山煤国际能源集团股份有限公司 信息披露管理制度 山煤国际能源集团股份有限公司 信息披露管理制度 第一章 总 则 第一条 为规范山煤国际能源集团股份有限公司（以下简称"公司"）信息披 露行为，促进公司规范运作，保证公司真实、准确、完整、及时地披露信息，保 护投资者合法权益，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》"）、 《上市公司信息披露管理办 法》 （以下简称"《管理办法》"））、 《上海证券交易所股票上市规则》 （以下简称"《上 市规则》"） 《上海证券交易所上市公司自律监管指引第 2 号--信息披露事务管理》 等相关法律、法规、规范性文件及《公司章程》的规定，结合公司实际情况，制 定本制度。 第二条 本制度所称"信息"是指可能对公司股票、公司债券、存托凭证和 国务院依法认定的其他证券价格产生较大影响而投资者尚未得知的重大信息，以 及中国证监会及其派出机构、上海证券交易所要求披露的任何信息。 本制度所称"披露"是指在规定的时间内、在证券交易所的网站和符合国务 院证券监督管理机构规定条件的媒体上、以规定的方式向社会公众公布前述信息， 并按规定报 ...

Core Points - The document outlines the fundraising management system of Shanmei International Energy Group Co., Ltd, aiming to standardize the management and use of raised funds, enhance efficiency, and protect investors' rights [1][2] Fundraising Management - The funds raised are defined as money obtained through the issuance of stocks or other equity-like securities for specific purposes, excluding funds raised for equity incentive plans [1] - The company must ensure that raised funds are used specifically for their intended purposes, aligning with national industrial policies and legal regulations [2][5] - The board of directors is responsible for timely disclosure of the usage of raised funds and must monitor the management and usage to prevent investment risks [2][5] Fund Storage - The company must prudently select commercial banks for storing raised funds and establish dedicated accounts for centralized management [3][4] - If the company has multiple financings, separate dedicated accounts must be set up for each [3] Fund Usage - The company must adhere to specific requirements for the application, approval, decision-making, risk control, and information disclosure regarding the use of raised funds [5][6] - Funds should primarily be used for main business operations and cannot be used for financial investments or to benefit controlling shareholders or related parties [6][7] - If a project funded by raised funds is delayed, the company must seek board approval and disclose reasons and plans for completion [12][13] Changes in Fund Direction - Any changes in the use of raised funds must be approved by the board and disclosed to shareholders [21][22] - The company must ensure that new projects funded by raised funds enhance competitiveness and innovation [22][24] Reporting and Supervision - The company is required to prepare and disclose a special report on the management and usage of raised funds at least semi-annually [27][28] - Independent financial advisors must conduct ongoing supervision and provide reports on the management of raised funds [15][18] Accountability and Penalties - The company will hold individuals accountable for violations of the fundraising management system, with penalties ranging from warnings to termination of employment [29][30]

Core Viewpoint - The report highlights a significant decline in the company's financial performance for the first half of 2025, with a notable drop in revenue and profit due to adverse market conditions in the coal industry [2][3]. Company Overview and Financial Indicators - Company Name: Shanxi Coal International Energy Group Co., Ltd [2] - Total Revenue: CNY 9.66 billion, a decrease of 31.28% compared to the same period last year [6]. - Total Profit: CNY 1.37 billion, down 47.29% year-on-year [6]. - Net Profit attributable to shareholders: CNY 654.98 million, a decline of 49.25% [6]. - Total Assets: CNY 41.20 billion, an increase of 2.03% from the previous year [6]. - Net Assets: CNY 15.94 billion, down 3.33% from the previous year [6]. Industry and Business Analysis Macroeconomic Overview - The national GDP for the first half of 2025 was CNY 66.05 trillion, growing by 5.3% year-on-year [3]. - Consumer price index (CPI) decreased by 0.1% [3]. - Final consumption expenditure contributed 52.0% to economic growth, adding 2.8 percentage points to GDP [3]. Coal Supply and Demand - Domestic raw coal production reached 2.4 billion tons, up 5.4% year-on-year, with Shanxi province showing a 10.1% increase [3]. - Coal imports fell to 220 million tons, a decrease of 11.1% [3]. - National electricity consumption reached 4.8 trillion kWh, growing by 3.7% [3]. Company Operations - The company produced 17.82 million tons of raw coal, an increase of 15.86% year-on-year [3]. - Coal sales revenue was CNY 5.76 billion, down 29.59%, with sales volume at 10.35 million tons, a decrease of 13.19% [3]. - The average selling price of coal was CNY 556.34 per ton [3]. Financial Performance Analysis - The company's operating income for the first half of 2025 was CNY 9.66 billion, down 31.28% from the previous year [12]. - Operating costs decreased by 28.76% to CNY 6.62 billion [12]. - The net cash flow from operating activities was negative CNY 469.28 million, a decline of 119.71% [12]. Risk Management and Safety - The company emphasizes safety management and environmental protection, implementing over 20 safety management systems [7]. - The company aims for zero accidents and has established a robust safety production standardization process [7]. Strategic Initiatives - The company is focusing on optimizing production organization and enhancing operational efficiency [8]. - It aims to expand its market presence in Jiangsu, Hubei, and Hunan provinces while maintaining stable customer relationships [9].

