2025 年第三次临时股东大会的 法律意见书 植德京（会）字[2025]0156号 北京植德律师事务所 关于贵州赤天化股份有限公司 北京植德律师事务所（以下简称"本所"）接受贵公司的委托，指派律师出席 并见证贵公司 2025 年第三次临时股东大会（以下简称"本次会议"）。 本所律师参加本次会议进行见证，并根据《中华人民共和国公司法》（以下简 称"《公司法》"）、《中华人民共和国证券法》（以下简称"《证券法》"）、 《上市公司股东会规则》（以下简称"《股东会规则》"）、《律师事务所从事证 券法律业务管理办法》（以下简称"《证券法律业务管理办法》"）、《律师事务 所证券法律业务执业规则（试行）》（以下简称"《证券法律业务执业规则》"） 等相关法律、行政法规、规章、规范性文件及《贵州赤天化股份有限公司章程》（以 下简称"《公司章程》"）的规定，就本次会议的召集与召开程序、召集人资格、 出席会议人员的资格、会议的表决程序与表决结果等相关事项，出具本法律意见书。 二〇二五年十一月 北京市东城区东直门南大街 1 号来福士中心办公楼 12 层 邮编：100007 12th Floor, Raffles City Beiji ...

Group 1 - The company announced that its wholly-owned subsidiary, Guizhou Chitianhua Tongzi Chemical Co., Ltd., needs to pay back taxes amounting to 20.7988 million yuan and late fees of 4.3154 million yuan, totaling 25.1142 million yuan [1] - As of the announcement date, all tax payments and late fees have been fully paid, and the tax authority has not imposed any administrative penalties regarding this matter [2] - The tax payment and late fees will be recorded in the company's profit and loss for the year 2025, expected to impact the net profit attributable to shareholders by 25.1142 million yuan, subject to the final audited financial statements for 2025 [3]

Acquisition - Beijing Holdings' wholly-owned subsidiary, Beijing Gas, has signed a share acquisition agreement to purchase 100% equity of Beijing Beiran Special Equipment Inspection and Testing Co., Ltd. from Beiran Industry for a transaction price of 54.6 million yuan [1] Financial Performance - BeiGene reported a third-quarter revenue of 10.077 billion yuan, representing a year-on-year increase of approximately 41.10%, with a net profit attributable to shareholders of 689 million yuan and basic earnings per share of 0.48 yuan [2] - For the first three quarters, BeiGene achieved a total revenue of 27.595 billion yuan, up approximately 44.20%, with a net profit of 1.139 billion yuan and basic earnings per share of 0.81 yuan [2] Shareholding Changes - Ruimait announced that its major shareholder and director, Chen Bei, plans to reduce his holdings by no more than 1.76% of the company's shares, equating to 1.568 million shares, due to personal financial arrangements [3] - Haodangjia's controlling shareholder intends to reduce its stake by up to 2.70%, which amounts to 3.9468 million shares, through centralized bidding and block trading [4] - Bluetian Gas's controlling shareholder, Bluetian Group, has increased its stake by 2.00%, acquiring 14.291956 million shares for a total investment of 141 million yuan [5] Legal and Compliance Issues - North Medical's chairman, Xu Xiren, has been approved for arrest due to suspected criminal activity, with the company's board member Chen Yuezhong temporarily taking over the chairman's responsibilities [6] - Zhonggong Education's shareholder Wang Zhendong has had part of his shares judicially frozen, totaling 53.3 million shares, due to a loan dispute amounting to 142 million yuan [7] Financial Liabilities - Huayi Group has received a bill totaling 27.1494 million USD related to an anti-dumping investigation by the U.S. Department of Commerce, with an estimated liability of 29.84 million USD already accrued [8] - Chitianhua's wholly-owned subsidiary is required to pay back taxes and late fees totaling 25.1142 million yuan, which have been fully paid without administrative penalties from tax authorities [9]

证券日报网讯 11月12日晚间，赤天化发布公告称，公司全资子公司贵州赤天化桐梓化工有限公司（简 称"桐梓化工"）近期根据主管税务机关要求对涉税事项开展了自查。经自查，桐梓化工需补缴税款2， 079.88万元，滞纳金431.54万元，合计2，511.42万元。截至本公告披露日，上述税款及滞纳金已全部缴 纳完毕，主管税务部门未对该事项给予行政处罚。 （文章来源：证券日报） ...

