内蒙古金煤化工科技股份有限公司章程 Articles of association of Inner Mongolia Jinmei Chemical Technology Co., Ltd. | 第二章 | 经营宗旨和范围 4 | | | --- | --- | --- | | 第三章 | 股份 | 4 | | 第四章 | 股东和股东会 | 7 | | 第五章 | 董事会 | 21 | | 第六章 | 高级管理人员 | 31 | | 第七章 | 财务会计制度、利润分配和审计 33 | | | 第八章 | 通知和公告 | 37 | | 第九章 | 合并、分立、增资、减资、解散和清算 | 38 | | 第十章 | 修改章程 | 41 | | 第十一章 | 附则 | 42 | | | 股东会议事规则 | 44 | | 第一章 | 总 则 | 44 | | 第二章 | 股东会的召集 | 45 | | 第三章 | 股东会的提案与通知 46 | | | 第四章 | 股东会的召开 | 47 | | 第五章 | 监管措施 | 51 | | 第六章 | 附则 | 51 | | | 董事会议事规则 | 53 | | 第一条 | ...

关于变更公司全称暨同步修订《公司章程》完成的公告 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个别及连带责任。 重要内容提示： 公司全称由"丹化化工科技股份有限公司"变更为"内蒙古金煤化工科 技股份有限公司" 一、公司审议变更公司全称的情况 证券代码：600844，900921 证券简称：丹化科技，丹科 B 股 编号：临 2025－034 内蒙古金煤化工科技股份有限公司 因此提议公司名称由"丹化化工科技股份有限公司"变更为"内蒙古金煤化 工科技股份有限公司"，《公司章程》中涉及公司名称的内容同步修订。 三、其他情况说明 1、本次公司更名是因为公司由江苏省丹阳市迁址至内蒙古自治区呼和浩特 市，公司仍主要由控股子公司从事生产经营活动，经营业务未发生变化。 1 2、公司的证券代码和证券简称仍保持不变，后续公司将与交易所沟通变更 证券简称事宜，如有变更将及时披露。 经公司控股股东内蒙古金睿泓吉企业管理有限责任公司提议，并经 2025 年 6 月 27 日召开的公司 2024 年年度股东大会审议通过，公司名称将由"丹化化工 科技股份有限公司"变 ...

证券代码：600844，900921 证券简称：丹化科技，丹科 B 股 公告编号：2025-033 丹化化工科技股份有限公司 关于董事会秘书变更的公告 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。 | 姓名 | | 离任职 务 | 离任时间 | | | 原定任期 到期日 | | | 离任原 因 | | 是否继续在上 市公司及其控 股子公司任职 | 具体职务 （如适 用） | 是否存在 未履行完 毕的公开 承诺 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 成 | 国 | 董 事 会 | 2025 | 年 | 7 | 2027 | 年 | 4 | 内 部 | 工 | 是 | 董事、总 | 否 | | 俊 | | 秘书 | 月 24 | 日 | | 月 17 | 日 | | 作变动 | | | 经理 | | 重要内容提示： 二、离任对公司的影响 因内部工作变动原因，2025 年 7 月 24 日， ...

