Core Points - The document outlines the information disclosure management measures for Guangxi Fenglin Wood Industry Group Co., Ltd, aiming to ensure accurate, complete, and timely disclosure of information to protect shareholders' rights [1][2][3] Group 1: General Principles - Information disclosure is a continuous responsibility of the company and related parties, requiring timely, fair, and clear communication of significant information [4][5] - All disclosed information must be accessible to all investors simultaneously, ensuring no selective disclosure occurs [5][6] - The company must voluntarily disclose information relevant to investors' decision-making, adhering to the principle of fairness and avoiding misleading disclosures [5][6] Group 2: Disclosure Procedures - The company must disclose periodic reports, including annual and interim reports, within specified timeframes after the end of the accounting period [19][20] - The annual report must include essential company information, major financial data, and significant events affecting the company [21][22] - The company must ensure that all reports are approved by the board of directors and that financial information is audited as required [26][27] Group 3: Management of Disclosure - The board of directors is responsible for implementing the information disclosure management measures, with the chairman as the primary responsible person [42][43] - The company must maintain strict confidentiality regarding undisclosed significant information and ensure that all personnel comply with disclosure obligations [56][57] - Any violations leading to significant impacts on the company may result in disciplinary actions against responsible individuals [62]

Group 1 - The board of directors of Fenglin Group held its 23rd meeting, with all 7 directors present, and the meeting was conducted in accordance with relevant laws and regulations [1] - The board approved the proposal to cancel the supervisory board and allow the audit committee to assume its responsibilities, along with amendments to the company's articles of association [2][3] - The board nominated candidates for the seventh board of directors, including both non-independent and independent directors, with unanimous approval from all members present [3][4] Group 2 - The company plans to hold its first extraordinary general meeting of 2025 on September 17, 2025, in Nanning, Guangxi, with all proposals receiving unanimous support from the board [5]

Meeting Details - The first extraordinary general meeting of 2025 will be held on September 17, 2025, at 14:30 in the conference room of Fenglin Group, located at 1233 Yinhai Avenue, Liangqing District, Nanning, Guangxi [1][3] - The meeting will utilize both on-site and online voting methods, with online voting available through the Shanghai Stock Exchange's system [3][4] Voting Procedures - Shareholders can vote via the Shanghai Stock Exchange's online voting system, with specific time slots for trading system voting and internet platform voting on the day of the meeting [3][4] - Shareholders holding multiple accounts can aggregate their voting rights across all accounts, but must ensure that their votes do not exceed their total eligible votes [5][6] Agenda Items - The meeting will review and vote on the proposal to amend the "Implementation Rules for Cumulative Voting at Shareholders' Meetings" [2][3] - There are no related shareholders that need to abstain from voting on the proposals [3] Attendance Requirements - Shareholders registered by the close of trading on September 12, 2025, are eligible to attend the meeting, either in person or through a proxy [6] - Specific identification and authorization documents are required for both corporate and individual shareholders attending the meeting [6] Legal and Administrative Matters - The meeting will be attended by legal representatives from Beijing Fenxun Law Firm to provide legal opinions [6]

Core Viewpoint - The nomination of Qin Yuan as an independent director candidate for Guangxi Fenglin Wood Industry Group Co., Ltd. has been made by Fenglin International Limited, emphasizing the candidate's qualifications and independence [1][5]. Group 1: Candidate Qualifications - The nominee possesses basic knowledge of listed company operations and has over 5 years of relevant work experience in law, economics, accounting, finance, or management [1]. - The nominee has participated in training and obtained certification recognized by the stock exchange [1]. - The nominee meets the legal and regulatory requirements for independent directors as outlined in various Chinese laws and regulations [1]. Group 2: Independence Criteria - The nominee does not fall under any of the disqualifying conditions that would affect independence, such as having close relationships with company personnel or significant shareholding [2][3]. - The nominee has no adverse records, including administrative or criminal penalties from the China Securities Regulatory Commission in the last 36 months [4]. Group 3: Additional Information - The nominee has been confirmed to have no conflicts of interest with the nominating party and has passed the qualification review by the company's nomination and remuneration committee [5]. - The nominee's experience includes holding relevant professional certifications and having over 5 years of full-time work experience in accounting, auditing, or financial management [4].

Core Viewpoint - The candidate Qin Yuan has declared her qualifications and independence to serve as an independent director for Guangxi Fenglin Wood Industry Group Co., Ltd, ensuring compliance with relevant laws and regulations [1][4][6] Summary by Sections Qualifications - The candidate possesses over 5 years of relevant work experience in law, economics, accounting, finance, or management, and has completed training recognized by the stock exchange [1][4] - The candidate holds professional certifications such as a CPA and has over 5 years of full-time experience in accounting, auditing, or financial management [4] Independence - The candidate confirms independence by stating she does not fall under any disqualifying conditions, such as holding significant shares in the company or being related to major shareholders [2][3] - The candidate has not been subject to any administrative or criminal penalties by the China Securities Regulatory Commission in the last 36 months [3][4] Commitment - The candidate commits to adhering to laws, regulations, and the rules of the Shanghai Stock Exchange, ensuring sufficient time and energy to fulfill her duties independently [5][6] - The candidate has undergone a qualification review by the company's nomination and remuneration committee, confirming no conflicts of interest exist [4][6]

