Core Viewpoint - The announcement details the bankruptcy liquidation progress of Xinjiang Xinsai Shuanglu Mining Co., Ltd., a subsidiary of Xinjiang Sairim Modern Agriculture Co., Ltd., which has been unable to repay its debts and has lost its mining value [2][3]. Group 1: Bankruptcy Liquidation Details - Xinjiang Xinsai Shuanglu Mining Co., Ltd. applied for bankruptcy liquidation in 2019 due to its inability to repay due debts and lack of repayment capability [2]. - The bankruptcy application was accepted by the Intermediate People's Court of the Fifth Division of Xinjiang Production and Construction Corps, and a civil ruling was issued in 2020 confirming the bankruptcy [2]. - Recently, the court issued a new civil ruling indicating that the bankruptcy case has been substantially processed, and the application to terminate the bankruptcy proceedings has been approved [2]. Group 2: Impact on the Company - The bankruptcy liquidation of Xinjiang Xinsai Shuanglu Mining Co., Ltd. will not affect the current production and operation of Xinjiang Sairim Modern Agriculture Co., Ltd. [3]. - There will be no significant impact on the profit of the consolidated financial statements for the current period [3]. - The company will continue to monitor the bankruptcy liquidation process and fulfill its information disclosure obligations as required [3].

新疆赛里木现代农业股份有限公司 证券代码：600540 证券简称：新赛股份 公告编号：2025-042 新疆赛里木现代农业股份有限公司 关于控股子公司破产清算的进展公告 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。 1、终结新疆新赛双陆矿业有限公司破产程序； 2、准许新疆新赛双陆矿业有限公司管理人在破产程序终结后继续执行职务 至本院通知停止执行职务之日止。 三、对公司的影响 新赛双陆矿业的破产清算不会影响公司现有业务的生产经营，对当期合并会 一、新赛双陆矿业破产清算基本情况 新疆赛里木现代农业股份有限公司（以下简称"公司"）所属控股子公司新 疆新赛双陆矿业有限公司（以下简称"新赛双陆矿业"），因失去开采价值并关 停，不能清偿到期债务，且明显缺乏清偿能力，于2019年向新疆生产建设兵团第 五师中级人民法院申请破产清算，人民法院已受理破产清算申请。公司于2020 年收到新疆生产建设兵团第五师中级人民法院（2019）兵05民破1-2号《民事裁 定书》。法院裁定新疆新赛双陆矿业有限公司破产。 上述相关事项可详见公司于2019年8月1 ...

Market Overview - The planting industry sector experienced a decline of 1.92% on September 3, with Kangnong Seed Industry leading the drop [1] - The Shanghai Composite Index closed at 3813.56, down 1.16%, while the Shenzhen Component Index closed at 12472.0, down 0.65% [1] Individual Stock Performance - Kangnong Seed Industry (837403) closed at 26.42, down 10.74% with a trading volume of 93,300 shares and a transaction value of 271 million yuan [1] - Qiule Seed Industry (831087) closed at 17.00, down 6.54% with a trading volume of 95,500 shares and a transaction value of 169 million yuan [1] - Shennong Seed Industry (300189) closed at 4.81, down 4.94% with a trading volume of 1.614 million shares and a transaction value of 800 million yuan [1] - Other notable declines include: - Quanyin High-Tech (300087) down 3.75% - Xuecheng Biological (300511) down 3.51% [1] Capital Flow Analysis - The planting industry sector saw a net outflow of 378 million yuan from institutional investors, while retail investors contributed a net inflow of 208 million yuan [1] - The following stocks had significant capital flows: - Honghui Fruits and Vegetables (603336) saw a net inflow of 9.33 million yuan from institutional investors [2] - New Agricultural Development (600359) had a net inflow of 289.78 million yuan from institutional investors [2] - Wanxiang Denong (600371) experienced a net outflow of 297.60 million yuan from institutional investors but a net inflow of 285.48 million yuan from retail investors [2]

Financial Performance - The company reported a total revenue of 2.633 billion yuan for the first half of 2025, a year-on-year increase of 437.02% [1] - The net profit attributable to shareholders was 6.5172 million yuan, a decrease of 12.24% compared to the previous year [1] - In Q2 2025, the total revenue reached 1.418 billion yuan, up 625.57% year-on-year, while the net profit was -11.6735 million yuan, down 482.64% [1] Profitability Metrics - The gross margin improved to 2.09%, an increase of 89.11% year-on-year, while the net margin fell to 0.11%, a decrease of 89.86% [1] - The total of selling, administrative, and financial expenses was 74.4466 million yuan, accounting for 2.83% of revenue, a decrease of 70.96% year-on-year [1] - Earnings per share remained at 0.01 yuan, reflecting a decrease of 12.5% year-on-year [1] Cash Flow and Debt Analysis - The company reported operating cash flow per share of 3.06 yuan, a significant increase of 426.61% year-on-year [1] - Cash assets are considered healthy, with cash and cash equivalents amounting to 1.653 billion yuan, a year-on-year increase of 178.44% [1] - The company has a high level of interest-bearing debt, which increased by 70.10% to 2.257 billion yuan [1] Historical Performance and Investment Return - The company's historical return on invested capital (ROIC) has been poor, with a median of -2.29% over the past decade, and a worst year in 2016 showing -37.58% [3] - The company has reported losses in 7 out of 21 annual reports since its listing, indicating a generally weak financial performance [3]