分组1 - Watson Bio signed a strategic cooperation framework agreement with Yuxi State-owned Capital Operation Company to establish a long-term partnership in the vaccine and bioproducts industry [1] - The cooperation aims to promote innovation in vaccines and synthetic biological manufacturing through various methods such as establishing equity investment funds and strategic investments [1] - Watson Bio was founded in January 2001 and focuses on the research, production, and sales of human vaccines and biotechnological drugs [2] 分组2 - Yuan Dong Bio announced a preliminary transfer price of 42.06 yuan per share for its stock, attracting 12 institutional investors with a total subscription of 540,000 shares, resulting in a subscription multiple of 1.60 times [3] - Yuan Dong Bio was established in June 2009 and specializes in the research, production, and sales of chemical raw materials, high-end chemical drugs, and biological drugs [3] 分组3 - Weiming Environmental reported a total power generation of 2.262 billion kWh in the first half of the year, representing a year-on-year increase of 7.54% [4] - The company also achieved a total online power generation of 1.863 billion kWh, with an average online electricity price of 0.569 yuan per kWh [4] - Weiming Environmental was founded in December 2001 and focuses on low-carbon environmental technology, products, and services [5] 分组4 - Qidi Design won a bid for the Henan Airport Intelligent Computing Center project with a total bid amount of 860 million yuan [6] - The project includes construction, maintenance, and operation of a computing cluster, with a construction period of 150 calendar days [6] - Qidi Design was established in March 1988 and specializes in design consulting, construction engineering, and new energy projects [7] 分组5 - Tiantan Bio's subsidiary received approval for a production site change for its product "Recombinant Human Coagulation Factor VIII" used in treating hemophilia A [8] - The new production site is located in Chengdu, Sichuan Province [8] - Tiantan Bio was founded in June 1998 and focuses on blood products using human plasma and recombinant technology [9] 分组6 - East China Pharmaceutical's HDM1002 tablet clinical trial application was approved by the FDA, aimed at weight management for overweight or obese individuals [10] - The company also received approval for a new drug abbreviated application for injectable cabozantinib, enhancing its product pipeline in the anti-infection field [10] - East China Pharmaceutical was established in March 1993 and specializes in drug research, production, and sales [10] 分组7 - Jinlong Co. plans to acquire a 29.32% stake in Shenzhen Benmao Technology Co., Ltd. [11] - Jinlong Co. was founded in April 1997 and focuses on securities company operations [11] 分组8 - Hasi Lian's injectable diltiazem hydrochloride passed the consistency evaluation by the National Medical Products Administration [12] - The drug is primarily used for treating cardiovascular diseases [12] - Hasi Lian was established in June 1996 and specializes in the research, production, and sales of chemical drug formulations [13] 分组9 - Matrix Co. reported new signed orders of 272 million yuan in the second quarter, with a total of 677 million yuan in signed but uncompleted orders [14] - Matrix Co. was founded in March 2010 and focuses on space design and soft decoration [15] 分组10 - Nanshan Aluminum plans to use up to 1 billion yuan of idle funds for low-risk financial investments [16] - Nanshan Aluminum was established in March 1993 and specializes in the development, production, processing, and sales of aluminum and aluminum alloy products [17] 分组11 - Danhua Technology received a warning letter for failing to timely disclose related party transactions [18][19] - Danhua Technology was founded in February 1994 and focuses on the production and sales of coal chemical products [20] 分组12 - Jinkong Coal Industry announced a cash dividend of 0.755 yuan per share based on a total share capital of 1.674 billion shares [21] - Jinkong Coal Industry was established in July 2001 and specializes in coal production and sales [21] 分组13 - Blue Sky Gas announced that shareholders and the secretary of the board plan to reduce their holdings by a total of 2.61 million shares [22] - Blue Sky Gas was founded in December 2002 and focuses on pipeline natural gas and urban gas services [23] 分组14 - Huagong Technology received approval for the issuance of 2 billion yuan in short-term financing bonds and medium-term notes [24] - Huagong Technology was established in July 1999 and specializes in intelligent manufacturing equipment and related technologies [25] 分组15 - Chengjian Development completed the issuance of 500 