Core Viewpoint - The Nomination and Remuneration Committee of Guangxi Fenglin Wood Industry Group Co., Ltd. has reviewed the qualifications of independent director candidates and found them suitable for nomination to the seventh board of directors [1][2] Summary by Sections Independent Director Candidates - The candidates Qin Yuan, Huang Chen, and Hu Qi have no relationships that could affect their independent performance as directors, including no familial ties or other interests with the company or its major shareholders [1] - The candidates do not hold shares in the company and have not held positions in other companies controlled by the major shareholders, except as independent directors [1] - They meet the educational and professional requirements for independent directors and possess independent director qualification certificates [1] Review and Approval Process - The Nomination and Remuneration Committee has concluded that the candidates' qualifications, independence, and professional capabilities comply with relevant laws and regulations, including the Company Law and the Securities Law [2] - The committee unanimously agreed to nominate the three candidates for the independent director positions and will submit this proposal for board approval [2]

广西丰林木业集团股份有限公司 一、被提名人具备上市公司运作的基本知识，熟悉相关法律、 行政法规、规章及其他规范性文件，具有 5 年以上法律、经济、 会计、财务、管理或者其他履行独立董事职责所必需的工作经验。 被提名人已经参加培训并取得证券交易所认可的相关培训 证明材料。 二、被提名人任职资格符合下列法律、行政法规和部门规章 的要求： （一） （三）中国证监会《上市公司独立董事管理办法》、上海证 券交易所自律监管规则以及公司章程有关独立董事任职资格和 条件的相关规定； （四）中共中央纪委、中共中央组织部《关于规范中管干部 辞去公职或者退（离）休后担任上市公司、基金管理公司独立董 事、独立监事的通知》的规定（如适用） （五）中共中央组织部《关于进一步规范党政领导干部在企 业兼职（任职）问题的意见》的相关规定（如适用） 独立董事提名人声明与承诺 提名人 FENGLIN INTERNATIONAL LIMITED（丰林国际有 限公司），现提名胡启为广西丰林木业集团股份有限公司第七届 董事会独立董事候选人，并已充分了解被提名人职业、学历、职 称、详细的工作经历、全部兼职、有无重大失信等不良记录等情 况。被提名人已同意出 ...

Core Points - The document outlines the management system for the resignation of directors and senior management at Guangxi Fenglin Wood Industry Group Co., Ltd, aiming to enhance corporate governance stability and protect shareholder rights [1][2]. Group 1: General Provisions - The system applies to all directors (including independent directors) and senior management personnel regarding voluntary resignations, term expirations, and dismissals [2]. - The resignation of directors becomes effective upon the company's receipt of the resignation notice, while senior management resignations take effect upon the board's receipt of the resignation report [2][3]. Group 2: Resignation Circumstances - Directors must continue to perform their duties until new directors are elected if their term expires without timely re-election or if their resignation results in a board below the legal minimum [2][3]. - The company can dismiss directors and senior management through resolutions, which take effect immediately upon decision [3]. Group 3: Responsibilities and Obligations After Resignation - Resigning directors and senior management must complete all handover procedures within five days of their official departure [4]. - They are required to cooperate with the company in verifying significant matters during their tenure and maintain confidentiality regarding company secrets even after their resignation [4][5]. Group 4: Accountability - The board will review and determine accountability for any breaches of commitments or responsibilities by resigning directors and senior management [5][6]. - Resigning personnel can appeal the board's accountability decisions within 15 days of notification [6].

证券代码：601996 证券简称：丰林集团 公告编号：2025-024 广西丰林木业集团股份有限公司 关于取消监事会、修订《公司章程》、修订及制定部分治理制度 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。 广西丰林木业集团股份有限公司（以下简称"公司"）于 2025 年 8 月 14 日召 开第六届董事会第二十三次会议，审议通过了《关于取消监事会、修订〈公司章 程〉、修订及制定部分治理制度的议案》，具体情况公告如下： 一、本次《公司章程》及公司治理制度修订、新增概况 根据 2024 年 7 月 1 日起实施的《中华人民共和国公司法》，以及中国证监 会《关于新〈公司法〉配套制度规则实施相关过渡期安排》《上市公司章程指引 （2025 年修订）》等相关法律法规、规章及其他规范性文件的规定，公司拟不 再设置监事会与监事，由董事会审计委员会行使监事会职权，并同步修订《广西 丰林木业集团股份有限公司章程》（以下简称《公司章程》），修订及制定部分 治理制度，公司《监事会议事规则》相应废除。 二、《公司章程》修订情况 事会审计委员会 ...

证券代码：601996 证券简称：丰林集团 公告编号：2025-025 广西丰林木业集团股份有限公司 关于董事会换届选举的公告 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。 一、董事会换届选举情况 于取消监事会、修订〈公司章程〉、修订及制定部分治理制度的议案》。根据拟修 订并提交股东大会审议的《公司章程》规定，公司拟取消监事会并增设职工代表 董事，第七届董事会将由 3 名非独立董事、3 名独立董事和 1 名职工代表董事组 成，其中 1 名职工代表董事由职工代表大会选举产生。 经公司董事会提名与薪酬委员会审核，公司第六届董事会第二十三次会议审 议通过了《关于董事会换届选举的议案》。公司董事会同意提名 SAMUEL NIAN LIU 先生、王高峰先生、李红刚先生为公司第七届董事会非独立董事候选人；同 意提名秦媛女士、黄陈先生、胡启先生为公司第七届董事会独立董事候选人，其 中秦媛女士为会计专业人士。上述三位独立董事候选人均已取得独立董事资格证 书、独立董事任前培训证明。相关候选人简历附后。 根据相关规定，公司独立董事候选人需经上海 ...