Group 1 - On January 15, Huasheng Group's stock fell by 1.18%, with a trading volume of 68.19 million yuan [1] - The financing data for Huasheng Group on the same day showed a financing purchase amount of 7.60 million yuan and a financing repayment of 17.83 million yuan, resulting in a net financing outflow of 10.23 million yuan [1] - As of January 15, the total margin balance for Huasheng Group was 305 million yuan, accounting for 5.89% of its circulating market value, indicating a high level compared to the past year [1] Group 2 - As of December 20, the number of shareholders of Huasheng Group reached 30,100, an increase of 1.74% from the previous period, while the average circulating shares per person decreased by 1.71% to 22,742 shares [2] - For the period from January to September 2025, Huasheng Group reported an operating income of 2.54 billion yuan, a year-on-year decrease of 5.52%, and a net profit attributable to shareholders of 186 million yuan, down 19.99% year-on-year [2] Group 3 - Since its A-share listing, Huasheng Group has distributed a total of 1.25 billion yuan in dividends, with 455 million yuan distributed over the past three years [3] - As of September 30, 2025, notable changes in institutional holdings included the exit of Qianhai Kaiyuan Public Utilities Stock and Qianhai Kaiyuan New Economy Mixed A from the top ten circulating shareholders [3]

Meeting Overview - The first extraordinary general meeting of shareholders was held on January 15, 2026, at the company's conference room in Nanjing [1] - The meeting was convened by the board of directors and chaired by Chairman Yang Weidong, utilizing a combination of on-site and online voting methods [1] Attendance and Participation - Out of 9 current directors, 8 attended the meeting, with independent director Xu Jinrong absent due to work commitments [2] - The meeting was attended by the board secretary Hu Anbing and several vice presidents [2] Resolutions and Voting Results - The following resolutions were passed: 1. Amendment to the company's articles of association [2] 2. Election of Yang Weidong as a non-independent director of the sixth board [3] 3. Election of Hu Anbing as a non-independent director of the sixth board [3] 4. Election of Yao Yu as a non-independent director of the sixth board [3] 5. Election of Hou Ligang as a non-independent director of the sixth board [3] 6. Election of Xu Yigang as a non-independent director of the sixth board [3] - The first resolution required a two-thirds majority of valid voting rights to pass, which it achieved, allowing the subsequent resolutions to pass with a simple majority [3] Voting Rights and Proxy Voting - Shareholder Hangzhou Zhongyikun Management Consulting Co., Ltd., holding 3.001% of shares, publicly solicited voting rights but did not submit the required proxy materials before the meeting [4] Legal Verification - The meeting was witnessed by Guohao Law Firm, confirming that the convening and voting procedures complied with relevant laws and regulations [4]

国浩律师（北京）事务所 关于 华设设计集团股份有限公司 2026 年第一次临时股东会 国浩律师（北京）事务所 关于华设设计集团股份有限公司 2026 年第一次临时股东会之法律意见书 之 法律意见书 北京市朝阳区东三环北路 38 号泰康金融大厦 9 层 邮编：100026 9/F, Taikang Financial Tower, 38 North Road East Third Ring, Chaoyang District, Beijing 100026, China 电话/Tel: (+86)(10) 6589 0699 传真/Fax: (+86)(10) 6517 6800 网址/Website: www.grandall.com.cn 2026 年 1 月 国浩律师（北京）事务所 法律意见书 国浩京证字[2026]第 0043 号 致：华设设计集团股份有限公司 国浩律师（北京）事务所接受华设设计集团股份有限公司（以下简称"公司" 或"华设集团"）的委托，指派律师出席并见证了公司 2026 年 1 月 15 日召开的 2026 年第一次临时股东会（以下简称"本次股东会"），并依据《中华人民共和国 证券法 ...

证券代码：603018 证券简称：华设集团 公告编号：2026-003 华设设计集团股份有限公司 2026年第一次临时股东会决议公告 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 一、 会议召开和出席情况 1、 议案名称：《关于修改<公司章程>及其附件的议案》 (一)股东会召开的时间：2026 年 1 月 15 日 (二)股东会召开的地点：南京市秦淮区紫云大道 9 号公司 E3 会议室 (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： | 1、出席会议的股东和代理人人数 | 588 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 279,414,489 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | | | 份总数的比例（%） | 40.8622 | (四)表决方式是否符合《公司法》及《公司章程》的规定，会议主持情况等。 本次股东会由公司董事会召集，董事长杨卫东主持。本次会议采取现场投票 和网络投票相结合 ...

