新疆有色持有公司505,292,451股，持股比例为55.06%，系公司的控股股东，根据《股票上市规则》6.3.3条的规定，控股股东为公司关 联法人，本次交易构成关联交易。 新疆美盛2024年与2025年1-3月净利润分别为-3594.30万元、-1416.21万元；扣除非经常性损益后的净利润分别为-3628.34万 元、-1418.71万元。 | | | 金额早位:人民巾力兀 | | --- | --- | --- | | 项目 | 2024年12月31日 | 2025年3月31日 | | | (经审计) | (未经审计) | | 资产总额 | 220.398.27 | 237,352.53 | | 负债总额 | 209.521.17 | 227,891.64 | | 净资产 | 10.877.10 | 9.460.89 | | 项目 | 2024 年 1-12 月 | 2025年1-3月 | | | (经审计) | (未经审计) | | 营业收入 | 27.67 | | | 营业成本 | 17.53 | | | 利润总额 | -3 590 55 | -1.416.21 | | 净利润 | -3.594.3 ...

Core Viewpoint - A-shares experienced a decline in major indices, with the Shanghai Composite Index down 0.72%, while the oil and gas sector saw significant gains, indicating a divergence in sector performance amidst overall market weakness [1] Market Performance - The three major A-share indices opened lower and continued to decline, with the Shanghai Composite Index down 0.72%, the Shenzhen Component down 1.15%, and the ChiNext Index down 1.14% [1] - The total trading volume in the Shanghai and Shenzhen markets reached 912.2 billion yuan, an increase of 137 billion yuan compared to the previous trading day [1] Sector Analysis - The oil and gas sector surged, with multiple stocks hitting the daily limit, including Keli Co., which saw a 30% increase, and others like Shandong Molong, Xinjin Power, Dongfang Huanyu, and Intercontinental Oil & Gas also reaching their limits [1] - The precious metals sector also performed well, with Western Gold hitting the daily limit [1] - Conversely, the beauty and personal care sector faced significant declines, with companies like Huaye Fragrance and Shuiyang Co. dropping over 10% [1] - The liquor sector experienced a downturn, with *ST Yanshi hitting the limit down, and Jin Hui Liquor and Huangtai Liquor falling over 5%, leading to the liquor index reaching a four-month low, with the price of a 25-year-old Feitian Moutai bottle dropping to 1960 yuan [1]

Group 1 - Gold prices have been rising significantly due to increased risk aversion, with COMEX gold reaching $3450.5 per ounce [1] - The China Securities Index for gold-related stocks rose over 2.4%, with notable gains from companies like Cuihua Jewelry and Western Gold [1] - Gold ETFs also saw substantial increases, with the gold stock ETF (159321) rising by over 3.6% and the gold ETF (518880) achieving a 1.60% increase, with trading volume surpassing 1.5 billion [1] Group 2 - Various small metal prices have been increasing, with molybdenum concentrate prices rising over 18% from a low of 3235 yuan/ton to 3865 yuan/ton [2] - Black tungsten concentrate prices reached a historical high of 171,000 yuan/ton, up 20% from the end of last year [2] - Analysts suggest that the current macroeconomic environment, including global monetary expansion and geopolitical tensions, is enhancing gold's appeal as a safe-haven asset, indicating a potential long-term bullish trend for gold prices [2]

Group 1 - The People's Bank of China and the European Central Bank held their first annual meeting, establishing a mechanism for future meetings and enhancing cooperation in information sharing and policy communication [2][2][2] - The Chinese government is promoting the integration of financial sectors across the Taiwan Strait, supporting the innovation and upgrade of the "Taiwan-funded board" to facilitate more quality Taiwanese enterprises to list in mainland China [2][2] - The Chinese government has approved a certain number of compliant applications for rare earth export licenses, emphasizing its commitment to responsible management of exports [2][2] Group 2 - The U.S. Department of Commerce announced a 50% tariff on various steel household appliances starting June 23, which may lead to increased consumer prices [3][3] - Xinhua Insurance plans to invest up to 15 billion yuan in a private equity fund, which has been approved by the company's board [7][7] - China Power Construction Company has won a 10.77 billion yuan EPC contract for offshore wind power projects [7][7]

