2025 年第五次（临时）股东会 会 议 资 料 2025 年 12 月 12 日 3 会议议程 会议召集人：国家电投集团远达环保股份有限公司董事会 会议主持人：陈斌董事长 会议时间：2025年12月12日14:30 会议地点：公司十二楼会议室，重庆两江新区黄环北路10号1栋 会议议程： 一、宣布会议开始 二、宣布会议出席情况 三、介绍会议基本情况，推选监票人、计票人 四、审议各项议案 五、填写表决票并投票 六、统计表决结果 七、宣布表决结果 八、宣布会议结束 4 | | | | 议题名称 | 页码 | | --- | --- | | 一、关于增加注册资本、变更公司名称并修订《公司章程》 | 1 | | 的议案 | | | 二、关于审议公司调整 2025 年日常关联交易预计额度及 | 3 | | 预计 2026 年日常关联交易额度的议案 | | | 三、关于续聘致同会计师事务所（特殊普通合伙）为公司 | 12 | | 2025 年度财务审计机构的议案 | | | 四、关于全资子公司特许经营公司投资揭阳前詹电厂 2× | 16 | | 1000MW 机组烟气治理特许经营项目暨关联交易的议案 | | 公司已完成重 ...

Core Viewpoint - As of December 4, a total of 128 stocks in the Shanghai and Shenzhen markets have experienced net buying from major funds for five consecutive days or more, indicating strong investor interest in these stocks [1] Group 1: Stocks with Significant Net Buying - The stock with the longest consecutive net buying days is Aucma, which has seen net buying for 18 consecutive trading days [1] - Other notable stocks with significant net buying days include Source Pet, Hangxiao Steel Structure, Juhe Shun, Longxing Technology, Yuanda Environmental Protection, Beiba Media, Samsung Medical, and Hefeng Co., Ltd. [1]

Core Viewpoint - In November 2025, A-share listed companies in China executed 9 private placements, a decrease of 36% year-on-year, while the actual fundraising amount reached approximately 34.461 billion yuan, an increase of 147% year-on-year [1][2]. Group 1: Fundraising Activities - A total of 9 private placements were completed in November 2025, with a total fundraising amount of approximately 34.461 billion yuan, marking a year-on-year increase of 147% but a month-on-month decrease of 8% [2][4]. - The top three companies by fundraising amount were: - Yuanda Environmental Protection raised 23.576 billion yuan by issuing 359,938.93 million shares at 6.55 yuan per share [4][5]. - Hushi Silicon Industry raised 6.716 billion yuan by issuing 44,740.55 million shares at 15.01 yuan per share [4][5]. - Hubei Energy raised 2.9 billion yuan by issuing shares at 4.85 yuan per share [4][5]. Group 2: Planned Fundraising - In November 2025, 29 private placement proposals were disclosed, with a planned fundraising amount of approximately 28.779 billion yuan, reflecting a year-on-year decrease of 34.53% [1][6]. - The companies with the largest planned fundraising amounts included: - Energy-saving Wind Power with a maximum of 3.6 billion yuan for green power projects [9][11]. - Shengxin Lithium Energy and Demingli, each planning to raise 3.2 billion yuan for various projects [9][11]. Group 3: Industry Distribution - The industrial sector led the fundraising activities with 3 completed placements totaling approximately 23.919 billion yuan [6][7]. - The consumer discretionary sector also had 3 placements, but with a significantly lower total of 6.07 million yuan [6][7]. - The information technology sector followed with 2 placements, raising a total of 7.036 billion yuan [6][7].

Group 1 - Liu Xiangjie, a director of the company, has resigned due to reaching retirement age, effective from the date the resignation report is received by the board [2] - Liu Xiangjie held positions as a director and member of the Audit and Risk Committee and the Compensation and Assessment Committee, and will not hold any other positions within the company or its subsidiaries post-resignation [2] - The resignation will not affect the minimum number of board members as per the Company Law and Articles of Association, and the company will proceed with the election of a new director [2] Group 2 - Liu Xiangjie has not held any shares in the company and has no outstanding commitments that he was required to fulfill [2] - The company expresses gratitude for Liu Xiangjie's contributions during his tenure, highlighting his diligence and commitment to the company's operations and development [2]

Core Viewpoint - The National Power Investment Corporation (国家电投) is accelerating capital operations through significant asset restructuring and IPOs of renewable energy assets, reflecting a trend towards asset securitization among state-owned enterprises [1][2][9]. Group 1: Asset Restructuring - Electric Power Investment Energy (电投能源) plans to acquire 100% equity of Baiyinhua Coal Power Co., Ltd. for 11.15 billion yuan, maintaining its core business focus [2]. - Electric Power Investment Capital Integration (电投产融) is revising its asset restructuring plan to acquire 100% equity of Electric Power Investment Nuclear (电投核能) for 55.39 billion yuan, while divesting its stake in the Capital Holding Company [2]. - Far East Environmental (远达环保) has completed acquisitions of 100% equity in Wuling Power Co., Ltd. and 64.93% in Guangxi Changzhou Hydropower Development Co., Ltd., expanding its business into hydropower and integrated renewable energy operations [4]. Group 2: IPOs of Renewable Energy Assets - Huadian New Energy (华电新能) raised 18 billion yuan through its IPO, with a total installed capacity of 82.14 million kilowatts, focusing on wind and solar power [6][7]. - China Resources New Energy (华润新能源) plans to raise 24.5 billion yuan through its IPO, with a focus on wind and solar power generation [6]. - China Electric Power Construction New Energy (电建新能) is also pursuing an IPO, aiming to raise 9 billion yuan, with a total installed capacity of 21.25 million kilowatts [7]. Group 3: Strategic Implications - The restructuring and IPO activities are part of a broader strategy to enhance the quality of state-owned enterprises and optimize asset structures, moving from traditional financing to strategic asset management [5][10]. - Analysts suggest that separating renewable energy assets into independent platforms can improve market valuation and attract investment due to their growth potential and alignment with national policies [8][11]. - The focus on renewable energy aligns with national goals for green transformation and carbon neutrality, making these assets more appealing to investors [8][11].

