. - The net cash flow from operating activities decreased by 35.73% to CNY 1,227,796,059 compared to the same period last year[10]. - The total assets at the end of the reporting period were CNY 83,527,981,602, down 1.21% from the end of the previous year[10]. - The basic earnings per share for the first half of the year was -0.148 CNY, compared to -0.289 CNY in the same period last year[11]. - The weighted average return on net assets improved by 3.74 percentage points to -4.21% compared to the previous year[11]. - The total profit for the current period is reported as a loss of CNY 1,190,806,469, an improvement from a loss of CNY 2,361,338,152 in the previous year[36]. - The company reported a net loss of CNY 1,311,895,617, an improvement from a net loss of CNY 2,433,387,808 in the same period last year[36]. Operational Efficiency - The company continues to face high production costs and low demand, contributing to a challenging industry environment[16]. - The company produced 8.83 million tons of pig iron, 9.65 million tons of crude steel, and 8.92 million tons of steel products, representing year-on-year decreases of 6%, 6.25%, and 11.88% respectively[23]. - The company achieved a sales volume of 2.28 million tons for key products, completing 55% of the target progress, with galvanized automotive plate sales increasing by 27% year-on-year[26]. - The company reduced inventory capital occupation to RMB 9.744 billion, a decrease of RMB 568 million compared to the end of the previous year[24]. - The company improved its coal consumption ratio from 143 kg/t in 2023 to 150 kg/t, and reduced steel material consumption from 1,067.7 kg/t to 1,062.9 kg/t[24]. Market Conditions - The average steel price index decreased by 4.89% year-on-year, with long product prices down 6.36% and sheet product prices down 6.35%[16]. - The iron ore import price averaged USD 118.5 per ton, an increase of 3.8% year-on-year[16]. - The market for steel and raw materials showed a downward trend in the first half of 2024, with the combined profit from hedging activities being 1.11 million CNY due to favorable basis fluctuations[60]. Research and Development - The company has 2,341 effective patents and 5,550 technical secrets, with core technologies in high-speed wheels, H-shaped steel, and cold-rolled steel[21]. - The company successfully developed over 30 high-value-added new special steel products, including high-temperature tank support structure hot-rolled H-shaped steel and cold-weather locomotive GL wheels[26]. - Research and development expenses decreased by 20.79% to CNY 509,627,618 from CNY 643,423,988 year-on-year[36]. Environmental Initiatives - The recycling rate of solid waste reached 28.35%, an increase of 1.8 percentage points year-on-year, as part of the company's commitment to green development[27]. - The company has committed to a target of creating a "waste-free enterprise" by 2025, with seven projects underway to support this initiative[91]. - The company has developed low-carbon products, achieving a carbon reduction of approximately 39% based on third-party certification for its low-carbon steel and galvanized automotive steel[93]. Financial Management - The group’s total borrowings amounted to RMB 21.657 billion, with a debt-to-asset ratio of 62.95%, an increase of 1.14 percentage points compared to the end of 2023[30]. - The company has received a total credit commitment from banks of approximately RMB 80.417 billion, with unused credit of about RMB 46.092 billion[30]. - The company reported a net cash outflow from investing activities of RMB 704 million, a decrease of RMB 3.808 billion year-on-year, mainly due to the non-consolidation of the financial statements of Ma Steel Finance Company[29]. Corporate Governance - The company has complied with the corporate governance code and has not identified any deviations from the code during the reporting period[70]. - The company reported no significant changes in accounting policies or principles related to hedging activities compared to the previous reporting period[53]. - The company has maintained a commitment to corporate independence and has not violated any related party transaction commitments during the reporting period[97]. Shareholder Information - The total number of ordinary shareholders as of the end of the reporting period is 149,966[118]. - The largest shareholder, Maanshan Iron & Steel Group Co., Ltd., holds 3,664,749,615 shares, representing 47.31% of total shares[119]. - The report indicates that the top ten shareholders do not have any related party relationships or concerted actions among them[125]. Future Outlook - The company plans to enhance its strategic planning by focusing on integration and high quality, aiming to become a core player in special long materials and an important force in plate and strip materials[32]. - The company plans to maintain low inventory operations and improve procurement efficiency to mitigate raw material price fluctuations[69]. - The company aims to optimize product planning and production line planning to enhance competitiveness and operational efficiency[32].