山煤国际能源集团股份有限公司2025 年半年度报告摘要 公司代码：600546 公司简称：山煤国际 山煤国际能源集团股份有限公司 山煤国际能源集团股份有限公司2025 年半年度报告摘要 第一节 重要提示 展规划，投资者应当到上海证券交易所网站（http://www.sse.com.cn/）网站仔细阅读半年度报 告全文。 完整性，不存在虚假记载、误导性陈述或重大遗漏，并承担个别和连带的法律责任。 本报告期不进行利润分配，不实施资本公积金转增股本。 山煤国际能源集团股份有限公司2025 年半年度报告摘要 第二节 公司基本情况 公司股票简况 股票种类 股票上市交易所 股票简称 股票代码 变更前股票简 称 A股 上海证券交易所 山煤国际 600546 中油化建 联系人和联系方式 董事会秘书 证券事务代表 姓名 李艳英 成恺 电话 0351-4645546 0351-4645546 办公地址 太原市小店区晋阳街162号 太原市小店区晋阳街162号 电子信箱 smzqb@smgjny.com smzqb@smgjny.com 单位：元 币种：人民币 本报告期末比上年 本报告期末 上年度末 度末增减(%) 总资产 41,1 ...

证券代码：600546 证券简称:山煤国际 公告编号：临 2025-030 号 山煤国际能源集团股份有限公司 第八届董事会第三十二次会议决议公告 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。 山煤国际能源集团股份有限公司（以下简称"公司"）第八届董事会第三十 二次会议（以下简称"本次会议"）通知于2025年8月15日以送达、邮件形式向 公司全体董事发出，本次会议于2025年8月27日在太原市小店区晋阳街162号三层 会议室以现场方式召开。本次会议应到董事11人，实到董事11人。会议的召集、 召开及表决程序符合《中华人民共和国公司法》及《公司章程》的规定。本次会 议由公司董事长孟君先生主持，公司监事及高级管理人员列席了本次会议，经与 会董事认真审议，形成董事会决议如下： 一、审议通过《关于<2025 年半年度报告及摘要>的议案》 本议案已经公司董事会审计委员会审议通过。 表决结果：11 票同意，0 票反对，0 票弃权。 二、审议通过《关于调整公司组织机构的议案》 为进一步优化公司组织架构，提高管理效率，加强安全生产管理，公司决 ...

Core Points - The company held the 15th meeting of the 8th Supervisory Board on August 27, 2025, with all 7 supervisors present, complying with relevant laws and regulations [1][2] - The Supervisory Board approved the "2025 Semi-Annual Report and Summary," confirming that the report is true, accurate, and complete, reflecting the company's financial status and operational results for the first half of 2025 [1][2] - The Supervisory Board also approved the proposal for new expected daily related transactions for 2025, with unanimous support from all supervisors [2]

Group 1 - The company, Shanmei International Energy Group Co., Ltd., is convening its second extraordinary general meeting of shareholders for 2025 on September 16, 2025, at 15:00 [1][3] - The meeting will take place at the conference room on the third floor, located at 162 Jinyang Street, Xiaodian District, Taiyuan City [1][3] - Shareholders can vote through the Shanghai Stock Exchange's online voting system, with voting available from 9:15 to 15:00 on the day of the meeting [1][2] Group 2 - The agenda for the meeting includes several non-cumulative voting proposals that have been approved by the company's board of directors on August 27, 2025 [2][3] - Shareholders must complete voting for all proposals before submission [4] - The meeting is open to shareholders registered by the close of trading on September 9, 2025, and they may appoint proxies to attend and vote [4][5] Group 3 - Individual shareholders must present their ID and shareholder account card to attend the meeting, while corporate shareholders must provide their business license and relevant documentation [5][6] - Proxies must carry the necessary identification and authorization documents to register for the meeting [5][6] - The company has provided contact information for inquiries related to the meeting [5][6]

