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中文天地出版传媒集团股份有限公司关于为下属子公司江西新华发行集团有限公司提供担保的实施公告
Shang Hai Zheng Quan Bao· 2025-08-07 18:57
Core Points - The company has provided a bank credit guarantee of 500 million RMB for its subsidiary, Jiangxi Xinhua Distribution Group Co., Ltd, bringing the total guarantee amount to 500 million RMB, with an actual external guarantee balance of 144 million RMB [1][5] - The total bank credit guarantee amount for the company's subsidiaries is 1.304 billion RMB, with an actual external guarantee balance of 548 million RMB [1][11] - The company plans to apply for a total bank credit limit of up to 10.12 billion RMB for 2025, including a guarantee of up to 3.442 billion RMB for its subsidiaries [2][10] Guarantee Implementation - The company issued a credit limit usage application to China Merchants Bank on August 7, 2025, to provide guarantees for electronic commercial acceptance bills issued or accepted by the subsidiary [3][4] - The guarantee period is from August 7, 2025, to August 6, 2026, with no counter-guarantee required [4][8] Financial Overview of the Subsidiary - Jiangxi Xinhua Distribution Group Co., Ltd has total assets of 11.752 billion RMB and total liabilities of 3.899 billion RMB as of December 31, 2024, with a net asset of 7.853 billion RMB [7] - The subsidiary reported a revenue of 4.141 billion RMB and a net profit of 55 million RMB for the year 2024 [7] Board and Shareholder Approval - The board of directors approved the guarantee proposal based on the company's operational needs and risk control [9][10] - The proposal was also approved by the shareholders at the fifth extraordinary general meeting held on December 10, 2024 [10]
江苏凤凰出版传媒股份有限公司第六届董事会第二次会议决议公告
Shang Hai Zheng Quan Bao· 2025-08-05 19:06
Core Viewpoint - The company held its second board meeting of the sixth session on August 5, 2025, where several key resolutions were passed, including providing guarantees for subsidiaries and appointing senior management [1][2][3][4][5]. Group 1: Board Meeting Resolutions - The board approved a guarantee for Phoenix Group Financial Company to provide credit to its subsidiary, Phoenix New Cloud, with a maximum guarantee amount of 48 million RMB [2][10]. - The board also approved a guarantee for the Bank of China to provide credit to its wholly-owned subsidiary, Phoenix Education, amounting to 20 million USD [3][22]. - The appointment of Sun Min as the deputy general manager was approved, with his term lasting until the end of the current board session [4][33]. Group 2: Guarantee Details - As of the announcement date, the total external guarantees provided by the company and its subsidiaries amounted to approximately 79.1 million RMB, representing 0.41% of the company's latest audited net assets [8][22][20]. - The guarantee for Phoenix New Cloud is intended to support its operational needs, with the company having a good credit status and repayment capability [18][19]. - The guarantee for Phoenix Education is aimed at ensuring the operational liquidity of its subsidiary, Phoenix International Publishing Company, which has a good operational status [31][32].
中国科技出版传媒股份有限公司关于使用部分闲置募集资金进行现金管理到期赎回并继续进行现金管理的公告
Shang Hai Zheng Quan Bao· 2025-07-31 17:56
Core Viewpoint - The company plans to use part of its idle raised funds for cash management, ensuring that it does not affect the progress of fundraising projects and normal operations [2][5][9]. Group 1: Cash Management Details - The cash management trustee is CITIC Bank, with a redemption amount of RMB 50 million and a continuation amount of RMB 50 million [2]. - The cash management product for redemption is a structured deposit with a term of 90 days, while the continuing product is a large-denomination certificate of deposit [2][12]. - The company has successfully redeemed the structured deposit, recovering the principal of RMB 50 million and earning a return of RMB 278,600 [4]. Group 2: Purpose and Amount of Cash Management - The purpose of cash management is to improve the efficiency of idle raised funds and increase cash asset returns while ensuring that it does not impact project construction and normal operations [5]. - The amount allocated for cash management is RMB 50 million [6]. Group 3: Approval Process - The company held its annual general meeting on May 21, 2025, where it approved the use of idle raised funds for cash management, with a maximum limit of RMB 760 million [9]. - The approval process included consent from the supervisory board and the sponsor institution [9]. Group 4: Impact on Financials - The use of RMB 50 million for cash management represents 8.04% of the company's cash balance of RMB 621.99 million as of the latest reporting period [13]. - This cash management strategy is expected to enhance cash asset returns without affecting the company's main business operations [13].