Mergers and Acquisitions - Borui Pharmaceutical plans to invest 20 million yuan in Suzhou Geek Gene Technology Co., acquiring a 4.1667% stake after the capital increase. This transaction is classified as a related party transaction and does not constitute a major asset reorganization [1] - Western Gold intends to acquire 100% equity of Xinjiang Meisheng Mining Co., for 1.655 billion yuan, with a premium of 1421.66% compared to the book value [2] - Jintou Chengkai plans to purchase 100% equity of Tianjin Jinneng Co., Tianjin Heat Co., and Tianjin Port Yigong Heat Co. through asset swaps, share issuance, and cash payments, while raising matching funds from no more than 35 specific investors [3] Shareholding Changes - Baicheng Pharmaceutical's controlling shareholder plans to increase its stake in the company by investing between 50 million and 100 million yuan within six months, with a maximum increase of 2.00% of the total share capital [4] - Waneng Power's wholly-owned subsidiary, Waneng Capital, plans to increase its stake in the company by investing no less than 75 million yuan and no more than 150 million yuan within three months [5] - Yifeng Pharmacy's controlling shareholder and its concerted parties plan to reduce their holdings by up to 2% of the company's shares, approximately 24.2483 million shares, due to employee funding needs [6] Risk Matters - Hengbang Co. received an administrative regulatory decision from the Shandong Securities Regulatory Bureau due to the failure to disclose information related to the criminal detention of its deputy general manager, which violates relevant disclosure regulations [7] - Jingjin Equipment announced that its actual controller, chairman, and general manager has been detained and is under investigation, but other board members and management are functioning normally, and operations are not significantly impacted [8] - Beikong Technology reported a risk of a small external circulation due to a cumulative abnormal stock price fluctuation exceeding 20% over two days, confirming no undisclosed significant matters [9]

Core Viewpoint - The announcement details the equity change of the controlling shareholder of Western Gold Co., Ltd., indicating a decrease in shareholding from 55.06% to 54.99% due to the repurchase and cancellation of performance compensation shares [1][2][3] Group 1: Equity Change Details - The controlling shareholder, Xinjiang Nonferrous Metals Industry (Group) Co., Ltd., and Yang Shengrong signed a performance compensation agreement for the subsidiaries, committing to compensate for any shortfall in net profit for the years 2022, 2023, and 2024 [1][2] - A total of 6,682,313 shares will be repurchased and canceled, with Xinjiang Nonferrous responsible for 4,343,503 shares and Yang Shengrong for 2,338,810 shares [2][3] - The repurchase will occur at a total price of 1 yuan, and the company has not received any requests from creditors for debt repayment or guarantees as of the announcement date [2][4] Group 2: Impact on Company Structure - The equity change does not trigger a mandatory tender offer and will not alter the controlling shareholder or actual controller, nor will it significantly impact the company's governance structure or ongoing operations [3][4] - After the completion of the share repurchase and cancellation, the company's registered capital will change to 910,999,123 yuan, with a total share capital of 910,999,123 shares [4]

Core Viewpoint - The report outlines a reduction in the shareholding percentage of Xinjiang Nonferrous Metal Industry (Group) Co., Ltd. in Western Gold Co., Ltd. due to a share buyback and cancellation related to performance compensation agreements [1][4][8]. Group 1: Shareholding Changes - Xinjiang Nonferrous held 505,292,451 shares (55.06%) before the change and now holds 500,948,948 shares (54.99%), reflecting a decrease of 4,343,503 shares, which is a 0.07% change in ownership [7][12]. - The share buyback was executed at a total price of 1 yuan for the compensation shares [7]. Group 2: Purpose of the Shareholding Change - The purpose of the shareholding change is linked to the performance compensation obligations arising from asset purchase agreements and related transactions [6][8]. - The agreements include commitments from Xinjiang Nonferrous and Yang Shengrong regarding the net profits of Aktao Kobang Manganese Manufacturing Co., Ltd. and Aktao Baiyuanfeng Mining Co., Ltd. for the years 2022, 2023, and 2024 [7]. Group 3: Future Plans - As of the report date, Xinjiang Nonferrous has no specific plans to increase or decrease its shareholding in Western Gold over the next 12 months [6][9]. Group 4: Impact on the Company - The shareholding change will not alter the control structure of Western Gold, nor will it trigger a mandatory bid or significantly impact the company's governance or ongoing operations [8]. Group 5: Legal Compliance - The report confirms that all necessary authorizations and approvals for the shareholding change have been obtained, and the information disclosed is accurate and complete [2][10].