Group 1 - The core viewpoint of the news is that Huasheng Group has shown a significant increase in financing activities, with a net financing purchase of 4.51 million yuan on January 9, indicating strong investor interest [1] - As of January 9, the total balance of margin trading for Huasheng Group is 334 million yuan, which accounts for 6.34% of its market capitalization, indicating a high level of leverage compared to the past year [1] - The company’s main business revenue composition includes: surveying and design (49.75%), low-carbon and environmental business (12.81%), comprehensive testing (11.14%), digital and smart business (9.99%), planning research (8.72%), project management and commercial operation (6.28%), and others (1.31%) [1] Group 2 - As of December 20, the number of shareholders of Huasheng Group is 30,100, an increase of 1.74% from the previous period, while the average circulating shares per person decreased by 1.71% to 22,742 shares [2] - For the period from January to September 2025, Huasheng Group reported a revenue of 2.543 billion yuan, a year-on-year decrease of 5.52%, and a net profit attributable to shareholders of 186 million yuan, down 19.99% year-on-year [2] - Since its A-share listing, Huasheng Group has distributed a total of 1.249 billion yuan in dividends, with 455 million yuan distributed in the last three years [3]

Core Viewpoint - The company, Huasheng Design Group Co., Ltd., will hold its first extraordinary general meeting of shareholders on January 15, 2026, to review several important proposals, including amendments to the Articles of Association and the election of non-independent directors for the sixth board of directors [1] Group 1: Meeting Agenda - The core agenda includes amending the Articles of Association and its attachments, as well as electing non-independent directors for the sixth board of directors [1] - The amendment to the Articles of Association primarily involves updating the company's registered capital and total number of shares due to the conversion of convertible bonds, adjusting the registered capital from RMB 683,793,332 to RMB 683,796,403, with the total number of issued shares adjusted accordingly [1] - The meeting will also elect Yang Weidong, Hu Anbing, Yao Yu, Hou Ligang, and Xu Yigang as non-independent directors for a term of three years [1] Group 2: Governance Structure - The election of directors includes key positions: Yang Weidong as Chairman, Hu Anbing as Director and Secretary of the Board, Yao Yu as Director and General Manager, Hou Ligang as Deputy General Manager and Financial Officer, and Xu Yigang as Director and Executive Deputy General Manager [1] - All director election proposals are contingent upon the approval of the proposal regarding the amendments and its attachments [1] - This board renewal and amendment of the Articles of Association signify a new phase in the company's governance structure [1]

华设设计集团股份有限公司 2026 年第一次临时股东会 会 议 材 料 二 O 二六年一月十五日 华设设计集团股份有限公司 2026 年第一次临时股东会文件目录 （2026-1-15） 1、审议《关于修改<公司章程>及其附件的议案》； 2、审议《关于选举杨卫东为公司第六届董事会非独立董事的议案》; 3、审议《关于选举胡安兵为公司第六届董事会非独立董事的议案》; 4、审议《关于选举姚宇为公司第六届董事会非独立董事的议案》; 5、审议《关于选举侯力纲为公司第六届董事会非独立董事的议案》; 6、审议《关于选举徐一岗为公司第六届董事会非独立董事的议案》; 议案 1： 关于修改《公司章程》及其附件的议案 各位股东： 公司于 2025 年 12 月 10 日召开第五届董事会第二十七次会 议及第五届监事会第二十四次会议审议通过了《关于取消监事会 并修订<公司章程>及其附件的议案》，并于 2025 年 12 月 29 日经 公司 2025 年第一次临时股东会审议通过。由于公司可转债转股 导致公司股本发生变化，《公司章程》需修订相关股本数据。同 时，公司现根据中国证监会《上市公司治理准则》，并结合自身 实际情况，对《公司章程》 ...

