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鼎际得:关于回购注销2024年第一期股票期权与限制性股票激励计划部分限制性股票的公告
Group 1 - The company announced the convening of the third board meeting and the third supervisory board meeting on August 13, 2025, to review the proposal for the repurchase and cancellation of certain restricted stocks from the 2024 first phase stock option and restricted stock incentive plan [1] - The board agreed to repurchase and cancel a total of 20,000 restricted stocks from one incentive object who has terminated their employment relationship, at a repurchase price of 18.154 yuan per share [1] - This matter is subject to approval at the shareholders' meeting [1]
鼎际得:第三届监事会第八次会议决议公告
Zheng Quan Ri Bao· 2025-08-13 13:38
Group 1 - The company, Dingjide, announced on the evening of August 13 that its third supervisory board's eighth meeting approved several proposals, including the proposal to increase the guarantee limit for its subsidiaries for the year 2025 [2]
鼎际得:第三届董事会第九次会议决议公告
Zheng Quan Ri Bao· 2025-08-13 13:38
Group 1 - The company, Dingjide, announced on the evening of August 13 that its third board meeting approved several proposals, including the proposal to increase the guarantee limit for its subsidiaries for the year 2025 [2]
鼎际得:9月1日将召开2025年第三次临时股东大会
Zheng Quan Ri Bao Wang· 2025-08-13 13:12
Group 1 - The company Dingjide (603255) announced that it will hold its third extraordinary general meeting of shareholders for 2025 on September 1, 2025 [1] - The agenda for the meeting includes the proposal to increase the guarantee limit for the subsidiary for the year 2025 among other proposals [1]
鼎际得: 辽宁鼎际得石化股份有限公司第三届董事会第九次会议决议公告
Zheng Quan Zhi Xing· 2025-08-13 12:19
Group 1 - The board of directors of Liaoning Dingjide Petrochemical Co., Ltd. held its ninth meeting of the third session on August 13, 2025, with all seven directors present, complying with relevant laws and regulations [1][2]. - The board approved a proposal to increase the guarantee limit for subsidiaries in 2025, which will be submitted for shareholder meeting approval [2]. - The board approved a proposal to repurchase and cancel part of the restricted stock from the 2024 first phase stock option and restricted stock incentive plan, pending shareholder meeting approval [2][3]. - The board approved a proposal to cancel part of the stock options from the first grant period of the 2024 stock option and restricted stock incentive plan due to unmet conditions, also pending shareholder meeting approval [3]. - The board proposed to hold the third temporary shareholder meeting of 2025 on September 1, 2025, with all votes in favor [3].
鼎际得: 辽宁鼎际得石化股份有限公司第三届监事会第八次会议决议公告
Zheng Quan Zhi Xing· 2025-08-13 12:19
证券代码:603255 证券简称:鼎际得 公告编号:2025-031 本公司监事会及全体监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。 辽宁鼎际得石化股份有限公司 一、监事会会议召开情况 辽宁鼎际得石化股份有限公司(以下简称"公司")第三届监事会第八次会 议通知于 2025 年 8 月 10 日以书面及通讯方式发出,会议于 2025 年 8 月 13 日以 现场的方式召开举行。会议应到监事 3 人,实到监事 3 人。本次会议由监事会主 席张寨旭先生主持,会议的召集和召开符合《中华人民共和国公司法》等有关法 律法规及《辽宁鼎际得石化股份有限公司章程》的规定。 二、监事会会议审议情况 经与会监事审议表决,形成的会议决议如下: (一)审议通过了《关于增加 2025 年度为子公司提供担保额度预计的议案》 议案内容:具体内容详见同日刊载于上海证券交易所网站(www.sse.com.cn) 的《辽宁鼎际得石化股份有限公司关于增加 2025 年度为子公司提供担保额度预 计的公告》。 表决结果:同意票数 3 票,反对票数 0 票,弃权票数 0 票。 本议案尚需 ...