Financial Performance - Total revenue for the reporting period was RMB 43,007,478,790, a decrease of 12.19% compared to RMB 48,980,452,872 in the same period last year[5] - Net profit attributable to shareholders was a loss of RMB 1,144,779,937, improving from a loss of RMB 2,235,498,496 in the previous year[5] - Operating revenue decreased by 12.19% year-on-year to RMB 43.007 billion, primarily due to weak downstream industry demand and a decline in steel sales volume[18] - The company reported a net loss of RMB 1.312 billion, an improvement from a net loss of RMB 2.433 billion in the previous year[18] - Total comprehensive loss for the six months ended June 30, 2024, was RMB 1.33 billion, compared to RMB 2.39 billion in the same period of 2023, indicating a 44.3% reduction in losses[41] - The net loss attributable to shareholders for the six months ended June 30, 2024, was RMB 1.14 billion, compared to a loss of RMB 2.24 billion in the same period of 2023, representing a 49% improvement[41] Assets and Liabilities - The company's total assets at the end of the reporting period were RMB 83,527,981,602, down 1.21% from RMB 84,552,252,935 at the end of the previous year[4] - Total liabilities as of June 30, 2024, amounted to RMB 52,577,986,274, compared to RMB 46,879,479,134 in the previous year, reflecting an increase of 12.5%[39] - The company's total liabilities to equity ratio as of June 30, 2024, was approximately 1.70, indicating a leverage increase compared to the previous year[39] - The company's equity attributable to shareholders decreased to RMB 26,607,694,236 from RMB 27,768,582,604, a decline of 4.2%[39] Cash Flow - Cash flow from operating activities was RMB 1,227,796,059, a decrease of 35.73% compared to RMB 1,910,429,612 in the previous year[5] - Net cash flow from operating activities decreased by 35.73% to RMB 1.228 billion, driven by continued weakening demand in the steel industry and reduced cash inflows from both sales and purchases[20] - Cash inflow from investment activities totaled CNY 94,299,339, significantly lower than CNY 7,166,908,268 in the prior year, indicating a decrease of 98.7%[46] - The net increase in cash and cash equivalents for the period was CNY 851,529,919, compared to CNY 856,534,997 in the same period last year, showing a slight decrease of 0.6%[47] Shareholder Information - The total number of shareholders at the end of the reporting period was 149,966[5] - The largest shareholder, Maanshan Iron & Steel (Group) Co., Ltd., holds 47.31% of the shares[5] - The company did not propose any profit distribution or capital reserve transfer to increase share capital during the reporting period[2] Operational Highlights - In the first half of 2024, the company produced 8.83 million tons of pig iron, 9.65 million tons of crude steel, and 8.92 million tons of steel products, representing year-on-year decreases of 6%, 6.25%, and 11.88% respectively[10] - The company achieved a coal ratio improvement from 143 kg/t in 2023 to 150 kg/t, and reduced steel material consumption from 1,067.7 kg/t to 1,062.9 kg/t[11] - The sales volume of galvanized automotive sheets increased by 27% year-on-year to 431,000 tons, while steel exports rose by 51.96% to 736,500 tons[12] - The company developed 71 new products and achieved customer certification for 12 products during the reporting period[12] Cost Management - Operating costs decreased by 14.35% year-on-year, attributed to a reduction in sales volume and lower prices for raw materials such as coke and coal[19] - Financial expenses increased by 76.94% due to a foreign exchange loss of RMB 42 million, compared to a gain of RMB 41 million in the same period last year, alongside an increase in interest expenses due to a larger interest-bearing debt scale[20] Strategic Initiatives - The company will focus on optimizing strategic planning and enhancing product quality and integration with the Yangtze River Delta region[22] - The company aims to improve current performance by focusing on low cost and high output in iron production and high quality and efficiency in steel rolling[23] - The company plans to enhance its product structure and expand its steel product industry chain, transitioning from materials to components and from performance to functionality[23] - The company is advancing a new business responsibility system to stimulate internal vitality and creativity[24] Safety and Compliance - The company is committed to safety management and has implemented a specialized action plan to enhance safety measures[26] - The company has not experienced any significant events that could impact its operations since the end of the reporting period[29] - There were no significant pending litigations as of June 30, 2024, indicating a stable legal environment for the company[79] - No significant post-balance sheet events were disclosed, suggesting no immediate financial concerns following the reporting period[80]

