Core Viewpoint - China Aluminum Corporation plans to abolish its supervisory board and amend its articles of association, shareholder meeting rules, and board meeting rules in accordance with new regulations effective from July 1, 2024 [1][2]. Summary by Sections Proposed Changes - The company intends to cancel the supervisory board, transferring its powers to the board's audit committee [2]. - The board structure will be adjusted to include a new employee director [2]. - Other amendments will be made to align with the latest legal and regulatory requirements [2]. Legal Compliance - The proposed amendments are in accordance with the new Company Law of the People's Republic of China, the China Securities Regulatory Commission's transitional arrangements, and updated guidelines for listed companies [1][2][3]. Shareholder Approval - The proposed changes require approval from the company's shareholders at a forthcoming meeting [2]. Document References - The announcement includes attachments detailing the revised articles of association, shareholder meeting rules, and board meeting rules [2].

Core Points - The Supervisory Board of China Aluminum Corporation reviewed and approved the proposals regarding the repurchase and cancellation of certain restricted stocks and the adjustment of repurchase prices [1][2][3] - The repurchase price for the initially granted restricted stocks was adjusted from RMB 2.85 per share to RMB 2.72 per share, and the reserved repurchase price was adjusted from RMB 2.01 per share to RMB 1.88 per share [1][2] - A total of 654,800 shares of restricted stocks will be repurchased and canceled due to various reasons including retirement and negative circumstances of the incentive targets [2][3] Summary of Proposals - The repurchase and cancellation of restricted stocks is in compliance with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders, especially minority shareholders [2] - The company decided to retain the restricted stocks for certain targets who met performance assessment periods while canceling the qualifications of others who did not meet the requirements [2][3] - The second unlock condition for the initially granted restricted stock incentive plan has been achieved, allowing for the release of 32,053,238 shares for 904 incentive targets [4]

Core Viewpoint - China Aluminum Corporation announced the decisions made during the 18th meeting of the 8th Supervisory Board, focusing on the repurchase and cancellation of certain restricted stocks and the adjustment of repurchase prices [1][3]. Summary by Sections Stock Repurchase and Price Adjustment - The Supervisory Board approved the repurchase and cancellation of restricted stocks that have been granted but not yet released from restrictions, adjusting the repurchase price from RMB 2.85 per share to RMB 2.72 per share for the initial grant and from RMB 2.01 per share to RMB 1.88 per share for reserved grants [1][2]. Cancellation of Incentive Object Qualifications - The company decided to cancel the qualifications of 6 incentive objects who have retired and will not continue to work for the company, retaining their restricted stocks that meet performance assessment and tenure requirements, totaling 31,793 shares for repurchase [2]. - One incentive object was also canceled due to objective reasons leading to termination, retaining 4,255 shares for repurchase [2]. - Two incentive objects who voluntarily resigned had their qualifications canceled, leading to the repurchase of 176,400 shares [2]. - Four incentive objects with negative circumstances had their qualifications canceled, resulting in the repurchase of 441,960 shares [2]. Total Repurchase Impact - The total number of restricted stocks to be repurchased and canceled amounts to 654,408 shares, which will reduce the company's registered capital by RMB 654,408 [3]. Approval of Release Conditions - The Supervisory Board confirmed that the conditions for the second release period of the 2021 restricted stock incentive plan have been met, allowing for the release of 32,083,238 shares for 904 incentive objects [4].

Core Viewpoint - China Aluminum Corporation has announced the repurchase and cancellation of certain restricted stocks, which will lead to a reduction in registered capital and requires notification to creditors [1][3]. Group 1: Repurchase and Cancellation Details - The company will repurchase and cancel a total of 654,408 shares of restricted stock that were granted but not yet released from restrictions [3]. - The repurchase includes stocks from six individuals who have retired, one individual who left due to uncontrollable work relocation, two individuals who voluntarily resigned, and four individuals who faced negative circumstances [2]. - The repurchase price will be adjusted and will include interest from bank deposits for the relevant period [2]. Group 2: Impact on Registered Capital - Following the completion of the repurchase and cancellation, the total number of shares will decrease from 17,155,632,078 shares [3]. - The company is notifying creditors about the reduction in registered capital, allowing them to claim debts or request guarantees within specified timeframes [3]. Group 3: Creditor Notification Process - Creditors have 30 days from receiving the notice, or 45 days from the announcement date if not notified, to present valid debt documents and request debt repayment or guarantees [3][4]. - Specific documentation requirements for creditors are outlined, including identification and authorization documents for representatives [3].