Core Points - Liu Xiangjie, a director of Yuanda Environmental Protection, has submitted his resignation due to retirement age [1] - Following his resignation, Liu will not hold any other positions within the company or its subsidiaries [1] Company Summary - Yuanda Environmental Protection (stock code: 600292) announced the resignation of director Liu Xiangjie [1] - Liu served on the Audit and Risk Committee and the Compensation and Assessment Committee of the board [1]

Group 1 - Liu Xiangjie has resigned from his position as a director of State Power Investment Corporation Yuan Da Environmental Protection Co., Ltd. due to reaching retirement age [1][3] - The resignation includes his roles on the Audit and Risk Committee and the Compensation and Assessment Committee, effective immediately upon the board's receipt of his resignation [1][3] - Liu Xiangjie did not hold any shares in the company at the time of his resignation and has no outstanding commitments [1][3] Group 2 - The resignation will not result in the board's membership falling below the legal minimum, and it is not expected to impact the company's operations [4]

二、离任对公司的影响 证券代码：600292 证券简称：远达环保 公告编号：2025-084 国家电投集团远达环保股份有限公司 关于公司董事刘向杰先生离任的公告 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。 一、离任的基本情况 公司董事刘向杰先生因到龄退休，已向董事会提交辞职报告， 辞去公司董事、董事会审计与风险委员会委员、董事会薪酬与考 核委员会委员职务。辞任后，刘向杰先生亦不在公司及控股子公 司担任其他职务，该辞任自公司收到辞职报告之日起生效。具体 如下： | | 离任职务 | 离任时间 | 原定任期 | 离任原因 | 是否继续在上 市公司及其控 | 具体职务 | 是否存在 未履行完 | | --- | --- | --- | --- | --- | --- | --- | --- | | 姓名 | | | 到期日 | | 股子公司任职 | （如适用） | 毕的公开 | | | 董事、审 | | | | | | 承诺 | | | 计与风险 委员会委 | 自公司收 | | | | | | | 刘向杰 | 员、董薪 | 到辞 ...

Core Points - The company held its 35th temporary board meeting on November 21, 2025, where several key resolutions were passed, including increasing registered capital, changing the company name, and revising the articles of association [1][56] - The company plans to change its name from "State Power Investment Group Yuanda Environmental Protection Co., Ltd." to "State Power Investment Group Hydropower Co., Ltd." to better reflect its core business focus following a major asset restructuring [56] - The registered capital will increase from RMB 780,816,890 to RMB 4,380,206,201 through the issuance of 3,599,389,311 shares to specific investors [57] Summary by Category Capital Increase and Name Change - The board unanimously approved the proposal to increase registered capital and change the company name, with all 11 votes in favor [1][56] - The new registered capital will be RMB 4,380,206,201, reflecting a significant increase to support the company's strategic transformation [57] Related Party Transactions - The board approved adjustments to the expected daily related party transaction limits for 2025 and 2026, with 6 votes in favor and 5 abstentions from related directors [3][41] - The adjustments are deemed necessary for normal business operations and are expected to be fair and reasonable, not harming the interests of minority shareholders [40][41] Audit Firm Appointment - The company renewed its appointment of Crowe Horwath as the financial audit firm for the fiscal year 2025, with unanimous approval from the board [5][21] - The audit fee for 2025 is set at RMB 2,681,000, reflecting an increase due to the expanded scope of the audit following the acquisition of new assets [18] Shareholder Meeting - A temporary shareholder meeting is scheduled for December 12, 2025, to discuss the approved resolutions, including the capital increase and name change [24][25] - The meeting will allow for both on-site and online voting, ensuring broader participation from shareholders [25][26]

Core Viewpoint - Yuan Da Environmental Protection (600292.SH) is seizing new opportunities in the "large thermal power" sector by advancing high-quality development of thermal power environmental concession projects through a "BOT + EPC" model [1] Group 1: Project Details - The concession company plans to establish a branch at the Qianzhan Power Plant, which will rely on the construction of desulfurization and denitrification facilities for its 2×1000MW units [1] - A concession agreement will be signed with the Qianzhan Power Plant to carry out flue gas treatment concession business [1] Group 2: Financial Estimates - The static investment estimate for the project is 322.21 million yuan, with desulfurization (including zero discharge of desulfurization wastewater) costing 197.32 million yuan and denitrification costing 124.89 million yuan [1] - Considering a construction period of 2 years, the dynamic investment estimate for the project is 331.58 million yuan [1] - The final investment amount will be determined based on the audited completion settlement amount [1] Group 3: Funding Structure - The Qianzhan branch will invest with 20% of its own funds and 80% through loans [1] - The construction phase of the concession facilities does not constitute a related party transaction [1]