million yuan in medium-term notes with a coupon rate of 2.05% [26] - Chengjian Development was founded in December 1998 and focuses on real estate development and investment [27] 分组16 - Feilong Co. reported a net profit of 210 million yuan in the first half of the year, a year-on-year increase of 14.49% [28] - The company achieved a total revenue of 2.162 billion yuan, a year-on-year decrease of 8.67% [28] - Feilong Co. was established in January 2011 and specializes in manufacturing thermal management components for automotive and civil applications [29] 分组17 - Guanghe Technology plans to invest 30 million yuan to establish a new venture capital fund focusing on emerging industries [30] - Guanghe Technology was founded in June 2002 and specializes in the research, production, and sales of multi-layer printed circuit boards [31] 分组18 - Dongnan Network won a bid for the EPC project of Qianjiang Century City Intelligent Comprehensive Science and Technology Park with a total bid amount of 1.183 billion yuan [32] - The project has a total construction area of 273,600 square meters and a planned total investment of 3.956 billion yuan [32] - Dongnan Network was established in December 2001 and focuses on steel structures and new energy [33] 分组19 - Guangdian Measurement plans to raise no more than 1.3 billion yuan through a private placement [34] - The funds will be used for various projects including testing platforms and upgrading laboratories [34] - Guangdian Measurement was founded in May 2002 and specializes in measurement services and technical services [35] 分组20 - Wanma Co. plans to invest in a project to produce 350,000 tons of environmentally friendly polymer materials [36] - The total investment for the project is approximately 1.245 billion yuan, with a construction period from 2025 to 2030 [36] - Wanma Co. was established in December 1996 and focuses on the research, production, and sales of wires, cables, and charging equipment [37] 分组21 - Dingxin Communications plans to sell its subsidiary Haina Smart for 240 million yuan [38] - Dingxin Communications was founded in March 2008 and specializes in low-voltage power line carrier communication products [39] 分组22 - Jiayun Technology plans to transfer its wholly-owned subsidiary Jinyuan Interactive for 10 million yuan [40] - Jiayun Technology was established in May 2002 and focuses on internet marketing services [41] 分组23 - Guangsheng Nonferrous plans to publicly transfer a 3% stake in Guangdong Pearl River Rare Earth Co., Ltd. [42] - The transfer price is not less than 5.9764 million yuan, aimed at clearing unrelated assets [42] - Guangsheng Nonferrous was founded in June 1993 and specializes in rare earth mining and processing [43] 分组24 - Zhongwei Semiconductor plans to issue H-shares and apply for listing on the Hong Kong Stock Exchange [44] - Zhongwei Semiconductor was established in June 2001 and focuses on the research, design, and sales of digital and analog chips [45] 分组25 - Zhongrong Co. announced that its chairman and general manager has been released from custody and is resuming normal duties [46] - Zhongrong Co. was founded in April 1990 and specializes in the research, design, production, and sales of paper packaging products [47] 分组26 - Jiangling Motors reported a net profit of 733 million yuan in the first half of the year, a year-on-year decrease of 18.17% [48] - The company achieved total revenue of 18.092 billion yuan, a year-on-year increase of 0.96% [48] - Jiangling Motors was established in January 1997 and focuses on the production and sales of commercial vehicles and related parts [49] 分组27 - Glodon plans to reduce its holdings by up to 2.08% of the company's shares [50] - Glodon was founded in August 1998 and specializes in digital construction platform services [51] 分组28 - Olin Bio's controlling shareholder plans to reduce its holdings by up to 3% of the company's shares [52] - Olin Bio was established in December 2009 and focuses on the research, production, and sales of human vaccines [53] 分组29 - Tianrun Industrial plans to acquire 100% of Shandong Altai's shares for 135 million yuan [54] - The acquisition aims to enhance the company's capabilities in lightweight automotive components [54] - Tianrun Industrial was founded in December 1995 and specializes in the production of crankshafts and connecting rods [55] 分组30 - Goer Technology plans to acquire Mega Precision Technology and Channel Well Industrial for approximately 10.4 billion HKD [56] - The acquisition aims to enhance Goer Technology's capabilities in precision components and smart hardware [56] - Goer Technology was established in June 2001 and focuses on precision components and intelligent acoustic products [57]

