Financial Performance - The company reported a total revenue of 736 million yuan for the first half of 2025, a decrease of 2.54% year-on-year [1] - The net profit attributable to shareholders was 37.2 million yuan, down 28.27% compared to the previous year [1] - The gross profit margin decreased to 13.16%, a decline of 6.23% year-on-year, while the net profit margin fell to 5.05%, down 26.4% [1] - The total expenses (selling, administrative, and financial) amounted to 37.22 million yuan, representing an increase of 43.55% as a percentage of revenue [1] - Earnings per share decreased to 0.28 yuan, down 28.21% year-on-year [1] Cash Flow and Financial Health - The company's cash and cash equivalents dropped significantly to 140 million yuan, a decrease of 83.78% [1] - The company’s operating cash flow per share increased to 0.98 yuan, reflecting a substantial increase of 163.83% [1] - The liquidity ratio, indicated by cash and cash equivalents to current liabilities, is a concern as it stands at only 49.4% [3] Business Model and Strategy - The company’s return on invested capital (ROIC) was reported at 3.74%, indicating weak capital returns [3] - The company focuses on capital expenditures to drive performance, necessitating careful evaluation of the profitability of these investments [3] - The company is committed to innovation, with ongoing development of new products in response to market demands, particularly in functional films and masterbatches [3][4] Market Position and Future Outlook - The company aims to enhance its product structure and profitability through innovation and upgrading existing products [4] - There is a focus on expanding into niche applications for new film materials, which is expected to improve the company's market competitiveness [4]

Core Viewpoint - The company has approved its 2025 semi-annual report and related proposals during the board meetings, including a share buyback plan and governance structure revisions [3][9][19]. Group 1: Company Overview - The company is Guangdong DeGuan Film New Materials Co., Ltd., with the stock code 001378 [7]. - The board of directors and the supervisory board have both confirmed the accuracy and completeness of the information disclosed [7][29]. Group 2: Financial and Operational Highlights - The company plans to repurchase shares using its own funds and a special loan for stock repurchase, with a total amount between RMB 20 million and RMB 40 million, and a maximum price of RMB 32.44 per share [5][19]. - As of June 30, 2025, the company has not yet implemented the share buyback [6]. Group 3: Board Meeting Resolutions - The board approved the 2025 semi-annual report and its summary, as well as a special report on the use of raised funds [9][12]. - The board has decided to revise the company's articles of association, eliminating the supervisory board and transferring its powers to the audit committee [14][17]. - The board approved the extension of certain fundraising project deadlines, specifically for the "Functional Film and Functional Masterbatch Expansion and Technical Transformation Project" and the "Laboratory and Testing Upgrade Technical Transformation Project" [19][32]. Group 4: Profit Distribution - The wholly-owned subsidiary, Guangdong DeGuan Packaging Materials Co., Ltd., plans to distribute RMB 100 million in profits to the company, which represents 17.52% of its distributable profits as of June 30, 2025 [22]. Group 5: Upcoming Events - The company will hold its second extraordinary general meeting of 2025 on September 1, 2025 [25].

Meeting Overview - The fifth meeting of the board of directors of Guangdong Deguan Film New Materials Co., Ltd. was held on August 15, 2025, with all 9 directors present [1] - The meeting was conducted in accordance with national laws and regulations [1] Resolutions Passed - The board approved the 2025 semi-annual report and its summary [2] - The board approved the special report on the storage and use of raised funds for the first half of 2025 [2] - The board approved amendments to the company's articles of association and certain governance systems, including the abolition of the supervisory board [2][3] - The board approved the revision of various governance systems, including the rules for shareholder meetings and board meetings [4][5] - The board approved the extension of deadlines for certain fundraising projects, with specific projects now expected to be operational by June 30, 2026, and December 31, 2026, respectively [6] - The board approved a profit distribution proposal from its wholly-owned subsidiary, Guangdong Deguan Packaging Materials Co., Ltd., which plans to distribute 100 million yuan in cash [6] - The board proposed to hold the second extraordinary general meeting of shareholders on September 1, 2025 [7] Documentation - The resolutions and decisions from the meeting will be available for review [8]

Meeting Overview - The fifth meeting of the supervisory board of Guangdong Deguan Film New Materials Co., Ltd. was held on August 15, 2025, in accordance with national laws and regulations [1][2]. Resolutions Passed - The supervisory board approved the "2025 Half-Year Report and Summary" with a unanimous vote of 3 in favor, 0 against, and 0 abstentions [1][2]. - The board also approved the "Special Report on the Storage and Use of Raised Funds for the First Half of 2025," with the same voting results [1][2]. - A resolution was passed regarding the postponement of certain fundraising projects, specifically the "Functional Film and Functional Masterbatch Expansion and Technical Transformation Project" and the "Laboratory and Testing Upgrade Technical Transformation Project." The board confirmed that the postponement would not affect the normal operation of fundraising projects or the company's main business, ensuring no change in the use of raised funds and no harm to the interests of shareholders, especially minority shareholders [2].