中国科技出版传媒股份有限公司2025年第二次临时股东大会决议公告
Shang Hai Zheng Quan Bao· 2025-07-29 17:34
证券代码:601858 证券简称:中国科传 公告编号:2025-039 中国科技出版传媒股份有限公司 2025年第二次临时股东大会 决议公告 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。 重要内容提示: ● 本次会议是否有否决议案:无 2、公司在任监事3人,出席3人,监事会主席张放、监事王国兴、职工监事李利出席本次会议; 一、会议召开和出席情况 (一)股东大会召开的时间:2025年7月29日 (二)股东大会召开的地点:北京市东城区东黄城根北街16号四合院文津厅 (三)出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况: ■ (四)表决方式是否符合《公司法》及《公司章程》的规定,大会主持情况等。 本次会议由公司董事会召集,以现场会议和网络投票相结合的方式召开,由公司董事长胡华强先生主持 会议。公司部分董事、全体监事以及董事会秘书出席了会议,公司部分高级管理人员列席了本次会议, 北京德恒律师事务所的添先进、陈冬律师列席了本次会议。本次会议的召开及表决方式符合《中华人民 共和国公司法》《上海证券交易所股票上市规则》《上市 ...
中文天地出版传媒集团股份有限公司
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-07-25 23:54
Group 1 - The company acquired 100% of Zhimi Star Communication in 2015, which has seen a significant revenue decline of 60.45% to 1.236 billion yuan in the reporting period, and has never recognized goodwill impairment [1] - The company acquired 58% of Langzhi Media, which reported net profits of 68.4012 million yuan and 64.0719 million yuan for 2022 and 2023 respectively, with a projected non-recurring net profit of 89.0893 million yuan for 2024, representing a year-on-year growth of 39.05% [1] - The performance commitment for Langzhi Media was fulfilled with a completion rate of 101.18%, as the promised non-recurring net profit was not less than 88.05 million yuan [1] Group 2 - The company was requested to disclose the names and relationships of the top five customers and suppliers of Langzhi Media over the past three years, along with sales and procurement details [2] - Langzhi Media's sales, procurement, and settlement policies are consistent with comparable companies in the industry, with a sales settlement policy of 45-90 days post-invoice [3] - The company must provide quarterly financial data for Langzhi Media and compare it with industry peers to assess any significant performance discrepancies [3] Group 3 - Langzhi Media's main clients are well-known companies in the automotive sector, which typically have strict procurement processes, leading to seasonal revenue patterns [3] - The company has implemented effective control over Langzhi Media through governance arrangements, with a board composed of non-independent directors, ensuring majority voting power [6][7] - The company has strengthened financial and operational management over Langzhi Media, requiring approval for significant operational decisions [8][9] Group 4 - The company has conducted goodwill impairment tests for Zhimi Star Communication, with the recoverable amount exceeding the carrying value of the asset group, indicating no impairment [11][25] - The goodwill impairment testing process involved careful selection of key parameters and a comparison of actual performance against forecasts, confirming the prudence of the assumptions used [20][21] - The company has maintained stable operations for Zhimi Star Communication, with no indications of goodwill impairment based on the tests conducted from 2021 to 2024 [21][25]
南方出版传媒股份有限公司2024年年度权益分派实施公告
Shang Hai Zheng Quan Bao· 2025-07-21 21:20
Core Points - The company announced a cash dividend distribution of 0.55 CNY per share for the fiscal year 2024, approved at the annual shareholders' meeting on May 29, 2025 [2][4] - The total cash dividend to be distributed amounts to approximately 485.08 million CNY, based on a total share capital of 881,970,094 shares as of the announcement date [4] - The dividend will be distributed to all shareholders registered with the China Securities Depository and Clearing Corporation Limited, Shanghai Branch, as of the close of trading on the registration date [3][4] Distribution Details - The distribution plan includes a cash dividend of 5.50 CNY for every 10 shares held, which is inclusive of tax [4] - The company has canceled 