鼎际得: 辽宁鼎际得石化股份有限公司关于召开2025年第三次临时股东大会的通知
Zheng Quan Zhi Xing· 2025-08-13 12:19
Group 1 - The company, Liaoning Dingjide Petrochemical Co., Ltd., is holding its third extraordinary general meeting of shareholders on September 1, 2025, at 13:30 [1][3] - The meeting will take place at the company's conference room located in Yinkou City, Laobian District, Liushu Town [1][3] - Shareholders can vote through the Shanghai Stock Exchange's online voting system, with voting available from 9:15 to 15:00 on the day of the meeting [1][2] Group 2 - The agenda includes a non-cumulative voting proposal regarding the stock incentive plan for restricted shares, which has been approved by the company's supervisory board and board of directors [2][3] - Shareholders who hold multiple accounts can vote through any of their accounts, and the first voting result will be considered valid for all shares of the same category [4][5] - The record date for shareholders eligible to attend the meeting is August 22, 2025 [4][5] Group 3 - The registration for the meeting will take place on August 25, 2025, from 9:00 to 11:00 and 14:00 to 17:00 [5] - Shareholders must present identification and proof of shareholding to register for the meeting [5][6] - The company will not cover transportation or accommodation costs for attendees [5]
鼎际得: 辽宁鼎际得石化股份有限公司关于增加2025年度为子公司提供担保额度预计的公告
Zheng Quan Zhi Xing· 2025-08-13 12:19
Core Viewpoint - The company plans to increase the guarantee limit for its subsidiaries in 2025, aiming to support their operational and project financing needs, with a total guarantee amount expected to reach up to RMB 591 million [1][2][6]. Summary by Sections 1. Guarantee Overview - The company has approved a total guarantee limit of up to RMB 431 million for its subsidiaries, including 石化科技 and 鼎际得化学, as part of its 2025 financial strategy [1][2]. - The new guarantee amount proposed is up to RMB 160 million, which will be added to the existing limit, bringing the total to RMB 591 million for the year [2][6]. 2. New Guarantee Amount Details - The breakdown of the new guarantee includes RMB 560 million for 石化科技, RMB 21 million for 鼎新仓储, and RMB 10 million for 鼎际得化学 [2][3]. - The guarantees will cover various financial instruments such as loans, letters of credit, and performance guarantees [2]. 3. Internal Decision Process - The board of directors has approved the proposal, which will be submitted for review at the upcoming shareholder meeting [3][7]. - The effective period for the guarantees will be from the approval date until May 20, 2026 [3][4]. 4. Financial Health of Guaranteed Entities - 石化科技 has a total asset value of approximately RMB 3.6 billion and a net asset value of about RMB 1.1 billion, indicating a solid financial position [4][5]. - 鼎际得化学, a wholly-owned subsidiary, has total assets of around RMB 179 million and a net asset value of approximately RMB 68 million, also showing good credit status [5]. 5. Necessity and Reasonableness of Guarantees - The guarantees are deemed necessary for the subsidiaries' business development and align with the company's overall strategic interests [6]. - The company maintains effective management over its subsidiaries, ensuring that the risks associated with the guarantees are manageable [6][7].
鼎际得: 辽宁鼎际得石化股份有限公司关于回购注销2024年第一期股票期权与限制性股票激励计划部分限制性股票的公告
Zheng Quan Zhi Xing· 2025-08-13 12:19
Core Viewpoint - The company announced the repurchase and cancellation of 20,000 restricted stocks from an incentive plan due to the termination of employment of one of the incentive recipients, with a repurchase price set at 18.154 yuan per share [1][5][6]. Summary by Sections Decision Process and Disclosure - The company held meetings to approve the repurchase of restricted stocks and confirmed that independent directors and legal advisors provided necessary opinions and documentation [1][3][4]. - The company conducted a self-examination regarding insider trading prior to the public disclosure of the incentive plan and found no violations [2]. Repurchase Details - The repurchase involves 20,000 shares of restricted stock at a price of 18.154 yuan per share, totaling 363,080 yuan, funded by the company's own resources [5][6]. - The repurchase was necessitated by the termination of employment of the incentive recipient, which disqualified them from holding the restricted stocks [5][6]. Impact on Share Structure - Following the repurchase, the total number of shares will decrease from 134,611,667 to 134,591,667, with no change in the controlling shareholder or actual controller [8]. - The proportion of restricted and unrestricted shares will remain largely unchanged, with the repurchase not affecting the overall equity structure significantly [8]. Company’s Financial Position - The repurchase and cancellation of the restricted stocks are not expected to have a substantial impact on the company's financial status or operational results [8][9]. - The management team will continue to fulfill their responsibilities diligently to create value for shareholders [8]. Legal Opinions - The legal advisor confirmed that the repurchase has obtained necessary approvals and complies with relevant regulations and the company's incentive plan [9].
鼎际得: 辽宁鼎际得石化股份有限公司关于2024年第一期股票期权与限制性股票激励计划首次授予第一个行权期行权条件未成就及注销部分股票期权的公告
Zheng Quan Zhi Xing· 2025-08-13 12:19
Core Viewpoint - The company plans to cancel a total of 140,000 stock options from its 2024 first phase stock option and restricted stock incentive plan due to unmet performance conditions for the first exercise period [1][6][7] Group 1: Incentive Plan Details - The company held meetings on August 13, 2025, where the board and supervisory committee approved the cancellation of stock options that were granted but not exercised due to unmet performance conditions [1][5] - The incentive plan included a performance assessment for the first exercise period, which required a minimum of 10% growth in either revenue or net profit compared to 2023, along with no regulatory safety or environmental incidents in 2024 [6][7] - The company’s 2024 revenue was reported at -12,132,069.28 yuan, a decrease of 119.77% compared to 2023, leading to the conclusion that the performance conditions were not met [6][7] Group 2: Legal and Compliance Aspects - The independent directors and the supervisory committee provided their opinions supporting the cancellation, confirming that it aligns with relevant regulations and does not harm the interests of shareholders [7][8] - The legal opinion from Shanghai Jinmao Law Firm stated that the cancellation has obtained necessary approvals and complies with the relevant laws and regulations [8] - The company has fulfilled its disclosure obligations regarding the cancellation of stock options and will proceed with the necessary registration for the cancellation [8]