Meeting Overview - The company, Guangdong Decro Film New Materials Co., Ltd., will hold its second extraordinary general meeting of shareholders for 2025 on September 1, 2025 [1][2] - The meeting will be conducted through a combination of on-site voting and online voting [2][6] - The legal compliance of the meeting has been confirmed according to relevant laws and regulations [1][2] Voting Details - The online voting will be available on September 1, 2025, from 9:15 AM to 3:00 PM [2][6] - Shareholders can choose either on-site voting or online voting, but not both [2][6] - The record date for shareholders eligible to attend the meeting is August 26, 2025 [2][5] Agenda Items - The meeting will review proposals, including the amendment of the company's articles of association and governance systems [3][4] - Certain proposals require a special resolution, needing approval from more than two-thirds of the voting rights held by attending shareholders [4][5] Registration Information - Registration for the meeting can be done via on-site, mail, or fax, and must be completed by 5:00 PM on August 29, 2025 [5] - The registration location is at the company's headquarters in Foshan, Guangdong [5] Contact Information - The company has provided contact details for inquiries regarding the meeting, including phone and email [5]

Core Viewpoint - The document outlines the governance structure and regulations regarding the management of shares held by the board of directors and senior management of Guangdong Deguan Film New Materials Co., Ltd, emphasizing compliance with relevant laws and regulations [1][2]. Summary by Sections General Provisions - The regulations are established to enhance the governance structure of the company and manage the shares held by directors and senior management [1]. - The rules apply to all shares held by directors and senior management, including those held in others' accounts and through margin trading [1]. Share Trading Declaration - Directors and senior management must declare their personal information to the Shenzhen Stock Exchange at specific times, including when they are newly appointed or when their information changes [5]. - The company and its directors must ensure the accuracy and timeliness of the declared information and accept legal responsibilities for any discrepancies [6]. Share Lock-up - Shares acquired by directors and senior management through various means are subject to lock-up periods, with 75% of newly acquired unrestricted shares locked for one year if the company has been listed for over a year, and 100% if listed for less than a year [7]. - Directors and senior management cannot transfer their shares for six months after leaving their positions [9]. Share Trading Regulations - Directors and senior management must notify the board secretary of their trading plans, and trading is prohibited during certain periods, such as before financial report announcements [11][12]. - There are restrictions on the transfer of shares under specific circumstances, including during the first year of listing and within six months post-departure from the company [12]. Information Disclosure and Responsibilities - Any changes in shareholdings must be reported within two trading days, including details of the changes [19]. - The board secretary is responsible for managing the data and ensuring compliance with disclosure requirements [20]. - Violations of these regulations may result in penalties from regulatory bodies and internal company sanctions [22]. Miscellaneous - The regulations will be executed in accordance with national laws and the company's articles of association, with the board of directors responsible for their formulation and modification [23][24].

Core Points - The document outlines the information disclosure obligations of Guangdong Deguan Film New Materials Co., Ltd. and related parties to ensure transparency and protect the rights of investors [1][2][3] Group 1: Information Disclosure Obligations - Information disclosure obligations include timely, truthful, accurate, and complete reporting of relevant information to all investors without selective disclosure [1][2][3] - The company and its related parties must not leak insider information before it is legally disclosed and must not engage in insider trading [2][3] - Information disclosure documents must be published on the Shenzhen Stock Exchange and other approved media, ensuring accessibility to the public [3][4] Group 2: Types of Reports - The company is required to disclose periodic reports, including annual, semi-annual, and quarterly reports, which must contain significant information affecting investor decisions [4][5] - The annual report must be disclosed within four months after the fiscal year-end, while semi-annual and quarterly reports have respective deadlines of two months and one month after the reporting periods [5][6] Group 3: Management of Disclosure - The board of directors is responsible for ensuring timely and accurate disclosure of periodic reports, which must be approved by the board before publication [6][7] - The company must disclose any significant risks that could adversely affect its core competitiveness and future development [5][6] Group 4: Temporary Reports - The company must immediately disclose any major events that could significantly impact the trading price of its securities, including changes in business strategy, major investments, or significant losses [9][10] - Major events requiring disclosure include changes in the company's operational direction, significant asset transactions, and legal issues [9][10] Group 5: Responsibilities and Procedures - The board secretary is responsible for coordinating information disclosure and ensuring compliance with legal requirements [13][14] - All departments and subsidiaries must report significant information to the board secretary promptly to facilitate timely disclosure [18][19] Group 6: Confidentiality and Compliance - Individuals with access to undisclosed information are considered insiders and must adhere to confidentiality obligations [25][26] - Violations of disclosure regulations may result in disciplinary actions, including warnings or termination, and may also lead to legal penalties [27][28]