13,906,472 shares repurchased in 2022, reducing the total share capital from 895,876,566 shares to 881,970,094 shares [4] - The cash dividends will be distributed through the clearing system of the China Securities Depository and Clearing Corporation Limited [6] Taxation Information - For individual shareholders holding shares for over one year, the dividend income is exempt from personal income tax; for those holding shares for one month or less, the full amount is taxable [8] - Qualified Foreign Institutional Investors (QFII) will have a 10% corporate income tax withheld, resulting in a net dividend of 0.495 CNY per share [9] - Other institutional investors and corporate shareholders will receive the full cash dividend of 0.55 CNY per share, with tax obligations to be handled independently [9]
龙版传媒: 中天国富证券有限公司关于黑龙江出版传媒股份有限公司使用部分募集资金向全资子公司增资以实施募投项目的核查意见
Zheng Quan Zhi Xing· 2025-07-21 10:23
中天国富证券有限公司 关于黑龙江出版传媒股份有限公司 使用部分募集资金向全资子公司增资以实施募投项目的核 查意见 中天国富证券有限公司(以下简称"中天国富证券"、"保荐人")作为黑龙 江出版传媒股份有限公司(以下简称"龙版传媒"、"公司")的持续督导保荐机 构,根据《中天国富证券有限公司关于黑龙江出版传媒股份有限公司 2023 年度 持续督导工作报告暨首次公开发行股票并上市之保荐工作总结报告书》:截至 市公司募集资金尚未使用完毕,根据《证券发行上市保荐业务管理办法》《上海 证券交易所股票上市规则》《上海证券交易所上市公司自律监管指引第 1 号—— 规范运作》《上市公司募集资金监管规则》等有关法律法规和规范性文件的相关 要求,中天国富证券仍需对募集资金使用相关事项履行督导义务。综上,中天国 富证券对龙版传媒使用部分募集资金向全资子公司增资以实施募投项目进行了 专项的核查,报告如下: 一、募集资金基本情况 根据中国证监会出具的《关于核准黑龙江出版传媒股份有限公司首次公开发 行股票的批复》(证监许可〔2021〕2384 号),公司获准发行人民币普通股(A 股)不超过 4,444.4445 万股新股。扣除发行费用后, ...
7月18日晚间重要公告一览
Xi Niu Cai Jing· 2025-07-18 10:12
Group 1 - Senyuan Electric signed a strategic cooperation agreement with Xuchang Digital Supply Chain Management Co., aiming for annual business cooperation not exceeding 500 million yuan over 36 months [1] - CICC's subsidiary, CICC Wealth, reported a net profit of 987 million yuan for the first half of the year, with total assets of 193.37 billion yuan [2] - Shuangjie Electric expects a net profit of 100 million to 120 million yuan for the first half of the year, representing a year-on-year increase of 16.03% to 39.23% [3][4] - Shentong Technology reported a net profit of 64.28 million yuan for the first half of the year, a year-on-year increase of 111.09% [5] - Suqian Nongfa's net profit for the first half of the year decreased by 27.72% to 213 million yuan [6] Group 2 - Fuan Pharmaceutical expects a net profit decline of 39.95% to 53.81% for the first half of the year, estimating between 100 million to 130 million yuan [8] - Xingwang Yuda anticipates a net loss of 11 million to 21 million yuan for the first half of the year [9] - Pulaike received a new veterinary drug registration certificate for a vaccine aimed at preventing chicken diseases [10] - Yuandong Biological's ephedrine injection received a drug registration certificate for treating low blood pressure during anesthesia [11] - Suqian Liansheng's subsidiary obtained two invention patent certificates [12] Group 3 - Oke Technology signed a 176 million yuan equipment order with Jiangxi Tianhong New Materials [13] - Publishing Media announced the resignation of its chief accountant due to work changes [15] - Zhongxin Co. plans to use 40 million yuan of idle funds for cash management [16] - Huiyun Titanium plans to use up to 58 million yuan of idle convertible bond funds for cash management [18] - Haineng Technology intends to apply for a credit facility of up to 200 million yuan from a bank [20] Group 4 - Jiabiou expects a net profit increase of 57.61% for the first half of the year, estimating around 107 million yuan [21] - Nanjing Gaoke reported a 1185% year-on-year increase in contract sales area for the second quarter [22] - Shuguang Co. received approval for a specific stock issuance application [23] - Huadong Pharmaceutical's subsidiary received approval for a clinical trial of a new drug targeting advanced solid tumors [23] - Quicheng Co. plans to