Core Viewpoint - The core issue revolves around a power struggle between shareholders and the management of Huasheng Design Group, particularly regarding the proposed amendments to the company's articles of association concerning cumulative voting rights [2][4]. Shareholder Voting Rights - Hangzhou Zhongyikun Management Consulting Co., Ltd., holding 3.001% of Huasheng Group's shares, is seeking to collect voting rights from all shareholders to oppose all proposals at the upcoming 2026 first extraordinary general meeting [2][3]. - The voting rights collection period is set from January 7 to January 12, 2026, with the main contention being the adjustment of conditions for the application of cumulative voting in the company's articles of association [2][4]. Shareholding History - Hangzhou Zhongyikun's shareholding in Huasheng Group has increased from 1.97% in June 2025 to 3.001% by the end of 2025, making it one of the top ten circulating shareholders [3]. - The company attempted to nominate a director in December 2025, but the proposal received only 11.83% approval and was ultimately rejected [3]. Governance Dispute - The board of Huasheng Group rejected the nomination of a director from Hangzhou Zhongyikun, citing concerns about the candidate's qualifications and potential impact on the board's professional structure [3][4]. - The proposed amendment to the articles of association would limit cumulative voting to situations where a single shareholder or their concerted parties hold 30% or more of the shares, which could hinder the ability of minority shareholders to participate in governance [4][5]. Legal and Regulatory Context - Legal experts indicate that while a 3% shareholder has the legal right to collect voting rights, the success of this initiative depends on the support from securities service institutions for convenient authorization [5]. - The current shareholder structure of Huasheng Group is highly dispersed, with the top three shareholders holding only about 11% of the shares, which complicates governance and decision-making processes [5][6]. Current Developments - Following the announcement of the voting rights collection, some small shareholders have expressed support for Hangzhou Zhongyikun, indicating a willingness to delegate their voting rights [6].

Core Viewpoint - Hangzhou Zhongyikun, a shareholder with 3.001% stake in Huasheng Design Group, is seeking to collect voting rights from all shareholders to oppose amendments to the company's articles of association, particularly regarding the cumulative voting system [1][2]. Group 1: Shareholder Actions - Hangzhou Zhongyikun plans to gather voting rights from January 7 to January 12, 2026, to oppose all proposals at the upcoming shareholder meeting [2]. - The conflict stems from a failed proposal to nominate a director by Hangzhou Zhongyikun, which received only 11.83% approval at the last shareholder meeting [3]. Group 2: Governance and Voting Rights - The proposed amendment to the articles of association changes the conditions under which cumulative voting is applied, limiting it to situations where a single shareholder holds 30% or more of the shares [4]. - Hangzhou Zhongyikun argues that this change will hinder minority shareholders' ability to participate in governance, potentially leading to an imbalance in the company's governance structure [4]. Group 3: Company Response - Huasheng Group's board believes that the proposed changes do not deprive shareholder rights, as shareholders with over 1% still retain the right to propose and vote on matters [4]. - The board emphasizes the need for diverse professional expertise in governance and aims to enhance the company's development through qualified board members [4][6]. Group 4: Legal and Structural Considerations - Legal experts note that while a 3% shareholder can legally collect voting rights, the success of this initiative depends on the support from securities service institutions for streamlined authorization processes [5]. - The company’s ownership structure is characterized by significant fragmentation, with the top three shareholders holding only about 11% of the shares, complicating governance dynamics [5][6].

Group 1 - The core point of the announcement is the cumulative conversion of convertible bonds into common stock by Huasheng Design Group, with a total of RMB 135,000 converted into 15,451 shares, representing 0.0023% of the total shares before conversion [2][7] - As of December 31, 2025, the amount of unconverted convertible bonds stands at RMB 399,865,000, accounting for 99.9663% of the total issuance [2][7] - No convertible bonds were converted into common stock during the quarter from October 1, 2025, to December 31, 2025 [2][7] Group 2 - The company issued 4 million convertible bonds at a face value of RMB 100 each, raising a total of RMB 40 million, with a maturity of 6 years and a tiered interest rate starting from 0.30% in the first year [3][4] - The initial conversion price for the convertible bonds was set at RMB 8.86 per share, which was adjusted to RMB 8.55 due to the 2023 annual equity distribution, and further adjusted to RMB 8.45 for the 2024 annual equity distribution [5][6] Group 3 - The company is conducting a public solicitation for voting rights from shareholders, with the solicitation period from January 7 to January 12, 2026 [8][20] - The soliciting party, Hangzhou Zhongyi Kun Management Consulting Co., Ltd., holds 3.001% of the company's shares and intends to vote against all six proposals at the upcoming shareholder meeting [10][12] - The proposals include amendments to the company's articles of association and the election of non-independent directors, which the soliciting party believes could undermine the rights of minority shareholders [14][15]