广晟有色金属股份有限公司章程修订对照表 | 序号 | 修订前 | 修订后 | | --- | --- | --- | | | 第一条 为维护公司、股东和 债权人的合法权益，规范公司的组 | 第一条 为维护公司、股东， 职工和债权人的合法权益，规范公 | | | 织和行为，根据《中华人民共和国 | 司的组织和行为，根据《中华人民 | | 1 | 公司法》(以下简称"《公司法》")、 | 共和国公司法》(以下简称"《公司 | | | 《中华人民共和国证券法》（以下 | 法》")、《中华人民共和国证券法》 | | | 简称《证券法》）、《中国共产党 | （以下简称《证券法》）、《中国 | | | 章程》（以下简称《党章》）和其 | 共产党章程》（以下简称《党章》） | | | 他有关规定，制订本章程。 | 和其他有关规定，制订本章程。 | | | 第二条 公司经海南省股份制 | 第二条 公司系依照 《公司法》 | | | 试点领导小组办公室批准，以定向 | 《证券法》和其他有关规定成立的 | | | 募集方式设立；在海南省市场监督 | 股份有限公司(以下简称"公司")。 | | | 管理局注册登记，取得营业执照， ...

证券简称：广晟有色 证券代码：600259 公告编号：临2025-040 广晟有色金属股份有限公司 关于撤销监事会、修订《公司章程》 及相关制度的公告 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。 根据 2024 年 7 月 1 日生效实施的新《中华人民共和国公司法》、 中国证监会发布的"关于新《公司法》配套制度规则实施相关过渡期 安排"以及《上市公司章程指引（2025 年修订）》等相关规定，提 高上市公司质量，切实保障中小投资者的合法权益，广晟有色金属股 份有限公司（以下简称"公司"）于 8 月 28 日召开第九届董事会 2025 年第六次会议审议通过了《关于撤销监事会及监事的议案》、《关于 修订<公司章程>及相关制度的议案》。 一、撤销监事会情况 为进一步精简监督机制、提高决策及运营效率，公司拟撤销监事 会，不再设置监事会，监事会的职权由董事会审计委员会行使，《监 事会议事规则》相应废止。 但在公司股东大会审议通过取消监事会事项之前，公司第九届监 事会仍将严格按照有关法律、法规和《公司章程》的规定继续履行监 督职能，维 ...

Group 1 - The small metals sector experienced a significant increase of 3.66% on August 29, with Guangsheng Nonferrous leading the gains [1] - The Shanghai Composite Index closed at 3857.93, up 0.37%, while the Shenzhen Component Index closed at 12696.15, up 0.99% [1] - Key stocks in the small metals sector showed notable price increases, with Guangsheng Nonferrous and China Rare Earth both rising by 10% [1] Group 2 - The small metals sector saw a net inflow of 135 million yuan from institutional investors, while retail investors experienced a net outflow of 335 million yuan [2] - The trading volume and turnover for key stocks in the small metals sector were substantial, with China Rare Earth achieving a turnover of 5.201 billion yuan [1][2] - The data indicates a mixed sentiment among different investor types, with institutional investors showing confidence while retail investors withdrew funds [3]

Group 1 - The core viewpoint is that the recent regulatory measures on rare earths by the Chinese government are leading to an increase in rare earth product prices, reflecting the effectiveness of market control [3][4] - The Ministry of Industry and Information Technology, along with other governmental bodies, has implemented a temporary management method for the total amount of rare earth mining and separation, which is now in effect [3] - The recent export control measures on certain rare earth materials, including samarium and terbium, are aimed at regulating the market and ensuring compliance with national standards [3] Group 2 - According to Dongfang Securities, the strategic value of the rare earth sector is expected to rise as the governance capabilities of the state improve, leading to a potential increase in valuation premiums for leading companies in the sector [4] - As of July 31, 2025, the top ten weighted stocks in the CSI Rare Metal Theme Index account for 55.85% of the index, indicating a concentration of investment in key players like Northern Rare Earth and Salt Lake Co [4] - The performance of individual stocks within the rare earth sector shows positive growth, with notable increases in stock prices for companies such as Salt Lake Co (3.56%) and Northern Rare Earth (3.42%) [6]

