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园林股份:拟向特定对象增发募资不超过2亿元
Mei Ri Jing Ji Xin Wen· 2025-08-29 18:36
Group 1 - Company announced a stock issuance to specific investors, authorized by the 2024 annual general meeting, with a maximum of 35 investors involved [1] - The issuance price will not be lower than 80% of the average stock price over the last 20 trading days prior to the pricing benchmark [1] - The company aims to raise up to 200 million yuan, with funds allocated for a total investment of approximately 918 million yuan for the Huixiu Cultural Tourism Engineering project and 6 million yuan for working capital [1] Group 2 - For the year 2024, the company's revenue composition is as follows: 89.08% from landscaping engineering construction, 5.33% from maintenance and operation, 2.1% from land consolidation, 1.61% from landscape design, and 0.72% from other sources [1]
园林股份: 关于公司以简易程序向特定对象发行股票摊薄即期回报与填补措施及相关主体承诺的公告
Zheng Quan Zhi Xing· 2025-08-29 18:30
Core Viewpoint - Hangzhou Garden Greening Co., Ltd. plans to issue A-shares to specific investors through a simplified procedure, which may dilute immediate returns for existing shareholders, and the company has proposed measures to mitigate this impact [1][5][11]. Financial Impact of the Issuance - The issuance will increase the total share capital from 161,237,408 shares to a maximum of 174,526,443 shares, assuming the upper limit of 13,289,035 shares is issued at a price of 15.05 yuan per share [2][3]. - The projected net profit attributable to shareholders for 2025 under three scenarios shows potential losses: - Scenario 1: Net profit remains at -190.20 million yuan - Scenario 2: Net profit breaks even at 0 yuan - Scenario 3: Net profit decreases by 20% to -152.16 million yuan [3][4][5]. - Basic earnings per share (EPS) are projected to improve from -1.18 yuan to 0 yuan in the break-even scenario, and to -0.94 yuan in the 20% loss reduction scenario [4][5]. Necessity and Reasonableness of the Issuance - The issuance is deemed necessary to seize industry development opportunities, enhance core competitiveness, and align with the company's strategic goals [5][7]. Relationship of Fundraising Projects to Existing Business - The total amount to be raised is 200 million yuan, which will be invested in projects closely related to the company's main business, aimed at improving profitability and expanding business scope [7][8]. Measures to Mitigate Dilution of Immediate Returns - The company will implement several measures to enhance operational efficiency, reduce costs, and ensure effective use of raised funds, including: - Strengthening management of raised funds to ensure they are used for designated projects [9][10]. - Accelerating the development of main business areas to improve competitiveness [10]. - Optimizing operational management to enhance efficiency and control costs [10]. - Improving profit distribution policies to ensure investor returns [10][11]. Commitments from Related Parties - The controlling shareholder, Hangzhou Yuanrong Holding Group Co., Ltd., and the company's directors and senior management have committed to taking necessary measures to ensure the effectiveness of the proposed return mitigation strategies [11][12].
园林股份: 2025年第二季度主要经营数据的公告
Zheng Quan Zhi Xing· 2025-08-29 18:30
Group 1 - The company announced its major operating data for the second quarter of 2025, which is unaudited [1] - The number and total amount of newly signed projects were disclosed, including 1 engineering construction project and 7 engineering design projects [1] - The company provided updates on significant projects that have been signed but not yet executed, indicating delays due to funding and project handover issues [1][1]
园林股份: 第五届董事会第四次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 18:30
Group 1 - The board of directors of Hangzhou Garden Greening Co., Ltd. held its fourth meeting of the fifth session on August 29, 2025, via communication voting, with 7 directors present [1] - The board approved the 2025 semi-annual report and its summary, which had been reviewed by the audit committee [1] - The board approved a proposal to apply for a comprehensive credit limit of up to RMB 300 million from non-bank institutions to support the company's operational needs [2] Group 2 - The board confirmed that the company meets the conditions for issuing A-shares to specific targets through a simplified procedure [2][3] - The board approved the plan for issuing A-shares to specific targets, including details on the type of shares, issuance method, and pricing principles [3][4] - The board approved the feasibility analysis report for the use of funds raised from the A-share issuance [5] Group 3 - The board approved a report on the use of previously raised funds, which will be submitted to the shareholders' meeting for review [5][6] - The board approved a proposal regarding the dilution of immediate returns due to the A-share issuance and measures to compensate for this dilution [6] - The board approved a three-year dividend return plan for shareholders from 2025 to 2027 [6][7] Group 4 - The board approved a proposal to hold the third extraordinary shareholders' meeting of 2025 [7]
园林股份: 关于本次以简易程序向特定对象发行股票不存在直接或通过利益相关方向参与认购的投资者提供财务资助或补偿的公告
Zheng Quan Zhi Xing· 2025-08-29 18:30
Core Viewpoint - The company confirms that there are no financial support or compensation arrangements provided to investors participating in the stock issuance, either directly or through related parties [1] Group 1 - The company held the fourth meeting of the fifth board of directors and the third meeting of the fifth supervisory board on August 29, 2025, to review the stock issuance proposal [1] - The company has committed that there are no guarantees of minimum returns or disguised guarantees of returns to the investors participating in the issuance [1] - The announcement emphasizes the absence of financial assistance or compensation to investors from the company or related parties [1]
园林股份: 关于公司最近五年被证券监管部门和证券交易所处罚或采取监管措施及整改情况的公告
Zheng Quan Zhi Xing· 2025-08-29 18:30
Core Viewpoint - The company has not faced any penalties from regulatory authorities or stock exchanges in the last five years, indicating a strong compliance record and governance structure [1][4]. Summary by Sections Recent Penalties - The company has not been penalized by securities regulatory authorities or stock exchanges in the last five years [1]. Regulatory Measures and Rectification - **Fundraising Related Oral Warning**: The company received an oral warning regarding the distribution of dividends amounting to 2.7675 million yuan to shareholders of restricted shares without timely reporting. The funds were returned to the designated account by June 30, 2020, but the company failed to disclose this issue until August 19, 2020, violating multiple regulations [1][2]. - **Rectification Actions**: The company has organized training on relevant laws and regulations regarding the management and use of raised funds, aiming to ensure compliance and protect shareholder rights [2]. - **Related Party Transactions Oral Warning**: An oral warning was issued for failing to disclose a related party transaction amounting to 13.6589 million yuan, which constituted 1.3% of the company's audited net assets as of the end of 2020. The company did not follow the necessary approval and disclosure procedures [2][3]. - **Rectification Actions**: The company has taken steps to enhance understanding of laws and internal regulations regarding related party transactions and has improved the information disclosure process to ensure compliance [3]. Other Compliance Status - The current directors, supervisors, and senior management have not faced administrative penalties from the China Securities Regulatory Commission in the last three years, nor have they received public reprimands from stock exchanges in the last year. This indicates that the company meets the criteria for issuing shares to specific objects under simplified procedures [4].