Financial Performance - The company's operating revenue for Q1 2024 was CNY 20,391,635,931, representing a decrease of 10.31% compared to the same period last year[2]. - The net profit attributable to shareholders was a loss of CNY 310,998,961, with a significant decline in cash flow from operating activities, which amounted to a net outflow of CNY 1,307,684,219, a decrease of 178.92% year-on-year[2][4]. - The company reported a net profit attributable to shareholders of approximately RMB 238 million, a year-on-year decrease[8]. - The company's operating revenue for Q1 2024 was RMB 20,391,635,931, a decrease of 10.8% compared to RMB 22,736,558,090 in Q1 2023[16]. - The net loss for Q1 2024 was RMB 345,636,933, an improvement from a net loss of RMB 583,449,382 in Q1 2023[17]. - The company's operating loss for Q1 2024 was RMB 260,723,886, an improvement from an operating loss of RMB 540,602,499 in Q1 2023[17]. - The weighted average return on net assets increased by 0.63 percentage points to -1.13%[2]. - The company experienced a decrease in other comprehensive income attributable to shareholders, with a net amount of RMB (8,196,369) in Q1 2024 compared to RMB (11,873,000) in Q1 2023[18]. Assets and Liabilities - Total assets at the end of the reporting period were CNY 85,306,511,263, reflecting a slight increase of 0.89% from the previous year[2]. - The total liabilities as of March 31, 2024, amounted to RMB 53,369,384,197, compared to RMB 52,272,711,584 as of December 31, 2023, reflecting an increase of 2.1%[14]. - The total shareholders' equity decreased to RMB 31,937,127,066 as of March 31, 2024, from RMB 32,279,541,351 as of December 31, 2023, indicating a decline of 1.1%[15]. - The equity attributable to shareholders decreased by 1.12% to CNY 27,457,160,113 compared to the end of the previous year[2]. - The total current liabilities as of March 31, 2024, were RMB 44,158,231,179, slightly up from RMB 44,054,616,027 as of December 31, 2023[13]. Cash Flow - Cash and cash equivalents as of March 31, 2024, were RMB 5.14 billion, down from RMB 5.57 billion as of December 31, 2023[10]. - Operating cash inflow for Q1 2024 was CNY 18,953,778,089, a decrease from CNY 23,419,907,055 in Q1 2023, resulting in a net cash outflow of CNY (1,307,684,219) compared to a net inflow of CNY 1,656,982,367 in the previous year[20]. - Investment activities generated a net cash outflow of CNY (519,459,483) in Q1 2024, down from a net inflow of CNY 755,697,943 in Q1 2023[21]. - Cash inflow from financing activities increased significantly to CNY 5,652,273,785 in Q1 2024, compared to CNY 1,156,142,541 in Q1 2023[23]. - The net cash flow from financing activities for Q1 2024 was CNY 1,210,457,352, a recovery from a net cash outflow of CNY (2,850,010,346) in Q1 2023[23]. - The company reported a net decrease in cash and cash equivalents of CNY (638,569,141) in Q1 2024, compared to a decrease of CNY (413,630,165) in Q1 2023[25]. Production and Sales - The total production of pig iron was 4.5 million tons, and crude steel production was 4.91 million tons, showing a year-on-year decrease of 1.9% and 2.9% respectively[8]. - The average domestic steel price index decreased by 5.61% year-on-year, while iron ore prices dropped by 1.36%[8]. - The company reported a decrease in sales due to continued weak demand in the steel industry, impacting cash inflows from both sales and purchases[4]. - The company achieved a steel product export volume growth of 62.7% year-on-year in the first quarter[9]. Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 151,678, with the largest shareholder holding 47.31% of the shares[5]. - The company has no known relationships or concerted actions among the top shareholders listed[7]. Strategic Focus - The company is focusing on enhancing operational efficiency and cost management to mitigate losses in the current market environment[4]. - The company is focusing on transitioning from a production-oriented to a management-oriented approach to improve operational efficiency[8]. - The company launched new products including high-speed train wheels and special steel for electric vehicles, participating in the 2024 China Smart Electric Vehicle Technology and Supply Chain Exhibition[9]. - Research and development expenses for Q1 2024 were RMB 227,790,259, down from RMB 267,698,912 in Q1 2023, representing a decrease of 14.9%[16]. Other Financial Metrics - The company has ceased consolidating the financial statements of Maanshan Iron & Steel Group Co., Ltd., which has affected cash flow from non-steel operations[4]. - Accounts receivable increased to RMB 1.50 billion from RMB 1.40 billion, while notes receivable decreased to RMB 1.43 billion from RMB 1.71 billion[10]. - The cash flow impact from exchange rate changes was CNY (21,882,791) in Q1 2024, compared to an increase of CNY 23,699,871 in Q1 2023[25]. - The company reported a basic earnings per share of RMB (0.04) for Q1 2024, compared to RMB (0.07) in Q1 2023[18].

