证券代码：000972 证券简称：*ST 中基 公告编号：2025-077 号 中基健康产业股份有限公司 截至 2025 年 8 月 22 日 18:00，共有 45 家（以联合体形式报名算作 1 家）意向投资人向临 时管理人提交报名材料并足额缴纳报名保证金。公司将密切关注后续重整投资人遴选工作的进 展情况，及时履行信息披露义务。 三、风险提示 关于招募重整投资人事项的进展公告 本公司及董事会全体成员保证公告内容的真实、准确和完整，没有虚假记载、误导性陈述或者重大遗 漏。 一、预重整基本情况 2025 年 7 月 28 日，中基健康产业股份有限公司（以下简称"中基健康"或"公司"）及 公司下属全资子公司新疆中基红色番茄产业有限公司（以下简称"红色番茄"）分别收到新疆 生产建设兵团第六师中级人民法院（以下简称"六师中院"或"法院"）送达的《预重整通知 书》[（2025）兵 06 破申（预）1 号、（2025）兵 06 破申（预）2 号]。六师中院通知启动对 公司及红色番茄的预重整，并指定公司清算组担任公司临时管理人、红色番茄清算组担任红色 番茄临时管理人（以下合称"临时管理人"）。 为依法推进中基健康与红色番茄 ...

管理费用变动幅度为141.96%,原因:本期公司减产后部分工厂停工停产将未开工工厂损失计入当期费 用。 财务费用变动幅度为77.72%,原因:本期存量及新增借款增加，导致利息支出同比增加。 据证券之星公开数据整理，近期*ST中基（000972）发布2025年中报。截至本报告期末，公司营业总收 入2.45亿元，同比下降0.08%，归母净利润-7470.31万元，同比下降733.0%。按单季度数据看，第二季度 营业总收入1.66亿元，同比上升32.07%，第二季度归母净利润-6744.74万元，同比下降1259.14%。本报 告期*ST中基三费占比上升明显，财务费用、销售费用和管理费用总和占总营收同比增幅达101.05%。 本次财报公布的各项数据指标表现不尽如人意。其中，毛利率-3.76%，同比减121.69%，净利 率-31.5%，同比减726.5%，销售费用、管理费用、财务费用总计6786.05万元，三费占营收比27.71%， 同比增101.05%，每股净资产-0.13元，同比减147.4%，每股经营性现金流-0.13元，同比减331.95%，每 股收益-0.1元，同比减733.33% | 项目 | 2024 ...

Core Insights - *ST Zhongji (000972.SZ) reported a total operating revenue of 245 million yuan for the first half of 2025, a decrease of 196,200 yuan or 0.08% compared to the same period last year [1] - The company recorded a net profit attributable to shareholders of -74.70 million yuan, a decline of 86.50 million yuan or 733.00% year-on-year [1] - Operating cash flow showed a net outflow of 101 million yuan, down 145 million yuan or 331.95% from the same period last year [1] Financial Performance - As of June 30, 2025, the asset-liability ratio stood at 106.80%, an increase of 5.26 percentage points from the previous quarter and up 26.44 percentage points year-on-year [3] - The gross profit margin was -3.76%, a decrease of 21.83 percentage points from the previous quarter and down 21.07 percentage points compared to the same period last year [3] - The diluted earnings per share were -0.10 yuan, a decrease of 0.11 yuan or 733.33% year-on-year [3] - Total asset turnover ratio was 0.16 times, down 0.05 times or 23.56% year-on-year [3] - Inventory turnover ratio was 0.30 times, a decrease of 0.07 times or 19.24% compared to the same period last year [3] Shareholder Structure - The number of shareholders was 25,300, with the top ten shareholders holding 377 million shares, accounting for 48.85% of the total share capital [3] - The largest shareholder is Xinjiang Production and Construction Corps Sixth Division State-owned Assets Management Co., Ltd., holding 16.18% [3] - Other significant shareholders include Xinjiang Guoheng Investment Development Group Co., Ltd. at 12.97% and Xinjiang Production and Construction Corps Investment Co., Ltd. at 6.50% [3]

Core Points - The company held the 9th meeting of the 10th Supervisory Board on August 2025, where all members confirmed the meeting's compliance with relevant laws and regulations [1] - The meeting approved the 2025 semi-annual report and summary with unanimous votes [1] - The proposal to reappoint the accounting firm was also unanimously approved [1] - A resolution regarding the disposal of certain fixed assets by the wholly-owned subsidiary, Red Tomato, was passed with unanimous support [1]

