Group 1 - The company LiuHua Co., Ltd. (SH 600423) announced on September 4 that its seventh board meeting was held to discuss the reappointment of the auditing firm for the fiscal year 2025 [1] - For the fiscal year 2024, LiuHua's revenue composition is as follows: organic chemical products account for 99.4%, while other businesses account for 0.6% [1] - As of the report date, LiuHua's market capitalization is 2.8 billion yuan [1]

General Principles - The purpose of the rules is to standardize the board's decision-making processes, improve operational efficiency, and protect investors' rights [1] - The board of directors is a permanent decision-making body responsible to the shareholders' meeting [2] Composition and Powers of the Board - The board consists of nine directors, including one chairman, three independent directors, and one employee director [2] - Directors are elected for a term of three years, with independent directors limited to a maximum of six years [2] - The board has the authority to convene shareholder meetings, execute resolutions, and determine the company's operational plans and investment proposals [3][4] Committees - The board has four specialized committees: Strategy Committee, Audit Committee, Nomination Committee, and Compensation and Assessment Committee [2] - Independent directors must constitute a majority in the Audit, Nomination, and Compensation Committees [2] Meeting Procedures - The board must hold at least two meetings annually, with a ten-day notice period for all directors [5] - Shareholders holding more than 1/10 of voting rights can propose a temporary board meeting [5] - Meetings can be conducted in person or through electronic means, ensuring all directors can express their opinions [6][7] Voting and Resolutions - Each director has one vote, and resolutions require a majority of the directors present to be valid [8][9] - Directors must avoid voting on proposals where they have a conflict of interest [9] - Meeting records must be maintained, detailing attendance, discussions, and voting outcomes [10][11] Implementation and Amendments - The rules are an attachment to the company's articles and will be revised in accordance with changes in relevant laws and regulations [11] - The board is responsible for interpreting these rules [11]

General Principles - The rules aim to standardize the operation of the shareholders' meeting of Liuzhou Chemical Co., Ltd. to enhance efficiency and protect shareholders' rights [1][2] - The company must strictly follow laws, regulations, and its articles of association when convening shareholders' meetings [1][2] Convening Shareholders' Meetings - Shareholders' meetings are categorized into annual and temporary meetings, with annual meetings held within six months after the end of the previous fiscal year [1][2] - Temporary meetings must be convened within two months upon request by independent directors or under specific legal conditions [1][2] Legal Opinions and Notifications - The company must hire a lawyer to provide legal opinions on the legality of the meeting's procedures, participant qualifications, and voting results [2][3] - The board of directors must respond to requests for temporary meetings within ten days and notify shareholders within five days if approved [2][3] Proposals and Notifications - Shareholders holding at least 1% of shares can propose temporary items ten days before the meeting [5][6] - Notifications must include detailed information about proposals and the meeting logistics, ensuring transparency for shareholders [6][7] Attendance and Registration - All shareholders registered by the record date have the right to attend the meeting, and the company cannot refuse attendance [22][23] - Shareholders must complete registration procedures to attend, either in person or through authorized representatives [25][26] Meeting Procedures - The meeting must be held at the company's registered location, and provisions for online participation must be made [30][31] - The chairman of the board or designated representatives will preside over the meeting, ensuring order and adherence to the agenda [33][34] Voting and Resolutions - Voting must be conducted in a transparent manner, with results announced immediately after the meeting [50][52] - Resolutions require a simple majority for ordinary decisions and a two-thirds majority for special resolutions [56] Record Keeping - Meeting minutes must be accurately recorded, detailing attendance, proposals, discussions, and voting outcomes [57][58] - The company must ensure that all records are preserved for at least ten years [58]

Group 1 - The board of directors of Liuzhou Chemical Co., Ltd. held its fourth meeting of the seventh session on September 4, 2025, with all seven directors present, complying with legal and regulatory requirements [1][2] - The board approved several proposals, including the expansion of business scope, the cancellation of the supervisory board, and amendments to the company's articles of association [1][2] - The board also proposed to reappoint Lixin Certified Public Accountants (Special General Partnership) as the company's auditing firm for the year 2025, based on the audit committee's review of the firm's qualifications and capabilities [2] Group 2 - The proposals approved by the board will be submitted for review at the company's first extraordinary general meeting of shareholders in 2025 [2]

Group 1 - The company, Liuzhou Chemical Co., Ltd., is convening its first extraordinary general meeting of shareholders in 2025 on September 23, 2025, at 14:30 [1][4] - The meeting will utilize a combination of on-site and online voting methods, with online voting available through the Shanghai Stock Exchange's system on the same day [1][2] - Shareholders must register to attend the meeting, with registration available on specific dates prior to the meeting [6] Group 2 - The meeting will review a non-cumulative voting proposal regarding the appointment of the auditing firm for the year 2025, which has already been approved by the company's board [2][7] - Shareholders holding multiple accounts can aggregate their voting rights across all accounts for the same class of shares [3][5] - The company will provide meeting materials on the Shanghai Stock Exchange's website before the meeting [2]