Financial Performance - The company's operating revenue for 2023 was CNY 98.94 billion, a decrease of 3.15% compared to CNY 102.15 billion in 2022 [16]. - The net profit attributable to shareholders of the parent company for 2023 was a loss of CNY 1.33 billion, compared to a loss of CNY 857.62 million in 2022 [16]. - The net cash flow from operating activities decreased by 70.01% to CNY 1.99 billion in 2023 from CNY 6.64 billion in 2022 [16]. - The total assets at the end of 2023 were CNY 84.55 billion, down 12.74% from CNY 96.89 billion at the end of 2022 [17]. - The basic earnings per share for 2023 was -CNY 0.1724, compared to -CNY 0.1150 in 2022 [18]. - The company's net profit for the first quarter of 2023 was a loss of CNY 509 million, while the second quarter loss was CNY 1.73 billion [19]. - The net assets attributable to shareholders of the listed company decreased by 4.90% to CNY 27.77 billion at the end of 2023 from CNY 29.20 billion at the end of 2022 [17]. - The weighted average return on net assets for 2023 was -4.67%, a decrease of 1.90 percentage points from -2.77% in 2022 [18]. - The group’s operating revenue for the reporting period was RMB 98,938 million, a decrease of 3.15% year-on-year, while the net loss attributable to shareholders was RMB 1,327 million, an increase in loss of 54.64% year-on-year [35]. Audit and Compliance - The company has received a standard unqualified audit report from KPMG, ensuring the accuracy and completeness of the financial statements [7]. - The internal control system was confirmed to be effective, ensuring compliance with internal control standards and risk management practices [58]. - The company has maintained compliance with relevant laws and regulations that significantly impact its operations during the reporting period [98]. - The company’s governance practices are in compliance with relevant laws and regulations, with no significant discrepancies noted [124]. - The company appointed KPMG Huazhen as the auditor for the fiscal year 2023, with a total remuneration of RMB 3.08 million, including RMB 340,000 for internal control audit fees [117]. Shareholder Information - The company reported a profit distribution plan for 2023, stating that no dividends will be distributed and no capital reserve will be converted into share capital [7]. - As of December 31, 2023, the company had 147,885 A-share shareholders holding a total of 6,014,007,986 shares, and 927 H-share shareholders holding 1,732,930,000 shares [122]. - The market capitalization of the company as of December 31, 2023, was approximately RMB 18.29 billion, with A-shares closing at RMB 2.72 and H-shares at HKD 1.23 [123]. - The public holding ratio of H-shares was 79.3%, meeting the requirements of the Hong Kong Stock Exchange [122]. - The company held 9 telephonic or video meetings with investors during the reporting period, engaging with nearly 50 institutions and over 200 participants [121]. Risk Management - The company is facing potential risks in its future development, which are detailed in the management discussion and analysis section of the report [7]. - The company has established a comprehensive risk management framework for its futures trading, including strict trading management and evaluation systems [77]. - The company aims to optimize its foreign exchange asset-liability structure and control foreign exchange risks to reduce financial costs [78]. - The company is focusing on risk prevention in key areas, including energy control and environmental protection, to mitigate potential operational risks [94]. - The company conducts quarterly assessments of risks that may impact overall business objectives and reports findings to the board [115]. Environmental and Social Responsibility - The company invested approximately 3.383 billion yuan in environmental protection during the reporting period [163]. - The company and its subsidiaries are classified as key pollutant discharge