Core Viewpoint - The company is facing significant financial challenges, including negative profits and net assets, which may lead to delisting risks from the Shenzhen Stock Exchange if not addressed [2][3]. Financial Performance - The company's total revenue for the reporting period was approximately 244.93 million yuan, a slight decrease of 0.08% compared to the previous year [5]. - The net profit attributable to shareholders was a loss of approximately 74.70 million yuan, compared to a profit of 11.80 million yuan in the same period last year [5]. - The company's total assets decreased by 20.62% to approximately 1.38 billion yuan, while net assets attributable to shareholders were negative at approximately -102.07 million yuan [5]. Business Operations - The company is involved in the production and international trade of large-pack tomato sauce, which has seen a decline in export value by approximately 40% year-on-year [8]. - The domestic market for tomato products has been growing at an average annual rate of 13% over the past three years, driven by increasing health awareness among consumers [8]. - The company has a significant geographical advantage in Xinjiang, which is a key area for tomato cultivation and processing [8]. Competitive Advantages - The company benefits from a strong resource base in Xinjiang, which is recognized as one of the world's best regions for tomato cultivation [8]. - The company has established an innovation mechanism that combines production, learning, and research, leading to the development of new products and technologies [7][8]. Risk Factors - The company is currently under a pre-restructuring process due to its inability to repay debts, which poses a risk of bankruptcy if the restructuring fails [3][10]. - The company plans to not distribute cash dividends or issue new shares, indicating a focus on financial recovery [3][10].

Core Points - The company reported a significant decline in net profit, with a net loss of 74.70 million yuan for the reporting period compared to a profit of 11.80 million yuan in the same period last year [1][2] - Total assets decreased by 20.62% from the previous year, amounting to 1.38 billion yuan [2] - The company has applied for reorganization and pre-reorganization due to its inability to pay due debts, indicating potential restructuring efforts [3][4] Financial Performance - Operating revenue for the reporting period was approximately 244.93 million yuan, showing a slight decrease of 0.08% compared to the previous year [1] - The net cash flow from operating activities was negative at -101.22 million yuan, a significant decline from 43.64 million yuan in the previous year [1] - Basic and diluted earnings per share were both reported at -0.0969 yuan, compared to 0.0153 yuan in the same period last year [1] Shareholder Information - The company has a total of 25,316 common shareholders as of the reporting period [2] - Major shareholders include Xinjiang Production and Construction Corps with a 16.18% stake and Xinjiang Guoheng Investment Development Group with a 12.97% stake [2] - There were no changes in the controlling shareholder or actual controller during the reporting period [3]

证券代码：000972 证券简称：*ST 中基 公告编号：2025-070 号 中基健康产业股份有限公司 结合公司第十届董事会人员调整的实际情况，并根据董事会各专门委员会人员组成的相关 规定，现提交公司第十届董事会各专业委员会组成人员如下： 第十届董事会第十六次会议决议公告 本公司及董事会全体成员保证公告内容的真实、准确和完整，没有虚假记载、误导性陈述或者重 大遗 漏。 中基健康产业股份有限公司（以下简称"公司"）第十届董事会第十六次会议于 2025 年 方式发出会议通知。在确保公司全体董事充分了解会议内容的基础上，公司 9 名董事在规定的 时间内参加了表决。会议的召开符合《公司法》和《公司章程》的有关规定。会议审议并一致 通过了如下决议： 一、审议通过《公司 2025 年半年度报告及摘要》； 表决结果：同意 9 票；反对 0 票；弃权 0 票。 详见公司于同日披露的《2025 年半年度报告》。 二、审议通过《关于调整公司第十届董事会各专业委员会组成人员的议案》； 表决结果：同意 9 票；反对 0 票；弃权 0 票。 | 董事会专门委员会 | | | 主任委员 | | 委员 | | --- | --- | - ...

Core Viewpoint - The document outlines the management measures for professional managers at Zhongji Health Industry Co., Ltd., emphasizing the establishment of a modern enterprise system and a market-oriented management mechanism to enhance corporate governance and achieve high-quality development [1][2]. Group 1: General Principles - The guiding ideology is to implement the spirit of the 20th National Congress of the Communist Party of China and strengthen the construction of a professional management talent team [1]. - The overall goal is to establish a modern enterprise system that meets market economy requirements and to enhance the leadership of the Party [1][2]. - Professional managers are defined as members of the management team selected and managed by the company's board of directors based on market-oriented principles [1][2]. Group 2: Management Principles - The principle of Party management of talent emphasizes strengthening the Party's leadership in state-owned enterprise reform [2]. - The principle of contractual management involves setting clear performance targets and tasks for management members through signed agreements [2]. - The strategic orientation principle ensures that management goals align with the company's strategic planning [2]. Group 3: Management Authority and Responsibilities - The responsibilities of the company's Party committee include reviewing and providing suggestions on the management measures for professional managers [3]. - The board of directors is responsible for establishing implementation details and conducting performance evaluations [3][4]. - The general manager is accountable to the board and has the authority to nominate and evaluate other senior management members [4]. Group 4: Appointment and Term - The number of professional managers should be determined based on efficiency and coordination principles [5]. - Each appointment term is set for three years, with provisions for renewal based on performance evaluations [5][6]. Group 5: Daily Management - Daily management of professional managers follows market-oriented principles and company regulations [6]. - The management of personnel relationships and political education for professional managers is emphasized [7]. Group 6: Selection Criteria - Candidates for professional managers must possess good political qualities, professional knowledge, and a strong sense of responsibility [8][9]. - Specific qualifications include at least five years of relevant work experience and a bachelor's degree or higher [9]. Group 7: Selection Procedures - The selection process for professional managers is based on fairness and competition, including recruitment announcements and comprehensive evaluations [10][11]. - Various methods such as internal selection and external recruitment are utilized for the selection process [10]. Group 8: Compensation and Evaluation - Compensation and evaluation of professional managers are tailored to the specific circumstances of each enterprise [12][13]. - Performance evaluations are conducted annually and at the end of the term, focusing on both management indicators and qualitative assessments [13]. Group 9: Professional Development - A training system for professional managers is established to enhance their capabilities [36]. - Support for professional development through in-service learning is encouraged [37]. Group 10: Exit Management - A market-oriented exit mechanism for professional managers is established, based on performance evaluations and contractual agreements [39][40]. - Specific conditions for termination of employment are outlined, including performance failures and legal violations [40][41].