Core Viewpoint - The company intends to reappoint Lixin Certified Public Accountants (Special General Partnership) as its auditing firm for the fiscal year 2025, pending approval from the shareholders' meeting [1][7]. Group 1: Audit Firm Information - Lixin Certified Public Accountants was founded in 1927 and is a member of the international accounting network BDO, with a registered address in Shanghai [1]. - As of the end of 2024, Lixin has 296 partners, 2,498 registered accountants, and a total of 10,021 employees, with 743 registered accountants having signed audit reports for securities services [2]. - Lixin's audited business revenue for 2024 was 4.748 billion yuan, with audit business revenue at 3.672 billion yuan and securities business revenue at 1.505 billion yuan [2]. Group 2: Legal and Compliance History - Lixin has a professional risk fund of 171 million yuan and a cumulative compensation limit of 1.05 billion yuan for purchased professional insurance, which covers civil liability due to audit failures [2]. - In the past three years, Lixin has faced five administrative penalties and 43 supervisory measures, but has not faced any criminal penalties or disciplinary actions [4][6]. Group 3: Audit Fees - The audit fee for 2025 is set at 500,000 yuan, comprising 300,000 yuan for financial statement audits and 200,000 yuan for internal control audits [6][7]. - The audit fee for 2024 was 550,000 yuan, with 350,000 yuan for financial statement audits and 200,000 yuan for internal control audits [6]. Group 4: Board and Committee Review - The company's audit committee has reviewed Lixin's professional competence, investor protection capability, independence, and integrity, and has recommended reappointment [6][7]. - The board of directors has approved the proposal to reappoint Lixin as the auditing firm for 2025, which will take effect upon approval by the shareholders' meeting [7].

General Provisions - The company is established as a joint-stock limited company in accordance with the Company Law and other relevant regulations [1][2] - The registered capital of the company is RMB 798,695,026 [2] - The company is a permanent joint-stock limited company [2] Business Objectives and Scope - The company's business objective is to be a high-tech, environmentally friendly fertilizer and chemical enterprise, focusing on research, production, and sales of chemical products [3][4] - The business scope includes the production and sales of various chemical products, including hydrogen peroxide, fertilizers, and industrial chemicals [4] Shares - The company's shares are issued in the form of stocks, with a par value of RMB 1 per share [6][18] - The total number of shares issued by the company is 798,695,026, all of which are ordinary shares [6] Shareholder Rights and Obligations - Shareholders have rights to dividends, attend meetings, supervise the company, and transfer their shares [11][34] - Shareholders must comply with laws and the company's articles of association, and they cannot withdraw their capital except as legally permitted [15][40] Shareholder Meetings - The company holds annual shareholder meetings within six months after the end of the fiscal year [68] - Special meetings can be called under specific circumstances, such as when shareholders holding more than 10% of shares request it [69][70] Transactions and Disclosures - The company must disclose transactions that exceed certain thresholds, including asset sales and financial assistance [50][51] - Related party transactions must be disclosed if they exceed specified amounts, ensuring transparency [62][63]

Core Viewpoint - Liu Chemical Co., Ltd. is expanding its business scope, abolishing the supervisory board, and revising its articles of association to enhance corporate governance and operational efficiency [1][2][3]. Business Scope Expansion - The company plans to add "production and sales of food additive hydrogen peroxide" to its existing business scope to meet business development needs [1][2]. Abolishment of Supervisory Board - The supervisory board will be abolished to improve the corporate governance structure, with the audit committee of the board taking over the supervisory functions as per relevant laws and regulations [1][2][3]. Revision of Articles of Association - The articles of association will be revised to reflect the changes in business scope and the abolishment of the supervisory board, including the modification of terms related to "shareholders' meeting" and "supervisory board" [2][3]. Attachment and Documentation - The company will provide detailed comparison tables of the revisions to the articles of association and the rules for shareholders' and board meetings as attachments to the announcement [2][3].

柳州化工股份有限公司 股东会议事规则 （2025 年 9 月修订草案） 第一章 总则 第一条 为规范柳州化工股份有限公司（以下简称"公司"）股东会运作程 序，提高工作效率，保障全体股东的合法权益，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》及其他相关法律、法规和公司章程的有关规 定，制定本规则。 第二条 公司股东会的召集、提案、通知、召开等事项适用本规则。 第三条 公司应当严格按照法律、行政法规、上市公司股东会规则、公司章 程的规定召开股东会，保证股东能够依法行使权利。 公司董事会应当切实履行职责，认真、按时组织股东会。公司全体董事应当 勤勉尽责，确保股东会正常召开和依法行使职权。 第四条 股东会应当在《公司法》和公司章程规定的范围内行使职权。 第二章 股东会的召集 第五条 股东会分年度股东会和临时股东会。年度股东会每年召开一次，并 应于上一会计年度结束后的6个月内举行。 临时股东会不定期召开，出现《公司法》第一百一十三条及公司章程第六十 九条规定或独立董事提议召开时，应当在两个月内召开临时股东会。 第六条 公司召开股东 ...

重要内容提示： 拟续聘的会计师事务所名称：立信会计师事务所（特殊普通合伙） 柳州化工股份有限公司（以下简称"公司"）第七届董事会第四次会议审议通过了关于续聘立信会计师事 务所（特殊普通合伙）为公司 2025 年度审计机构的议案，本事项尚需提交公司股东会审议，并自公司股东会 批准之日起生效。现将相关事项具体内容公告如下： 一、拟聘任会计师事务所的基本情况 股票代码：600423 股票简称：柳化股份 公告编号：2025-041 柳州化工股份有限公司 关于续聘会计师事务所的公告 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）机构信息 1.基本信息 立信会计师事务所（特殊普通合伙）（以下简称"立信"）由我国会计泰斗潘序伦博士于 1927 年在上海 创建，1986 年复办，2010 年成为全国首家完成改制的特殊普通合伙制会计师事务所，注册地址为上海市，首 席合伙人为朱建弟先生。立信是国际会计网络 BDO 的成员所，长期从事证券服务业务，新证券法实施前具有 证券、期货业务许可证，具有 H 股审计资格，并已向美国公众公司会计监督委员 ...