units, adhering to national emission standards for the steel industry [164]. - The total emissions of particulate matter from Maanshan Iron & Steel Co., Ltd. were 6,958 tons, including 5,176 tons from organized emissions and 1,781 tons from unorganized emissions [167]. - The company generated 1,124.38 thousand tons of solid waste, with 315.66 thousand tons disposed of and 808.72 thousand tons compliant [168]. - The company invested CNY 2.036 million in social responsibility projects, benefiting over 20,000 people through targeted assistance and charitable donations [178]. Corporate Governance - The board of directors consists of seven members, with four independent non-executive directors, accounting for 57% of the board [100]. - The board has established four committees: Strategy and Sustainable Development, Audit and Compliance Management, Nomination, and Remuneration, each with specific responsibilities [104]. - The company has a formal and transparent process for the nomination and election of directors, with a three-year term for board members [109]. - The company emphasizes continuous professional development for its board members, with training sessions covering regulatory updates and compliance requirements [112]. - The company has a performance evaluation process for directors and senior management, which is reviewed by the remuneration committee [136]. Operational Efficiency - The company achieved record production levels, with annual output of 9.73 million tons in steel and 5.42 million tons in cold rolling, marking historical highs [23]. - The company has enhanced its competitive edge by integrating into the China Baowu ecosystem, optimizing operational processes, and improving resource allocation through deep collaboration across various functions [30]. - The company aims to strengthen cooperation with surrounding regions to expand its market presence and achieve sustainable development [31]. - The company is implementing a new operational responsibility system to enhance performance accountability and optimize resource allocation [86]. - The company plans to optimize its production efficiency, aiming for an average steel output of over 1,000 tons per employee [89]. Research and Development - The company holds 2,283 effective patents, including 1,292 invention patents and 991 utility model patents, indicating significant achievements in technological innovation [34]. - The company's research and development expenses increased by 5.46% to RMB 1,231 million, reflecting ongoing investment in innovation [36]. - The company has increased R&D investment to overcome technical bottlenecks and improve product quality, thereby enhancing its market competitiveness [30]. - The company aims to enhance its core competitiveness through technological innovation, focusing on key industries such as transportation, marine engineering, and energy [85]. - The company is increasing its R&D investment to strengthen its technological innovation capabilities and support high-quality development [89]. Market and Product Development - New product development increased by 25% year-on-year, with seven new products launched domestically, including successful development of C-shaped and hat-shaped steel [23]. - The average sales profit margin for the steel industry was 1.32%, a decrease of 0.17 percentage points year-on-year, significantly lower than the national industrial average by 4.44 percentage points [28]. - The company has developed a unique product structure with four main categories, allowing for flexible resource allocation and timely adjustments to product strategies based on market demand [32]. - The company is committed to high-end manufacturing, targeting the transformation of its product lines towards functional and industrial materials [88]. - The company is focusing on green and low-carbon product development, including the creation of a carbon data management platform and low-carbon product certification [88].