园林股份: 杭州市园林绿化股份有限公司2025年度以简易程序向特定对象发行股票预案
Zheng Quan Zhi Xing· 2025-08-29 18:14
Core Viewpoint - The company, Hangzhou Landscaping Co., Ltd., plans to issue shares through a simplified procedure to specific investors, aiming to raise funds for the Huixiu Cultural Tourism Engineering project and to supplement working capital [1][13]. Group 1: Issuance Overview - The company intends to issue no more than 20,000 million RMB in total, with the funds allocated to specific projects [17][21]. - The issuance will be subject to approval from the Shanghai Stock Exchange and the China Securities Regulatory Commission [2][20]. - The final number of shares issued will not exceed 30% of the company's total share capital prior to the issuance [17][18]. Group 2: Purpose of Fundraising - The funds raised will be used for the Huixiu Cultural Tourism Engineering project, which has a total investment of 108,233 million RMB, and for supplementing the company's working capital [21][27]. - The project aims to enhance the company's capabilities in the cultural tourism sector, which is expected to drive growth and improve brand influence [13][24]. Group 3: Market Context and Opportunities - The company operates in a sector that is increasingly focused on ecological and cultural development, aligning with national strategies such as "Beautiful China" and "Rural Revitalization" [12][23]. - There is a growing demand for high-quality ecological environments and livable spaces, which presents significant market opportunities for the company [10][14]. Group 4: Financial and Operational Strategy - The company aims to improve its financial structure and enhance its capital strength to meet the demands of large-scale municipal engineering projects [13][24]. - The issuance is expected to alleviate cash flow pressures and improve operational efficiency, allowing the company to better respond to market opportunities [13][24]. Group 5: Regulatory Compliance and Governance - The issuance plan has been authorized by the company's board and is compliant with relevant regulations, ensuring that it does not constitute a major asset restructuring [2][20]. - The company maintains that the issuance will not change its controlling shareholder or the distribution of its equity [19][20].
园林股份: 关于以简易程序向特定对象发行A股股票预案披露的提示性公告
Zheng Quan Zhi Xing· 2025-08-29 18:14
Group 1 - The company, Hangzhou Garden Greening Co., Ltd., has announced a plan to issue A-shares to specific investors through a simplified procedure [1] - The board of directors and the supervisory board have approved the proposal during meetings held on August 29, 2025 [1] - The announcement does not imply any substantive judgment or approval from regulatory authorities regarding the issuance [1] Group 2 - The effectiveness and completion of the share issuance are subject to approval from the Shanghai Stock Exchange and registration consent from the China Securities Regulatory Commission [1] - Investors are advised to be aware of investment risks associated with this issuance [1]
园林股份(605303.SH)发布上半年业绩,归母净亏损7443.46万元
智通财经网· 2025-08-29 17:13
智通财经APP讯,园林股份(605303.SH)发布2025年半年度报告,报告期内,公司实现营业收入2.88亿 元,同比下降10.61%。归属于上市公司股东净亏损7443.46万元,归属于上市公司股东的扣除非经常性 损益净亏损7622.51万元。基本每股亏损0.46元。 ...
园林股份(605303) - 第五届监事会第三次会议决议公告
2025-08-29 16:17
证券代码:605303 证券简称:园林股份 公告编号:2025-048 杭州市园林绿化股份有限公司 第五届监事会第三次会议决议公告 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。 一、监事会会议召开情况 杭州市园林绿化股份有限公司(以下简称"公司")第五届监事会第三次会议 于 2025 年 8 月 29 日(星期五)以通讯表决的方式召开。会议通知已于 2025 年 8 月 19 日通过专人送达及邮件的方式送达各位监事。本次会议应出席监事 3 人, 实际出席监事 3 人。会议由监事会主席吴忆明召集并主持。会议召开符合有关法 律、法规、规章和《公司章程》的规定。 二、监事会会议审议情况 (一)审议通过《<2025 年半年度报告>及其摘要》 监事会认为:董事会编制和审议《<2025 年半年度报告>及其摘要》的程序 符合法律、行政法规及中国证监会的规定,报告内容真实、准确、完整地反映了 上市公司的实际情况,不存在任何虚假记载、误导性陈述或者重大遗漏。 表决结果:3 票同意,0 票反对,0 票弃权。 (二)审议通过《关于公司 2025 ...