Core Viewpoint - The document outlines the independent director system of Xinjiang Sailimu Modern Agriculture Co., Ltd, emphasizing the importance of independent directors in corporate governance and their responsibilities to protect the interests of all shareholders, particularly minority shareholders [2][3]. Summary by Sections General Principles - The independent director system is established to regulate the company's behavior and enhance the role of independent directors in corporate governance [2]. - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their independent judgment [2][3]. Responsibilities and Duties - Independent directors owe a duty of loyalty and diligence to the company and all shareholders, participating in decision-making, supervision, and providing professional advice [3]. - The proportion of independent directors on the board must not be less than one-third, including at least one accounting professional [3]. Qualifications and Independence - Independent directors must maintain independence and cannot be individuals with certain relationships or interests in the company [5]. - Candidates for independent directors must have relevant experience and knowledge, including at least five years in legal, accounting, or economic fields [6][7]. Nomination and Election Procedures - The board of directors or shareholders holding more than 1% of shares can propose independent director candidates, who are then elected by the shareholders' meeting [11]. - The nomination process requires the consent of the proposed candidates and a thorough review of their qualifications [12][13]. Rights and Powers - Independent directors have the right to independently hire intermediaries for audits or consultations and can propose the convening of shareholder meetings [20][21]. - They must ensure that they have sufficient time and resources to fulfill their responsibilities effectively [6][19]. Reporting and Communication - Independent directors are required to submit annual reports detailing their activities and interactions with shareholders [17]. - The company must provide necessary support and resources for independent directors to perform their duties [37][38]. Compliance and Record Keeping - Independent directors must keep detailed records of their activities and ensure compliance with relevant laws and regulations [16][19]. - The company is responsible for maintaining transparency and providing timely information to independent directors [39][40].

Core Viewpoint - The article outlines the investor relations management system of Xinjiang Sailimu Modern Agriculture Co., Ltd., emphasizing the importance of effective communication between the company and its investors to enhance understanding and recognition, thereby improving corporate governance and overall value [2][3]. Group 1: Principles of Investor Relations Management - The basic principles of investor relations management include compliance, equality, proactivity, and honesty [3][4]. - The company must treat all investors equally, especially small and medium-sized investors, and create opportunities for their participation [3]. - The company should proactively engage with investors, listen to their opinions, and respond to their requests in a timely manner [3][4]. Group 2: Communication Channels and Content - The company is required to communicate with investors through multiple channels, including its official website, Shanghai Stock Exchange website, and various media platforms [4][6]. - Key communication topics include the company's development strategy, legal information disclosure, operational management information, environmental, social, and governance information, and shareholder rights [6][7]. Group 3: Investor Engagement Activities - The company should organize various investor engagement activities such as shareholder meetings, investor briefings, roadshows, and analyst meetings to facilitate communication [7][8]. - The company must ensure that investor meetings are accessible, especially for small shareholders, and provide necessary time for questions and discussions [8][9]. Group 4: Responsibilities and Organization - The board chairman is designated as the person responsible for investor relations management, while the board secretary oversees the related affairs [10][11]. - The company must maintain a clear distinction between promotional materials and media reports, ensuring that media coverage remains objective and independent [12][13]. Group 5: Compliance and Training - Employees involved in investor relations management must possess good character, professional knowledge, and effective communication skills [13][14]. - The company is encouraged to provide systematic training for its controlling shareholders, directors, and senior management regarding investor relations management [13][14].

Core Viewpoint - The company has established a remuneration management system for its directors and senior management to enhance accountability and motivation, aligning their compensation with the company's long-term interests and performance [1][2]. Group 1: General Principles - The remuneration distribution for directors and senior management is based on principles that ensure alignment with the company's long-term interests, linking income levels to company performance and work objectives [2]. - The system emphasizes a combination of labor distribution and responsibilities, ensuring that remuneration reflects the value of the position and performance [2]. Group 2: Management Structure - The remuneration and assessment committee of the board of directors is responsible for formulating and reviewing the assessment standards and remuneration plans for directors and senior management [4]. - The board of directors is tasked with reviewing the remuneration of senior management, while the shareholders' meeting reviews the remuneration of directors [4]. Group 3: Remuneration Composition and Payment - Independent directors receive a fixed annual allowance, while external directors receive a quarterly allowance [7]. - The chairman and senior management are on an annual salary system, which includes a basic salary and performance-based salary, with the total not exceeding eight times the basic salary set by the local human resources department [5][6]. Group 4: Performance Assessment and Implementation - The remuneration and assessment committee sets annual performance indicators based on the company's operational goals, which serve as the basis for assessing the performance of directors and senior management [12]. - Adjustments to the remuneration scheme can be made based on the company's annual income, profit, and individual performance, subject to board approval for senior management and shareholder approval for directors [8][9]. Group 5: Remuneration Adjustment - The remuneration system is designed to support the company's development strategy and is adjusted according to changes in the company's operational performance [16]. - Adjustments to remuneration are based on regional and industry salary trends, company income and growth, strategic changes, and individual performance [17]. Group 6: Accountability Mechanism - Directors and senior management may face deductions or forfeiture of performance bonuses for serious violations of company policies or causing significant economic losses [19]. - The company implements an internal accountability mechanism for directors and senior management, which may include economic penalties or dismissal for significant operational failures [20].