Board Restructuring Announcement - China Aluminum Corporation is conducting a board restructuring as the current board's term is about to expire [1][2] - The company has nominated eight candidates for the ninth board, including three executive directors, two non-executive directors, and three independent non-executive directors [1][2] Board Candidates - Executive director candidates include He Wenjian, Mao Shiqing, and Jiang Tao, all of whom have extensive experience in management and production technology [4][5] - Non-executive director candidates are Li Xiehua and Jiang Hao, both with significant backgrounds in production technology and enterprise management [5][6] - Independent non-executive director candidates include Yu Jinsong, Chen Yuanyou, and Li Xiaobin, all of whom meet the qualifications and independence requirements set by relevant regulations [2][7][8] Election Process - The nominated candidates will be submitted to the shareholders' meeting for election, with independent non-executive director candidates requiring approval from the Shanghai Stock Exchange before being presented [2] - The election will utilize a cumulative voting system, and the board will consist of nine members, including one employee director to be elected by the employee representative assembly [2] Compliance and Qualifications - All nominated candidates meet the legal and regulatory requirements for serving as directors, with no disqualifications or prior administrative penalties from the China Securities Regulatory Commission [2][3]

Core Viewpoint - China Aluminum Corporation plans to reappoint Ernst & Young Huaming and Ernst & Young as its accounting firms for the fiscal year 2025, emphasizing their qualifications and integrity in providing auditing services [1][6]. Group 1: Accounting Firm Information - Ernst & Young Huaming was established in September 1992 and transitioned to a special general partnership in August 2012, headquartered in Beijing with 251 partners as of the end of 2024 [1]. - The firm has over 1,700 certified public accountants, with more than 1,500 having experience in securities-related services, and over 500 having signed audit reports for securities services [1][2]. - In 2023, Ernst & Young Huaming reported total audited business revenue of RMB 5.955 billion, with audit service revenue of RMB 5.585 billion, including RMB 2.438 billion from securities business [2]. Group 2: Audit Client Information - Ernst & Young Huaming audited 137 A-share listed companies in 2023, generating total fees of RMB 905 million, with clients spanning various industries including manufacturing, finance, wholesale and retail, mining, and information technology [2]. - The firm has a strong investor protection capability, having set aside a professional risk fund and purchased professional liability insurance with a cumulative compensation limit exceeding RMB 200 million [2]. Group 3: Audit Project Details - The project partner and first signing CPA, An Xiuyan, has been with Ernst & Young Huaming since 2002 and has extensive experience in auditing listed companies across various sectors [3][4]. - The second signing CPA, Sun Fang, has been with the firm since 2003 and has also worked on audits for multiple listed companies in diverse industries [3][4]. - The quality control reviewer, Zhong Li, has been with the firm since 2000 and has significant experience in auditing listed companies [4]. Group 4: Audit Fees and Approval Process - The audit fee for 2025 is set at RMB 18.8 million (including tax), with RMB 1.8 million allocated for internal control audits, remaining consistent with the previous year [5]. - The proposal for reappointing the accounting firms was reviewed and approved by the company's audit committee, which recognized their qualifications and integrity [6]. - The final approval of the reappointment is pending a vote at the company's shareholders' meeting [6].