Core Viewpoint - The company aims to implement a managerial tenure system and contractual management to enhance operational efficiency and align with market-oriented reforms, ensuring high-quality development through improved governance and performance evaluation mechanisms [1][2]. Group 1: Overall Objectives - The overall goal is to establish a modern enterprise system that meets market economic requirements, enhances corporate governance, and strengthens the incentive and constraint mechanisms for the managerial team [1][2]. - The managerial tenure system and contractual management will be applied to senior management personnel, including the general manager, deputy general managers, and other senior management as defined by the company's articles of association [1][2]. Group 2: Basic Principles - The principles include adherence to party leadership, market-oriented selection, contractual management, a balance of incentives and constraints, goal orientation, differentiated assessment, and a focus on reform and development [2][3][4]. - The company emphasizes the importance of effective communication with managerial personnel during the establishment of performance indicators and assessment processes to ensure fairness and motivation [5]. Group 3: Management Authority and Responsibilities - The company’s party committee is responsible for reviewing the appointment and assessment of managerial personnel, while the board of directors is tasked with establishing and implementing the tenure and contractual management system [6][7]. - The board can delegate authority to the chairman and general manager for signing contracts and performance responsibility documents without requiring further board approval [6][7]. Group 4: Selection Criteria - Managerial personnel must align with the party's core leadership, possess strong responsibility, and have relevant experience in large or medium-sized enterprises [12][13]. - Specific disqualifications for managerial positions include previous leadership failures, significant losses, or poor performance evaluations [12][13]. Group 5: Tenure Management - The tenure for senior management is set at three years, with the possibility of extension based on performance and company needs [13][14]. - Upon reaching retirement age, managerial personnel will generally not be reappointed, although they may serve in advisory roles if necessary [14][15]. Group 6: Contractual Management - Contracts will include performance responsibility documents that outline specific performance targets and assessment criteria, ensuring accountability [14][15]. - The company will establish a clear structure for remuneration, linking it to performance outcomes and ensuring that salary adjustments are based on market comparisons [16][17]. Group 7: Performance Assessment - Performance assessments will be conducted annually and at the end of each tenure, with results categorized into five levels from A (excellent) to E (unsatisfactory) [22][23]. - The assessment results will directly influence the remuneration and potential reappointment of managerial personnel [22][23]. Group 8: Exit Management - Conditions for mandatory exit include failure to meet performance benchmarks, disciplinary violations, or significant decision-making errors leading to financial losses [29][30]. - Other forms of exit include reaching retirement age, non-renewal of contracts, or personal reasons affecting job performance [30][31].

Group 1 - The company plans to optimize its asset structure by disposing of certain fixed assets through public listing on the Xinjiang Property Exchange, including land use rights and buildings from a subsidiary that has been inactive since 2016 [1][5] - The total original value of the fixed assets to be disposed of is 21.4553 million yuan, with a net book value of 2.9291 million yuan, and an assessed value of 7.1084 million yuan [1][5] - The company aims to reduce management costs and risks associated with the long-term inactive factory, which has no synergy with its main production areas [5][6] Group 2 - The assessment of the assets was conducted by Zhongshenghua Asset Appraisal Co., Ltd., using the cost method, with a market value assessment date set for February 28, 2025 [2][4] - The assessed value of the individual assets includes a total of 71 items with an original value of 3.9134 million yuan and a net book value of 1.4542 million yuan, resulting in an assessed value of 3.9834 million yuan, reflecting an increase of 2.5292 million yuan and a growth rate of 173.91% [2][3] - The company has initiated a gas boiler replacement project in response to local environmental policies, which is a necessary condition for the transfer of the coal-fired boilers [6]