证券代码：600844 900921 证券简称：丹化科技 丹科 B 股 编号：临 2025－032 丹化化工科技股份有限公司 关于收到内蒙古证监局行政监管措施决定书的公告 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个别及连带责任。 公司近日收到中国证券监督管理委员会内蒙古监管局《关于对丹化化工科技 股份有限公司及相关人员采取出具警示函监管措施的决定》（［2025］17 号），现 将主要内容公告如下： 公司上述行为不符合《中华人民共和国证券法》第八十条第二款第三项，《上 市公司信息披露管理办法》（证监会令第 182 号，以下简称《办法》）第三条第一 款、第二十二条第一款和第二款第一项、第二十六条第一款、第四十一条相关规 定。李国方作为公司时任董事长，成国俊作为公司总经理、董事会秘书，蒋勇飞 作为财务负责人，对公司相关违规行为负有主要责任，违反了《办法》第四条规 定。根据《办法》第五十二条第三项的规定，我局决定对你公司及相关人员采取 出具警示函的行政监管措施，并记入证券期货市场诚信档案。你公司应当高度重 1 视上述问题，切实提高信息披露 ...

证券代码：600844，900921 证券简称：丹化科技，丹科 B 股 编号：临 2025－031 重要内容提示： 本业绩预告适用于净利润为负值的情形。 公司预计 2025 年半年度实现归属于母公司所有者的净利润约为 -6,619.72 万元，实现归属于母公司所有者的扣除非经常性损益后的净利润约为 -6,694.32 万元。 丹化化工科技股份有限公司 一、本期业绩预告情况 2025 年半年度业绩预亏公告 （一）业绩预告期间 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个别及连带责任。 （二）业绩预告情况 经财务部门初步测算，预计 2025 年半年度实现归属于母公司所有者的净利 润约为-6,619.72 万元，将出现亏损。 预计 2025 年半年度实现归属于母公司所有者的扣除非经常性损益后的净利 润约为-6,694.32 万元。 经过管理层的努力，报告期公司主要产品乙二醇和草酸的总体产销情况比上 年同期有所增长，公司继续采取各种降本增效措施，加之煤炭价格有所下降，本 期亏损幅度收窄。但由于主要产品市场价格继续处于低位，公司经营仍面临一定 ...

证券代码：600844，900921 证券简称：丹化科技，丹科 B 股 编号：临 2025－030 本次活动将采用网络远程的方式举行，投资者可登录"全景路演"网站 (http://rs.p5w.net)，或关注微信公众号:全景财经，或下载全景路演 APP,参 与本次互动交流，活动时间为 2025 年 7 月 11 日(周五)16:00-18:00。届时公司 高管将在线就公司 2024 年度业绩、公司治理、发展战略、经营状况、融资计划、 股权激励和可持续发展等投资者关心的问题，与投资者进行沟通与交流，欢迎广 大投资者踊跃参与。 特此公告。 丹化化工科技股份有限公司 董事会 2025 年 7 月 10 日 丹化化工科技股份有限公司 关于参加内蒙古辖区上市公司 2025 年投资者 网上集体接待日活动的公告 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个别及连带责任。 为进一步加强与投资者的互动交流，公司将参加由内蒙古证监局、内蒙古上 市公司协会与深圳市全景网络有限公司联合举办的"2025 年内蒙古辖区上市公 司投资者集体接待日活动"，现将相 ...

Group 1 - The company appointed Mr. Song Zhuo as the vice president, with a term until the current board's term ends, receiving unanimous approval from the board [1][2][3] - Mr. Song Zhuo has a master's degree in management science and engineering from Beijing University of Technology and has held senior positions in investment banking at Huaying Securities and Donghai Securities [1][2] - The board also proposed to revise company regulations in accordance with the latest regulatory requirements and the revised articles of association approved at the 2024 annual shareholders' meeting [2][3] Group 2 - The company has eliminated the supervisory board, with its functions replaced by the audit committee, and the shareholders' meeting has been renamed to the shareholders' assembly [2][3] - The company will modify the terminology in its regulations to reflect the changes, including the unification of the titles "president" and "general manager" [2][3] - New guidelines for the general manager's role will be established, replacing the previous "president's work guidelines" [3]