Financial Performance - Total assets decreased by 12.78% to RMB 84,552 million in 2023 from RMB 96,892 million in 2022[7]. - Operating revenue declined by 3.15% to RMB 98,938 million in 2023 compared to RMB 102,154 million in 2022[7]. - Net profit attributable to shareholders was a loss of RMB 1,327 million in 2023, worsening from a loss of RMB 858 million in 2022[7]. - The company reported a significant drop in cash flow from operating activities, down 70.01% to RMB 1,992 million in 2023 from RMB 6,642 million in 2022[7]. - Basic and diluted earnings per share were both -0.172 yuan in 2023, compared to -0.115 yuan in 2022[7]. - The net profit attributable to shareholders of the listed company was RMB 1,327 million, an increase in loss of 54.64% year-on-year[15]. - The company reported a net loss of RMB 505 million for the fiscal year 2023, leading to a recommendation not to distribute profits or increase capital from reserves[56]. - The total comprehensive income for 2023 was RMB (1,657,670,878), a substantial drop from RMB (861,033,641) in 2022[71]. Shareholder Information - The company did not declare any dividends for the fiscal year 2023[1]. - The total number of ordinary shareholders increased to 148,812 by the end of the reporting period[9]. Production and Sales - In 2023, the company produced 19.23 million tons of pig iron, 20.97 million tons of crude steel, and 20.62 million tons of steel products, representing year-on-year increases of 8.15%, 4.82%, and 3.66% respectively[15]. - The quarterly operating revenue for Q4 2023 was RMB 25,021 million, showing a slight increase from Q3 2023[8]. - Revenue from the steel industry accounted for 97% of total operating revenue, amounting to CNY 93.64 billion[30]. - Revenue from mainland China was RMB 95,381,877,669 in 2023, up from RMB 94,515,743,414 in 2022, indicating a growth of about 0.92%[3]. Cost and Expenses - Operating costs decreased by 1.56% to CNY 97.31 billion, mainly due to lower prices of raw materials such as iron ore and coking coal[24]. - Management expenses decreased by 26.14% compared to the previous year, primarily due to a reduction in the number of employees[34]. - Research and development expenses totaled 3.98% of operating revenue, amounting to 39.38 million RMB[35]. Market Environment - The average annual comprehensive index of steel prices (CSPI) was 111.60 points, a year-on-year decrease of 9.02%[14]. - The overall industry environment remains challenging, with supply-demand mismatches and a severe market situation expected to persist in 2024[46]. Strategic Initiatives - The company implemented strategies focusing on cost reduction and efficiency improvement, leading to a noticeable improvement in operational performance in the second half of the year[15]. - The company plans to enhance technological innovation and develop new high-end products, including special steel for wind power and high-end cold-rolled coated steel[47]. - The company aims to enhance its governance system and operational efficiency through reforms in key subsidiaries, focusing on becoming a leading enterprise in the global rail transportation axle sector[53]. Cash Flow and Liquidity - Operating cash inflow for 2023 was RMB 88.85 billion, a decrease from RMB 93.78 billion in 2022, reflecting a decline of approximately 5.1%[75]. - As of December 31, 2023, the company's current liabilities exceeded current assets by approximately RMB 22.01 billion, raising concerns about liquidity[80]. Investments and Assets - Long-term equity investments increased by 58.31%, mainly due to capital injection into Baowu Financial Company[36]. - The total current liabilities decreased to RMB 44,054,616,027 in 2023 from RMB 54,151,564,967 in 2022, reflecting a reduction of 18.6%[68]. Corporate Governance and Compliance - The company continues to comply with the corporate governance code as per the Hong Kong Stock Exchange regulations[60]. - The audit firm KPMG has been appointed as the auditor, with total fees amounting to RMB 3.08 million, including RMB 340,000 for internal control audit[57].

HKE 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2023年11月30日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 馬鞍山鋼鐵股份有限公司 2023年12月1日 呈交日期: l.法定/註冊股本變動 否 1. 股份分類 普通股 股份類別 A 於香港聯交所上市 (註1) + 證券代號 600808 說明 增加多櫃檯證券代號 法定/註冊股份數目 面值 □ 手動填寫 法定/註冊股本 上月底結存 6,014,007,986 Auto-fill 增加 / 減少 (-) 本月底結存 6,014,007,986 Auto-fill Auto-fill 是 2. 股份分類 普通股 股份類別 H 於香港聯交所上市 (註1) 證券代號 00323 說明 增加多櫃檯證券代號 □ 手動填寫 法定/註冊股份數目 面值 法定/註冊股本 1,732,930,000 上月底結存 FF301 第 8 頁 共 14 頁 v 1.0.2 Auto-fill 增加 / 減少 (-) 0 本月底結存 1,732,930,000 Auto-fill Auto-fill FF301 本月底法 ...