Core Viewpoint - Western Gold Co., Ltd. plans to acquire the equity of Xinjiang Meisheng Mining Co., Ltd., and an asset appraisal report has been prepared to evaluate the total equity value of the shareholders involved in this acquisition [1][4][16]. Group 1: Company Overview - Western Gold Co., Ltd. (A-share code 601069) is a publicly listed company with a registered capital of 928,853,531 RMB, established on May 14, 2002, and is involved in non-coal mining and mineral resource exploration [5]. - Xinjiang Nonferrous Metals Industry (Group) Co., Ltd. is a state-owned enterprise with a registered capital of 1,565,356,129 RMB, established on March 15, 2002, focusing on nonferrous metal investment and sales [5]. - Xinjiang Meisheng Mining Co., Ltd. was established on August 17, 2007, with a registered capital of 26,500,000 RMB, and is a wholly-owned subsidiary of Xinjiang Nonferrous Metals Industry (Group) Co., Ltd. [6][5]. Group 2: Asset Evaluation - The asset evaluation report is based on the asset appraisal standards set by the Ministry of Finance and the China Asset Appraisal Association, employing both asset-based and income approaches to determine the market value of the equity being acquired [2][4][16]. - As of the evaluation benchmark date of December 31, 2024, Xinjiang Meisheng Mining Co., Ltd. has total assets valued at 2,203,982,700 RMB and total liabilities of 2,095,211,700 RMB, resulting in an owner's equity of 108,771,000 RMB [17][18]. - The evaluation includes various assets such as fixed assets, construction in progress, mining rights, exploration rights, and land use rights, with specific values assigned to each category [10][9][8]. Group 3: Financial Performance - The financial performance of Xinjiang Meisheng Mining Co., Ltd. shows a trend of increasing total assets from 840,118,500 RMB in 2021 to 2,203,982,700 RMB in 2024, while total liabilities also increased from 501,831,000 RMB to 2,095,211,700 RMB during the same period [14][15]. - The company reported negative net profits over the years, with losses of 41,850,000 RMB in 2021 and increasing losses reaching 35,943,000 RMB by 2024 [15].

证券代码：601069 证券简称：西部黄金 编号：2025-035 西部黄金股份有限公司 第五届监事会第十三次会议决议公告 本公司监事会及全体监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、监事会会议召开情况 西部黄金股份有限公司（以下简称"公司"）于 2025 年 5 月 30 日以现场送 达和电子邮件方式向全体监事发出第五届监事会第十三次会议的通知，并于 议由监事会主席蔡莉女士主持，应参会监事 5 名，实际参会监事 5 名（其中：以 通讯表决方式出席会议 2 人），公司全体监事在充分了解会议内容的基础上参加 了表决，公司非董事高级管理人员列席了会议，会议的召集与召开符合《公司法》 和《公司章程》的有关规定，会议所作决议合法有效。 具体内容详见上海证券交易所网站（http://www.sse.com.cn） 《西部黄金股 份有限公司关于现金收购新疆美盛 100%股权暨关联交易的公告》（公告编号： 本次交易事项尚需提交股东大会审议通过。 表决结果：同意 5 票，反对 0 票，弃权 0 票。 具体内容详见上海证券交易所网站（http://ww ...

Meeting Details - The first extraordinary general meeting of shareholders for 2025 will be held on June 30, 2025, at 11:30 AM [1] - The meeting will take place at the 13th-floor conference room, 501 Fusion South Road, Economic and Technological Development Zone, Urumqi [1] - Shareholders can participate through both on-site voting and the Shanghai Stock Exchange's online voting system [3] Voting Procedures - The online voting system will be available from 9:15 AM to 3:00 PM on the day of the meeting [1][3] - Shareholders holding multiple accounts can vote through any of their accounts, and the first voting result will be considered valid [4] - Specific procedures for financing, margin trading, and other investor categories are outlined in the relevant regulations [1] Agenda Items - The main agenda item for the meeting is the proposal for cash acquisition of 100% equity in Xinjiang Meisheng and related transactions, which has been approved by the board and supervisory committee [2] - The proposal requires abstention from voting by related shareholders, specifically Xinjiang Nonferrous Metals Industry (Group) Co., Ltd. [2] Attendance Requirements - Shareholders registered by the close of trading on June 23, 2025, are eligible to attend the meeting [4] - Personal identification and authorization documents are required for both individual and institutional shareholders to register for the meeting [5] Additional Information - The meeting is expected to last half a day, and all expenses incurred by attending shareholders will be self-funded [5] - Contact information for inquiries is provided, including phone and fax numbers [5]