Core Viewpoint - The announcement details the expected daily related transactions for 2025 by Shanxi Coal International Energy Group Co., Ltd, emphasizing that these transactions are necessary for the company's operations and will not significantly impact its financial status or independence [1][4]. Group 1: Daily Related Transactions Overview - The newly added daily related transactions for 2025 do not require shareholder meeting approval as per the company's board resolution [1][2]. - The board's decision was made with the participation of non-related directors, ensuring fairness in the voting process [1][2]. - The expected amount for the newly added transactions is 5,000 million RMB, bringing the total expected amount for 2025 to 22,000 million RMB [2][4]. Group 2: Related Parties and Relationships - The related parties include Shanxi Coal Group Co., Ltd and its oil products branch, both of which are part of the same corporate group [3][4]. - Shanxi Coal Group Co., Ltd was established on October 12, 2001, with a registered capital of 1,062,322.99 million RMB, focusing on coal mining and related services [2][3]. Group 3: Transaction Pricing and Impact - The pricing policy for these related transactions is based on fair market prices, ensuring that the transactions are conducted on a fair and reasonable basis [4]. - The transactions are deemed necessary for the company's normal operations and align with its long-term development strategy, with no adverse effects anticipated on financial results or independence [4].

Group 1 - The financial company, established in December 2009, is primarily owned by Shanxi Coking Coal Group Co., Ltd. with an 80% stake and has a registered capital of 3.55 billion RMB [1][2] - The financial company provides various services including deposit acceptance, loan processing, bill discounting, and financial consulting for its member units [2][3] - The company has a robust internal control and risk management framework, including a governance structure with a board of directors and various committees to oversee risk management [3][4] Group 2 - As of June 2025, the financial company reported total assets of approximately 45.65 billion RMB and total liabilities of about 39.92 billion RMB, with a liquidity ratio of 45.97% and a capital adequacy ratio of 16.97% [6][7] - The financial company has maintained a non-performing loan ratio of 0% and has not experienced any significant financial risks or operational issues since its establishment [7][8] - The company has established a series of emergency management protocols to effectively respond to unexpected events, ensuring operational stability [5][6]

Core Viewpoint - The company has implemented a "Quality Improvement and Efficiency Enhancement" action plan for 2025, focusing on high-quality development and modern construction, with specific measures evaluated for the first half of the year [1][2]. Group 1: Key Measures Completed in H1 2025 - The company has strengthened its coal business, achieving a raw coal production of 17.82 million tons, a year-on-year increase of 15.86% [1]. - The company has maintained a sales volume of self-produced coal at 10.35 million tons, while actively expanding its market presence in Jiangsu, Hubei, and Hunan [1]. - The company has improved coal quality control through the enhancement of washing processes and the development of order-based production models [1]. Group 2: Shareholder Return Awareness - The company has distributed a cash dividend of RMB 6.90 per 10 shares, amounting to a total payout that represents 60.30% of its net profit, ranking it on the 2025 cash dividend list [2]. - The company has established a mechanism for value creation, management, and communication, monitoring key market indicators to support future market value management [2]. Group 3: Innovation and New Production Capacity - The company has leveraged its "Double Hundred Enterprises" innovation advantage to enhance its technological capabilities, focusing on safe and efficient production [3]. - The company has implemented advanced technologies for gas management and green mining practices, establishing itself as a model for green mining in the industry [3]. - The company has completed smart mining projects that enhance safety and operational efficiency [3]. Group 4: Investor Relations Management - The company has adhered to regulatory requirements, ensuring high-quality disclosures and maintaining transparency in its operations [4]. - The company has engaged with investors through performance briefings and maintained open communication channels for feedback [4]. Group 5: Corporate Governance - The company is enhancing its corporate governance framework, focusing on clear responsibilities and effective checks and balances [5]. - The company is improving its internal control systems and risk management structures to align with its operational characteristics [5]. Group 6: Performance Management - The company is focusing on the training and development of key personnel to enhance their capabilities in governance and management [5]. - The company has introduced innovative training methods for its board members to keep them updated on regulatory changes and industry trends [5].