证券代码：600808 证券简称：马钢股份 公告编号：2023-060 马鞍山钢铁股份有限公司 2023 年第四次临时股东大会决议公告 马鞍山钢铁股份有限公司（"本公司"或"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。 重要内容提示： 本次会议是否有否决议案：无 一、 会议召开和出席情况 (一) 股东大会召开的时间：2023 年 11 月 30 日 (二) 股东大会召开的地点：安徽省马鞍山市九华西路 8 号马钢办公楼 二、 议案审议情况 2、 公司在任监事 3 人，出席 3 人； 3、 公司总经理、副总经理、董事会秘书列席本次大会。 (一) 累积投票议案表决情况 1、 关于公司更换独立董事的议案 (三) 出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况： | 1、出席会议的股东和代理人人数 | | 15 | | --- | --- | --- | | 其中：A 股股东人数 | | 14 | | 境外上市外资股股东人数（H | 股） | 1 | | 2、出席会议的股东所持有表决权的股份总数（股） | | 5,4 ...

ZHONG LUN 特殊的普通合伙 Limited Liability Partnership 北京市中伦(上海)律师事务所 关于马鞍山钢铁股份有限公司 2023 年第四次临时股东大会的 法律意见书 * [16] A. A. K. 北京 · 上海 · 深圳· 广州· 武汉·成都· 重庆·青岛·杭州·南京·海口·东京·香港·伦敦 · 纽金山·阿拉木图 Beijing · Shanghai · Shenzhen · Guangzhou · Wuhan · Chengdu · Chongqing · Qingdao · Hangzhou · Nanjing · Haikou · Tokyo · Hong Kong · Londo 由法/Tel · 86 21 6061 3666 北京市中伦(上海)律师事务所 关于马鞍山钢铁股份有限公司 2023 年第四次临时股东大会的 法律意见书 致:马鞍山钢铁股份有限公司 北京市中伦(上海)律师事务所(以下简称"本所")作为马鞍山钢铁股份 有限公司(以下简称"公司")的法律顾问,受公司委托,指派律师出席公司 2023 年第四次临时股东大会(以下简称"本次股东大会")。本所律师根据 ...

马鞍山钢铁股份有限公司董事会 审计与合规管理委员会工作条例 第一章 总 则 第一条 为完善公司治理结构，降低决策风险，根据《关于上市 公司独立董事制度改革的意见》、《上市公司治理准则》、《上市公司独 立董事管理办法》、《企业内部控制基本规范》、上海证券交易所《股 票上市规则》及《上市公司自律监管指引第 1 号——规范运作》、香 港联交所《证券上市规则》、香港会计师公会《审核委员会有效运作 指引》等有关规定及《马鞍山钢铁股份有限公司章程》("《公司章 程》")，公司董事会设立审计与合规管理委员会（"委员会"），并制 定本工作条例。 第二条 委员会对董事会负责，向董事会报告工作。 第二章 组 成 1 / 9 有效地监督公司的外部审计，指导公司内部审计工作，促进公司建立 有效的内部控制并提供真实、准确、完整的财务报告，推进公司法治 建设，指导公司合规管理工作。 第六条 董事会秘书兼任委员会秘书。 第七条 委员会成员任期与独立董事任期一致，每届三年。委员 会成员任期届满获连任公司独立董事的，经董事会选举可以连任委员 会成员，但最长任期不得超过六年。 第八条 委员会成员有下列情形之一的，由董事会予以解聘： 第三条 委员 ...

马鞍山钢铁股份有限公司（"本公司"或"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个别及连带责任。 股票代码：600808 股票简称：马钢股份 公告编号：临 2023-061 马鞍山钢铁股份有限公司 董事会决议公告 一、董事会会议召开情况 2023 年 11 月 30 日，公司第十届董事会第十五次会议在马钢办 公楼召开，会议应出席董事 7 名，实际出席董事 7 名。本次董事会会 议的召开符合有关法律法规及公司章程的规定。 二、董事会会议审议情况 （一）批准《马鞍山钢铁股份有限公司董事会战略发展委员会工 作条例》修改方案。修改后的条例名称为《马鞍山钢铁股份有限公司 董事会战略与可持续发展委员会工作条例》。 表决结果：同意 7 票，反对 0 票，弃权 0 票。 （二）批准《马鞍山钢铁股份有限公司董事会审核（审计）委员 会工作条例》修改方案。修改后的条例名称为《马鞍山钢铁股份有限 公司董事会审计与合规管理委员会工作条例》。 表决结果：同意 7 票，反对 0 票，弃权 0 票。 （三）批准《马鞍山钢铁股份有限公司董事会提名委员会工作条 例 ...