invest 900 million yuan in two new projects [25] Group 5 - Shenlian Biological's vaccine for avian adenovirus received a new veterinary drug registration certificate [26] - Rike Chemical signed a strategic cooperation framework agreement with Dongming Petrochemical [28] - Jincheng Pharmaceutical's subsidiary received a renewed tobacco production license [29] - Magmi Te's stock issuance application was accepted by the Shenzhen Stock Exchange [29] - Zhongyin Securities received approval to issue bonds totaling up to 14 billion yuan [29] Group 6 - Hewei Electric's executives plan to reduce their holdings by a total of 2.24% of the company's shares [44] - Guo Wang Xintong reported a net profit of 266 million yuan for the first half of the year, a decrease of 10.82% [45] - Guo Wang Xintong's subsidiary won a 966 million yuan tender from the State Grid [46] - Jicheng Electronics won contracts worth approximately 83.79 million yuan from the State Grid [48] - Helen Piano is planning a change of control, leading to a temporary stock suspension [48]
出版传媒(601999) - 出版传媒关于公司高级管理人员辞职的公告
2025-07-18 08:30
近日,北方联合出版传媒(集团)股份有限公司(以下简称"公 司")董事会收到总会计师丁元新先生的书面辞职报告。因工作变动 原因,丁元新先生提出辞去公司总会计师职务。辞职后,丁元新先 生将不在公司担任任何职务。 股票代码:601999 股票简称:出版传媒 编号:临2025-021 北方联合出版传媒(集团)股份有限公司 关于高级管理人员辞职的公告 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。 2025年7月18日 公司董事会并代表全体员工,对丁元新先生在任职期间对公司 发展所做出的突出贡献,表示衷心的感谢! 特此公告。 北方联合出版传媒(集团)股份有限公司 董事会 ...
XD中国科: 中国科技出版传媒股份有限公司2025年第二次临时股东大会会议材料
Zheng Quan Zhi Xing· 2025-07-17 16:24
Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 to discuss the revision of the performance assessment management measures for senior executives [1][4]. - The meeting will ensure that shareholders can exercise their rights and maintain order and efficiency during the proceedings [2][3]. Proposal Summary - The proposal aims to revise the "Performance Assessment Management Measures for Senior Executives" to enhance the incentive and restraint mechanisms for corporate leaders, aligning with national and group-level requirements [4][5]. - The revised measures will be divided into two parts: "Compensation Management Measures for Corporate Leaders" and "Performance Assessment Management Measures for Corporate Leaders" [4][5]. Meeting Agenda - The meeting will commence with the introduction of key attendees and the announcement of the number of shareholders present [3]. - The agenda includes the election of representatives for vote counting, reviewing proposals, addressing shareholder inquiries, and announcing voting results [3][4]. Compensation Management Principles - The compensation management for corporate leaders will focus on strategic alignment, goal orientation, classification management, and a robust transmission mechanism for responsibilities and benefits [5][6]. - The annual salary structure will consist of a basic salary, performance salary, and long-term incentive income, with specific formulas for calculation based on company performance [7][8]. Performance Assessment Criteria - The performance assessment will include both annual and term assessments, with a focus on social and economic benefits, where social benefits account for 55% and economic benefits for 45% of the total score [18][19]. - The assessment targets for annual operating income and net profit will be set based on previous year's performance, with specific growth percentages outlined [19][20]. Accountability Measures - The company will implement strict accountability measures for corporate leaders who violate compensation regulations or cause significant financial discrepancies, including potential salary deductions and disciplinary actions [27][28]. - The annual performance assessment results will be a critical factor in determining the remuneration and potential penalties for corporate leaders [28][29].