Core Insights - The agricultural chemical sector experienced a decline of 0.94% on November 12, with Chengxing Co. leading the drop [1] - The Shanghai Composite Index closed at 4000.14, down 0.07%, while the Shenzhen Component Index closed at 13240.62, down 0.36% [1] Stock Performance Summary - Baiao Chemical (603360) saw a closing price of 34.59, with an increase of 4.22% and a trading volume of 182,100 shares, totaling a transaction value of 613 million yuan [1] - Chengxing Co. (600078) reported a significant decline of 10.00%, closing at 12.06 with a trading volume of 807,000 shares and a transaction value of 979 million yuan [2] - The overall agricultural chemical sector had a net outflow of 1.573 billion yuan from major funds, while retail investors contributed a net inflow of 1.245 billion yuan [2][3] Fund Flow Analysis - Major funds showed a net inflow of 34.63 million yuan into Luohua Technology (600691), while retail investors had a net outflow of 28.86 million yuan [3] - Li Min Co. (002734) experienced a net inflow of 26.16 million yuan from major funds, but a net outflow of 34.85 million yuan from retail investors [3] - Baiao Chemical (603360) had a net inflow of 11.19 million yuan from major funds, with retail investors showing a net outflow of 8.34 million yuan [3]

证券代码：600227 证券简称：赤 天 化 编号：2025-068 贵州赤天化股份有限公司 关于全资子公司补缴税款的公告 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。 贵州赤天化股份有限公司（以下简称"公司"）全资子公司贵州 赤天化桐梓化工有限公司（以下简称"桐梓化工"）近期根据主管税 务机关要求对涉税事项开展了自查，现将有关情况公告如下： 一、基本情况 截至本公告披露日，上述税款及滞纳金已全部缴纳完毕，主管税 务部门未对该事项给予行政处罚。 二、对公司的影响及风险提示 根据《企业会计准则第 28 号——会计政策、会计估计变更和差 错更正》相关规定，上述补缴税款及滞纳金事项不属于前期会计差错， 不涉及前期财务数据追溯调整。上述补缴的税款及滞纳金将计入公司 2025 年当期损益，预计将影响公司 2025 年度归属于上市公司股东的 净利润 2,511.42 万元，最终以 2025 年度经审计的财务报表为准。 本次补缴税款事项不会影响公司的正常经营，敬请广大投资者注 意投资风险。 特此公告 贵州赤天化股份有限公司董事会 二〇二五 ...

Core Viewpoint - The company disclosed that its wholly-owned subsidiary, Guizhou Chitianhua Tongzi Chemical Co., Ltd., conducted a self-inspection of tax matters and identified a tax payment obligation totaling 25.11 million yuan [1] Group 1 - The subsidiary needs to pay a total of 20.80 million yuan in tax and 4.32 million yuan in late fees, amounting to 25.11 million yuan [1] - As of the announcement date, all tax payments and late fees have been fully paid [1] - The tax authority has not imposed any administrative penalties related to this matter [1]

Core Viewpoint - The company, Chitianhua (600227.SH), announced that its wholly-owned subsidiary, Guizhou Chitianhua Tongzi Chemical Co., Ltd. (referred to as "Tongzi Chemical"), conducted a self-inspection of tax matters as required by the tax authority, resulting in a tax payment and late fees totaling 25.1142 million yuan [1] Group 1 - Tongzi Chemical is required to pay a total of 20.7988 million yuan in tax and 4.3154 million yuan in late fees, amounting to 25.1142 million yuan [1] - As of the announcement date, all tax payments and late fees have been fully paid [1] - The tax authority has not imposed any administrative penalties regarding this matter [1]

智通财经APP讯，赤天化(600227.SH)发布公告，公司全资子公司贵州赤天化桐梓化工有限公司(简称"桐 梓化工")近期根据主管税务机关要求对涉税事项开展了自查。经自查，桐梓化工需补缴税款2,079.88万 元，滞纳金431.54万元，合计2511.42万元。截至公告披露日，上述税款及滞纳金已全部缴纳完毕，主管 税务部门未对该事项给予行政处罚。 ...

Core Viewpoint - The company Chitianhua (600227.SH) faces significant operational challenges, highlighted by repeated safety violations and financial losses, raising concerns about its future performance and stability [1][5][6]. Regulatory Issues - Chitianhua's wholly-owned subsidiary, Guizhou Anjia Mining Co., received a fine of 700,000 yuan and a three-day production suspension due to safety violations related to unclear mining areas and unassessed water accumulation [1][2]. - This marks the second penalty for Anjia Mining in less than three months, indicating ongoing safety compliance issues [2][4]. - The company previously faced a fatal accident in July, resulting in a fine and suspension of safety licenses for responsible personnel [4]. Financial Performance - For the third quarter of 2025, Chitianhua reported total revenue of 4.39 billion yuan, a year-on-year decline of 31.1%, and a net loss of 1.04 billion yuan, a staggering decrease of 4960.36% [5][6]. - Cumulatively, the company has incurred losses exceeding 700 million yuan over the past four years, with a net profit margin of -9.72% [6]. - The company's gross margin stands at 8.9%, down 21.33 percentage points year-on-year, indicating severe profitability challenges [6]. Business Structure - Chitianhua's main revenue sources include urea products (55.06% of revenue), methanol (28.10%), and compound fertilizers (7.61%), while coal business contributes only 0.64% [8]. - Despite the low revenue contribution from coal, Anjia Mining holds significant assets, accounting for 22.95% of the company's total assets [8]. - The company operates primarily in Guizhou Province, with 69.62% of its revenue generated from this region [8].