Core Viewpoint - The document outlines the regulations and procedures for Guangdong DeGuan Film New Materials Co., Ltd. regarding the deferral and exemption of information disclosure, emphasizing the importance of compliance with legal obligations to protect investors' rights [1][2][5]. Group 1: General Provisions - The company establishes a system to regulate the deferral and exemption of information disclosure to ensure compliance with the Company Law, Securities Law, and relevant stock exchange rules [1]. - Information disclosure must be truthful, accurate, complete, timely, and fair, and the company must not misuse deferral or exemption to evade disclosure obligations or mislead investors [1][2]. Group 2: Applicable Situations for Deferral and Exemption - Deferral or exemption of disclosure is permitted if the information involves state secrets or could violate confidentiality regulations [2]. - The company has an obligation to protect state secrets and must not disclose them through any means, including investor interactions or press releases [2][3]. - Information related to commercial secrets can be deferred or exempted if it involves core technology or could harm the interests of the company or others [2][3]. Group 3: Approval Procedures for Deferral and Exemption - Departments or subsidiaries must submit a request for deferral or exemption to the Securities Affairs Department, which will then be reviewed by the board secretary and approved by the chairman [4]. - The company must maintain records of all deferrals and exemptions for at least 10 years, ensuring proper documentation of the reasons and internal review processes [4][5]. Group 4: Accountability - The company will impose penalties on individuals responsible for violations of the deferral and exemption procedures that negatively impact the company or investors, including potential legal actions [5][6]. - The board of directors is responsible for the formulation, modification, and interpretation of the disclosure system [6].

Group 1 - The company aims to improve its corporate governance structure and regulate the behavior of senior management to protect the rights of shareholders and creditors [1][2] - The president is responsible for the daily management of the company and must report to the board of directors [2][3] - The president's term is three years, and they can resign before the term ends following the procedures outlined in the company's articles of association [2][4] Group 2 - The president must be a full-time employee, and their appointment must follow legal procedures without interference from any organization or individual [2][4] - Specific criteria disqualify individuals from serving as president or senior management, including criminal convictions and financial irresponsibility [2][4][5] Group 3 - The president has various responsibilities, including implementing the board's resolutions, managing the company's operations, and proposing the appointment or dismissal of other senior management [4][5] - The financial director is responsible for financial management, including preparing financial reports and ensuring compliance with regulations [5][6] Group 4 - The company has established a reporting system where the president must regularly report to the board on the company's operational status and any significant changes [13][14] - Performance evaluation and compensation for the president and senior management are linked to the company's performance [32][33]

General Provisions - The company establishes rules to ensure the smooth operation of the board of directors and decision-making processes, in accordance with relevant laws and regulations [1] - The board of directors is a permanent institution responsible to the shareholders' meeting [1] Director Qualifications and Responsibilities - Directors must be natural persons and cannot hold office under certain disqualifying conditions, such as criminal convictions or bankruptcy responsibilities [2][3] - Directors have a duty of loyalty to the company, which includes avoiding conflicts of interest and not misappropriating company assets [3] Director Appointment and Term - Directors are elected by the shareholders' meeting for a term of three years and may be re-elected [2] - If a director resigns, they must submit a written resignation report, which takes effect upon receipt by the company [7] Board Structure and Meetings - The board consists of nine directors, including one chairman and three independent directors, with at least one being a professional accountant [11] - The board must hold at least two meetings annually, and special meetings can be called under certain conditions [14] Voting and Decision-Making - Decisions require a majority vote from the attending directors, and each director has one vote [39] - The board must ensure that decisions are made in compliance with legal and regulatory requirements [19] Committees and Responsibilities - The board has established committees, including an audit committee and a nomination committee, which are responsible for specific tasks and report to the board [32] - The board is responsible for major decisions, including financial reporting and corporate governance [12][19] Compliance and Amendments - The rules must comply with national laws and regulations, and any inconsistencies will defer to those laws [24] - The rules take effect upon approval by the shareholders' meeting and can be amended similarly [24]