Market Overview - The planting industry sector experienced a slight decline of 0.08% on August 29, with XinSai Co. leading the drop [1] - The Shanghai Composite Index closed at 3857.93, up by 0.37%, while the Shenzhen Component Index closed at 12696.15, up by 0.99% [1] Individual Stock Performance - Notable gainers in the planting sector included: - NuoPin (002215) with a closing price of 12.43, up by 1.06% and a trading volume of 348,100 shares, totaling 436 million yuan [1] - KangNong (837403) closed at 28.10, up by 0.90% with a trading volume of 62,300 shares, totaling 176 million yuan [1] - ShenNong (300189) closed at 5.08, up by 0.79% with a trading volume of 1,966,200 shares, totaling 1.016 billion yuan [1] - Decliners included: - BeiDaHuang (600598) closed at 14.89, down by 0.13% with a trading volume of 375,800 shares, totaling 565 million yuan [1] - NongFa (600313) closed at 6.46, down by 0.15% with a trading volume of 230,400 shares, totaling 150 million yuan [1] Capital Flow Analysis - The planting sector saw a net outflow of 99.91 million yuan from institutional investors, while retail investors contributed a net inflow of 92.37 million yuan [2] - The main capital inflow and outflow for specific stocks included: - ShenNong (300189) had a net inflow of 43.49 million yuan from main capital, but a net outflow of 23.61 million yuan from retail investors [3] - NuoPin (002215) experienced a net inflow of 22.96 million yuan from main capital, with a net outflow of 23.96 million yuan from retail investors [3] - XinSai (600540) had a net outflow of 2.11 million yuan from main capital, but a significant net inflow of 11.76 million yuan from retail investors [3]

Group 1 - The company plans to revise its articles of association and internal governance systems to enhance operational standards and protect investor rights, pending approval from the shareholders' meeting [1][3] - The company has proposed amendments to various internal governance documents, including rules for shareholder meetings and board meetings, which will take effect after shareholder approval [1][3] Group 2 - The company raised a total of RMB 559,999,990.29 through a non-public stock issuance, with a net amount of RMB 554,273,575.20 after deducting issuance costs [3][5] - As of June 30, 2025, the company has utilized RMB 231,474,399.89 of the raised funds, with a remaining balance of RMB 6,259,394.54 [5][6] Group 3 - The company has temporarily used RMB 320,000,000 of the raised funds to supplement working capital, with a plan to return the funds to the designated account by December 20, 2025 [15][16] - The company has not engaged in cash management with the raised funds as of June 30, 2025, and there are no instances of surplus funds being used for non-project purposes [16][17] Group 4 - The company has postponed the investment timeline for certain projects, including the "Huo County Coal Logistics Distribution Line Expansion Project," now expected to be completed by April 2026 [9][10] - The company is conducting a re-evaluation of the feasibility and expected returns of the postponed projects due to external market conditions affecting the coal industry [11][12] Group 5 - The company has changed the use of some raised funds, reallocating part of the funds from the "Hubei New Sai Agricultural Products Logistics Co., Ltd. Phase II Expansion Project" to the "Annual Processing of 200,000 Tons of Cottonseed Concentrated Protein and Deep Processing Project" [18][19] - As of June 30, 2025, the new project has received RMB 65,475,500 in funding, with a progress rate of 51.9% [19][21] Group 6 - The company has ensured compliance with regulatory requirements regarding the management and disclosure of raised funds, confirming no violations have occurred [21][22] - The company will hold a second extraordinary general meeting on September 16, 2025, to discuss various proposals, including those related to the raised funds [24][27]

Group 1 - The company has approved the cancellation of the supervisory board, with its functions to be transferred to the audit committee of the board of directors [7][24][28] - The company held its eighth board meeting on August 28, 2025, where all directors were present, and the meeting complied with legal requirements [4][6] - The company plans to revise its articles of association and internal governance systems to enhance governance structure and operational efficiency [9][30] Group 2 - The company reported that the 2025 semi-annual report was prepared and reviewed in accordance with legal and internal regulations, reflecting the actual situation of the company [21][23] - The company has adjusted its internal management structure, increasing the number of departments from five to seven to improve management efficiency [13][14] - The company will hold a second extraordinary general meeting in 2025 to discuss the approved proposals [16][17]