Core Insights - The rare metals theme index has seen a strong increase of 3.49%, with key stocks such as Guangsheng Nonferrous and China Rare Earth hitting the daily limit up, indicating robust market performance [1] - The rare metals ETF has also experienced significant growth, with a recent scale reaching 1.914 billion, marking a new high since its inception [3] Market Performance - The rare metals ETF recorded a turnover rate of 7.54% during the trading session, with a transaction volume of 148 million [3] - Over the past week, the ETF has averaged daily transactions of 179 million, leading among comparable funds [3] - The ETF's net asset value has increased by 84.56% over the past year, ranking it 427 out of 2985 in the index stock fund category, placing it in the top 14.30% [3] Investment Opportunities - Institutions highlight that the limited reserves and high extraction difficulty of strategic minor metals, combined with rapid growth in downstream demand from sectors like new energy and semiconductors, are intensifying supply-demand conflicts [4] - The lithium sector is expected to see catalytic opportunities due to the acceleration of solid-state battery commercialization and explosive energy storage demand, with a focus on cost-effective lithium extraction companies [4] - The rare earth sector is anticipated to maintain strong prices due to export controls and increasing downstream demand [4] Key Stocks - The top ten weighted stocks in the rare metals theme index account for 55.85% of the index, with notable companies including Northern Rare Earth, Salt Lake Co., and Ganfeng Lithium [4] - The performance of individual stocks includes Salt Lake Co. up by 3.66%, Northern Rare Earth up by 2.37%, and Ganfeng Lithium up by 4.69%, reflecting positive market sentiment [6]

Group 1 - A-shares experienced significant activity with 52 stocks hitting the daily limit up and 3 stocks hitting the limit down on August 29 [1] - The non-ferrous metal sector, particularly tungsten concept stocks, showed strong performance with Guangsheng Nonferrous Materials hitting the limit up [1] - Solid-state battery concept stocks also surged, with Guoxuan High-Tech and Xian Dao Intelligent both reaching the limit up [1] - The energy metals sector saw gains, highlighted by Shengtun Mining hitting the limit up [1] Group 2 - Tianpu Co., Ltd. achieved a six-day consecutive limit up, while Changfei Optical Fiber and *ST Mubang recorded four limit ups in five days [1] - Other notable stocks include Dechuang Environmental Protection with four consecutive limit ups, and *ST Weier with three limit ups in four days [1] - Agricultural products and Jianye Co., Ltd. both achieved three consecutive limit ups, while Shengtai Group and Yaxing Chemical had four limit ups in two days [1] - China Rare Earth and Sanwei Communication recorded two consecutive limit ups, while China Jushi and Tongfu Microelectronics also hit the limit up [1] Group 3 - *ST Gaohong faced a continuous decline with 15 consecutive limit downs, alongside *ST Yazhen and Chunz中科技 also hitting the limit down [2]

Summary of Key Points from the Conference Call Industry Overview - The conference call focuses on the rare earth industry, particularly the dynamics surrounding rare earth materials and their market conditions [1][2][3]. Core Insights and Arguments - **Market Volatility**: The Wuxi electronic trading market experienced a significant drop, impacting rare earth stocks, yet the spot market remains tight, with expectations of stable prices driven by year-end demand for new energy vehicles [1][2]. - **New Policy Impact**: Recent policies require rare earth mining and smelting companies to possess national qualifications, favoring state-owned enterprises (SOEs) and leading to market consolidation among top firms [4][5]. - **Processing Fees Surge**: Heavy rare earth processing fees have surged from 1,500 RMB to nearly 20,000 RMB per ton since late July, indicating a significant shift in market supply and demand dynamics [6][7]. - **Supply and Demand Expectations**: Despite price fluctuations in electronic trading, the actual supply-demand situation remains tight, with increasing demand anticipated during the new energy vehicle peak season [3]. - **Market Stages**: The rare earth industry has undergone three phases: post-export control price increases, price hikes led by leading firms, and the current phase of policy implementation and processing fee increases [8]. Additional Important Content - **Myanmar Supply Disruption**: The anticipated shutdown of ion mines in Myanmar could exacerbate supply tightness, benefiting companies like China Rare Earth and Guangsheng Nonferrous [9]. - **Investment Opportunities**: Companies such as China Rare Earth and Guangsheng Nonferrous are highlighted as having significant investment potential, with expected growth rates of over 50%. Baogang and Northern Rare Earth are also noted for their potential [10]. - **Export Data Outlook**: Positive growth in export data is expected in the coming months, which will likely enhance market sentiment and support stock price increases for related companies [11].