股票代码：601600 股票简称：中国铝业 公告编号：临2025-039 中国铝业股份有限公司 关于控股股东及其一致行动人增持公司股份的进展公告 本公司董事会、全体董事及相关股东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。 重要内容提示： | 增持主体名称 | 中铝集团 | | | | --- | --- | --- | --- | | 增持主体身份 | 控股股东或实控人 | 是 | 否 | | | 控股股东或实控人的一致行动人 | 是 | 否 | | | 直接持股 5%以上股东 | 是 | 否 | | | 董事、监事和高级管理人员 | 是 | 否 | | 增持主体名称 | 中铝集团及其一致行动人 | | | --- | --- | --- | | 增持计划首次披露日 | 2025/04/09 | | | 增持计划拟实施期间 | 2025/04/09～2026/04/08 | | | 增持计划拟增持金额 | 10 亿元～人民币 20 亿元 | 人民币 | | 增持计划拟增持数量 | 未设置具体增持数量 | | | 增持计划拟增持比 ...

股票代码：601600 股票简称：中国铝业 公告编号：临 2025-034 中国铝业股份有限公司 关于 2021 年限制性股票激励计划首次授予部分 第二个解除限售期解除限售条件已成就的公告 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： 中国铝业股份有限公司（以下简称"公司"）于 2025 年 5 月 28 日分别召开第 八届董事会第三十四次会议、第八届监事会第十八次会议，审议通过了《关于公司 2021 年限制性股票激励计划首次授予部分第二个解除限售期的解除限售条件已成就 的议案》。根据《上市公司股权激励管理办法》（以下简称"《管理办法》"）及 《中国铝业股份有限公司 2021 年限制性股票激励计划》（以下简称"《激励计划》" 或"本激励计划"）的相关规定，董事会认为公司 2021 年限制性股票激励计划首次 授予部分第二个解除限售期解除限售条件已经达成。具体情况如下： 一、激励计划批准及实施情况 1．2021 年 12 月 21 日，公司召开第七届董事会第二十四次会议，审议通过了关 于制定《中国铝业股份有 ...

1．2021 年 12 月 21 日，公司召开第七届董事会第二十四次会议，审议通过了关 于制定《中国铝业股份有限公司 2021 年限制性股票激励计划（草案）》及其摘要的 议案、关于制定《中国铝业股份有限公司 2021 年限制性股票激励计划实施考核管理 办法》的议案、关于提请公司股东大会授权董事会办理公司 2021 年限制性股票激励 计划有关事项的议案等议案，关联董事对相关议案回避表决，独立董事对公司本次 激励计划相关事项发表了独立意见。 股票代码：601600 股票简称：中国铝业 公告编号：临 2025-033 中国铝业股份有限公司 关于回购注销部分激励对象已获授但尚未解除限售 的限制性股票及调整回购价格的公告 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： 中国铝业股份有限公司（以下简称"公司"）于 2025 年 5 月 28 日分别召开第 八届董事会第三十四次会议、第八届监事会第十八次会议，审议通过了《关于回购 注销部分激励对象已获授但尚未解除限售的限制性股票及调整回购价格的议案》， 同意公司对 20 ...

北京金诚同达律师事务所 关于 中国铝业股份有限公司 2021 年限制性股票激励计划首次授予部分第二个解 除限售期解除限售条件成就及回购注销部分激励对象 已获授但尚未解除限售的限制性股票及调整回购价格 的 | | | 金诚同达律师事务所 法律意见书 法律意见书 金证法意[2025]字 0520 第 0472 号 北京市建国门外大街1号国贸大厦A座十层 100004 电话：010-5706 8585 传真：010-8515 0267 释 义 在本法律意见书中，除非文中另有说明，下列词语具有如下涵义： | 本所 | 指 | 北京金诚同达律师事务所 | | --- | --- | --- | | 中国铝业/公司/上市 | 指 | 中国铝业股份有限公司 | | 公司 | | | | 激励计划 | 指 | 中国铝业股份有限公司 2021 年限制性股票激励计划 | | 本次解除限售 | 指 | 中国铝业股份有限公司 2021 年限制性股票激励计划首次授予 | | | | 部分第二个解除限售期解除限售条件成就 | | 本次回购注销 | 指 | 中国铝业股份有限公司 2021 年限制性股票激励计划回购注销 | | | | 部分 ...