Core Viewpoint - The report highlights significant declines in revenue and profit for Guangxi Fenglin Wood Industry Group Co., Ltd. during the first half of 2025, attributed to increased competition and an imbalance in supply and demand within the artificial board industry [2][3]. Company Overview and Financial Indicators - The company reported a total revenue of CNY 782.97 million, a decrease of 19% compared to CNY 966.63 million in the same period last year [2]. - The total profit for the period was a loss of CNY 47.00 million, a significant decline from a profit of CNY 7.10 million in the previous year, marking a 761.93% decrease [2]. - The net profit attributable to shareholders was a loss of CNY 46.60 million, down 763.61% from CNY 7.02 million in the same period last year [2]. - The company's total assets decreased by 6.69% to CNY 3.50 billion from CNY 3.75 billion at the end of the previous year [2]. Industry Context - The artificial board industry is undergoing deep adjustments and structural optimization, facing pressure from reduced downstream market demand, leading to a temporary imbalance in supply and demand [3][4]. - The industry is experiencing a trend of "reducing quantity while improving quality," with a continuous reduction in the number of enterprises and an increase in production efficiency [3][4]. - The competition in the particleboard sector has intensified due to an increase in production capacity that does not match market demand, resulting in higher inventory levels [3][4]. Business Operations - The company operates three major fiberboard production bases and three particleboard manufacturing bases, with a total production capacity of 1.8 million cubic meters [5]. - The company focuses on developing differentiated products such as formaldehyde-free boards and high-precision milling boards, catering to various sectors including furniture and construction [5][6]. - The company has nearly 200,000 acres of proprietary forest land, ensuring a stable supply of raw materials for its production [6]. Strategic Initiatives - The company is implementing a core strategy of "stabilizing the foundation, strengthening innovation, and expanding space" to navigate the challenges posed by the industry [7]. - The company is enhancing its sales strategy by optimizing its marketing approach and expanding into overseas markets, particularly along the "Belt and Road" initiative [7]. - The company is focusing on research and development to improve product performance and meet higher environmental standards, thereby establishing a competitive edge [7][8].

Core Viewpoint - The report indicates a significant decline in the financial performance of Guangxi Fenglin Wood Industry Group Co., Ltd. for the first half of 2025, with substantial decreases in revenue and profit compared to the previous year [1]. Financial Performance Summary - Total assets at the end of the reporting period amounted to CNY 3,500,116,490.91, a decrease of 6.69% from the previous year [1]. - Operating revenue for the period was CNY 782,968,139.10, reflecting a decline of 19.00% compared to CNY 966,625,740.68 in the same period last year [1]. - The total profit for the period was a loss of CNY 47,004,648.19, a significant drop of 761.93% from a profit of CNY 7,101,116.49 in the previous year [1]. - The net profit attributable to shareholders was a loss of CNY 46,600,230.64, down 763.61% from CNY 7,022,223.11 in the same period last year [1]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was a loss of CNY 53,563,561.40 [1]. - The basic and diluted earnings per share were both CNY -0.04, a decrease of 500.00% from CNY 0.01 in the previous year [1]. Shareholder Information - The total number of shareholders at the end of the reporting period was 27,619 [2]. - The largest shareholder, Fenglin International Limited, holds 40.94% of the shares, amounting to 458,946,000 shares [2]. - Other notable shareholders include Guangxi Guanglin Capital Investment Group Co., Ltd. with 1.00% and individual shareholders such as Li Xianglan with 0.79% [2]. Important Matters - There were no significant changes in the company's operational situation during the reporting period that would impact future performance [5].

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]

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） 《中华人民共和国公司法》关于董事任职资格的规定； （二）《中华人民共和国公务员法》关于公务员兼任职务的 规定（如适用） ； （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） 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），现提名秦媛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 ...

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].