Group 1 - The small metals sector increased by 3.78% on August 28, with Chinese rare earths leading the gains [1] - The Shanghai Composite Index closed at 3843.6, up 1.14%, while the Shenzhen Component Index closed at 12571.37, up 2.25% [1] - Notable performers in the small metals sector included China Rare Earths, which rose by 10.00% to a closing price of 53.02, and Xianglu Tungsten Industry, which also increased by 10.00% to 12.76 [1] Group 2 - The small metals sector experienced a net outflow of 754 million yuan from institutional investors, while retail investors saw a net inflow of 341 million yuan [2] - The main capital flow data indicated that China Rare Earths had a net inflow of 1.81 billion yuan from institutional investors, despite a net outflow of 1.14 billion yuan from speculative funds [3] - Other companies like Yunnan Pig Industry and Xianglu Tungsten Industry also showed varied capital flows, with Yunnan Pig Industry experiencing a net inflow of 243 million yuan from institutional investors [3]

Core Viewpoint - The recent release of the "Interim Measures for Total Control Management of Rare Earth Mining and Separation" aims to strengthen the management of rare earth mining and separation, with a focus on total quantity control and regulatory compliance in the industry [2][3]. Group 1: Regulatory Changes - The new measures include the incorporation of imported and processed rare earth products into total quantity control management, providing a legal basis for regulating imported minerals [2]. - The Ministry of Industry and Information Technology, in conjunction with the Ministry of Natural Resources and the National Development and Reform Commission, will set annual control indicators based on various factors including economic development goals and market demand [2][3]. Group 2: Industry Compliance - Only rare earth production enterprises designated by the Ministry of Industry and Information Technology and the Ministry of Natural Resources are allowed to engage in rare earth mining and separation, enhancing industry compliance [3]. - A traceability information system for rare earth products will be established, requiring production enterprises to record and report the flow of rare earth products, which aims to eliminate illegal operations in the sector [3]. Group 3: Investment Opportunities - The report suggests a long-term perspective on rare earth upstream companies, recommending attention to companies such as Northern Rare Earth (600111.SH), China Rare Earth (00769), and Guangxi Chuangsheng Nonferrous Metals (600259.SH) [1].

Core Viewpoint - The newly released "Interim Measures for the Total Control Management of Rare Earth Mining and Separation" aims to strengthen the management of rare earth mining and separation in China, incorporating both imported and processed rare earth products into the total control framework [1][2][3]. Summary by Relevant Sections Total Control Management - The total control direction remains unchanged, with a significant emphasis on including imported and processed rare earth products in the total control management [3]. - The Ministry of Industry and Information Technology, in collaboration with the Ministry of Natural Resources and the National Development and Reform Commission, will formulate annual control indicators based on various factors such as economic development goals and ecological protection [3]. Production Enterprises - The identification of rare earth production enterprises will be determined by the Ministry of Industry and Information Technology and the Ministry of Natural Resources, restricting other organizations and individuals from engaging in rare earth mining and separation [3]. Traceability System - Rare earth production enterprises are required to establish a tracking system for the flow of rare earth products, ensuring accurate records and monthly reporting to the relevant authorities [4]. - The implementation of the traceability system is expected to regulate the industry and eliminate illegal activities related to "gray and black rare earths" [4]. Investment Recommendations - The current optimization of the supply side in the rare earth sector, particularly the inclusion of separation plants under management, is expected to enhance supply-side integration [4]. - A long-term perspective is recommended for viewing upstream rare earth companies, with a focus on major players such as Northern Rare Earth, China Rare Earth, and Guangxi Nonferrous [5].