General Overview - The document outlines the working guidelines for the General Manager of Danhua Chemical Technology Co., Ltd, focusing on governance structure and managerial responsibilities [1][2]. Appointment and Qualifications - The General Manager must possess rich economic and management knowledge, strong management capabilities, and relevant work experience [2][3]. - Specific disqualifications for the General Manager include criminal convictions related to corruption, bankruptcy responsibilities, and being a subject of market entry bans by regulatory authorities [2][3]. Powers and Responsibilities - The General Manager is responsible for implementing board resolutions, managing daily operations, and proposing long-term development plans [3][4]. - Key responsibilities include drafting financial plans, managing employee compensation, and overseeing internal management structures [3][4][5]. - The General Manager has the authority to approve daily operational expenses and represent the company in contracts and agreements [4][5]. Meeting Procedures - The company holds monthly meetings for the General Manager's office to discuss development goals, annual plans, and other significant matters [5][6]. - Meeting agendas must be submitted in advance, and minutes are recorded to ensure accountability [7][8]. Financial and Investment Management - The General Manager oversees the company's investment projects, requiring feasibility studies and board approval for implementation [8][9]. - Financial management procedures dictate that significant expenditures must be reported and approved by the General Manager [9][10]. Compliance and Ethical Standards - The General Manager and other senior executives must adhere to legal regulations and company policies, prioritizing the company's and shareholders' interests [10][11]. - There are strict prohibitions against conflicts of interest, misuse of insider information, and unauthorized financial transactions [10][11].

General Principles - The company establishes an external investment management system to enhance management and standardize investment behavior, ensuring the legal rights of the company and its shareholders [1] - External investment refers to various forms of investment activities using monetary funds, equity, physical assets, intangible assets, or other legally permissible assets to obtain future returns [1] - The basic principles of external investment include compliance with national laws and regulations, alignment with the company's development strategy, and careful risk management to ensure the safe operation of funds [1] Types of External Investments - External investments are categorized into short-term and long-term investments based on the duration, with short-term investments being those that can be liquidated within one year, and long-term investments exceeding one year [2] - Types of investments include independent establishment of enterprises, joint ventures with other entities, and equity participation in other independent legal entities [2] Organizational Structure for Investment - The decision-making bodies for external investments include the shareholders' meeting, board of directors, and general manager, with subsidiaries required to establish their own investment management systems [3] - The board's strategic committee is responsible for coordinating and organizing analyses of external investment projects [3] - The general manager oversees the implementation of external investments and reports progress to the board [3] Investment Approval Authority - Investments meeting certain thresholds must be submitted for board approval, including those exceeding 10% of the company's total audited assets or net assets, or absolute amounts exceeding 1 million [4][5] - Investments exceeding 30% of total audited assets or net assets require shareholder approval, with specific monetary thresholds [5] - The general manager can approve investments that do not meet the board's approval thresholds [5] Investment Process - The investment department conducts preliminary investigations and evaluations of proposed projects, preparing necessary documentation for approval [8] - A project team is formed to conduct due diligence, including commercial, financial, and legal investigations [8] - Investment decisions require documentation such as feasibility studies and must follow established approval processes [9] Investment Management - Post-investment, the investment department tracks and evaluates the effectiveness of investments, reporting to the general manager and board [10] - The board regularly reviews major investment projects and holds responsible parties accountable for any deviations from expected outcomes [10] - Financial management of investments is handled by the finance department, ensuring comprehensive records and compliance with accounting standards [11] Information Disclosure - The company must adhere to information disclosure obligations as per relevant regulations, maintaining records of investment decisions and related documents for ten years [13][14] - Subsidiaries are required to designate contacts for communication regarding information disclosure [14] Disciplinary Measures - The company reserves the right to impose disciplinary actions on individuals who fail to comply with investment regulations or cause significant financial losses due to negligence [15]