JINGYI INC.(002295)
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精艺股份(002295) - 关于广东精艺金属股份有限公司2024年度股东大会的法律意见书
2025-06-27 11:00
盈 隆 律 師 事 務 所 WIN LONG LAW FIRM (广 东 省 优 秀 律 师 事 务 所) 盈 隆 律 師 事 務 所 WIN LONG LAW FIRM 地址:广东省广州市越秀区东风中路 Add:6-7/F,HuayitaiInternationalPlaza, 418号华以泰国际大厦6、7层 No.418DongfengMiddleRoad, 电话:020-83379916 YuexiuDistrict,GuangzhouCity, GuangdongProvince Tel:020-83379916 2024 根据《中华人民共和国公司法》(以下简称"《公司法》")《中华人民共和国 证券法》(以下简称"《证券法》")和中国证券监督管理委员会发布的《上市公 司股东大会规则》(以下简称"《股东大会规则》")以及《广东精艺金属股份有 限公司章程》(以下简称"《公司章程》")的规定,广东盈隆律师事务所(以下简 称"本所")接受广东精艺金属股份有限公司(以下简称"贵公司")的委托,指 派本所季永峰律师、潘洁律师出席了贵公司于2025 年 6 月 27 日在广东省佛山市 顺德区北滘镇西海工业区广东精艺 ...
佛山一上市公司董事长辞职
Sou Hu Cai Jing· 2025-06-27 10:35
Core Viewpoint - The chairman of Jingyi Co., Ltd., Huang Yuhui, has resigned from his positions due to being listed as a dishonest executor, which disqualifies him from holding office according to regulatory standards [1][3][4]. Group 1: Company Governance - Huang Yuhui applied to resign from his roles as chairman, director, and committee member of Jingyi Co., Ltd. following a directive from the Guangdong Securities Regulatory Bureau [1][3]. - The Guangdong Securities Regulatory Bureau found that Jingyi Co., Ltd. failed to disclose Huang Yuhui's status as a dishonest executor, violating multiple disclosure regulations [3][4]. - The company is required to replace its chairman and disclose relevant information within two trading days, as mandated by the regulatory authority [4]. Group 2: Company Background - Jingyi Co., Ltd. was established in 1999 and is a leading enterprise in copper processing and trading in South China, with 23 subsidiaries in various sectors including new energy and photovoltaics [1]. - The company has been closely linked to the industrial upgrading of its local area in Foshan, where it has operated for 26 years [1]. Group 3: Legal and Regulatory Issues - Huang Yuhui's inclusion in the dishonest executor list constitutes a violation of the Company Law, which prohibits individuals in such a status from serving as directors or senior management [4]. - The regulatory body has issued a warning to Huang Yuhui and other key executives for their failure to fulfill their disclosure obligations [4].
精艺股份董事长上任不足三个月便辞职 因失信问题被监管警示
Zhong Guo Jing Ying Bao· 2025-06-27 07:09
Core Viewpoint - The resignation of Huang Yuhui as Chairman of Jingyi Co., Ltd. is linked to his inclusion in the list of dishonest executors, which violates company governance regulations [1][2][3] Group 1: Company Governance and Management Changes - Huang Yuhui submitted his resignation due to personal reasons, stepping down from multiple roles including Chairman and committee positions [1] - The Guangdong Securities Regulatory Bureau issued a corrective measure against Jingyi Co., requiring the company to replace its chairman and disclose relevant information within a specified timeframe [2] - Huang Yuhui was elected as Chairman on March 28, 2025, but resigned less than three months later [2] Group 2: Financial Performance and Business Operations - Jingyi Co. reported a revenue of 3.754 billion yuan in 2024, a year-on-year increase of 38.43%, with a net profit attributable to shareholders of 27.7063 million yuan, up 15.57% [3] - The company operates a diversified business model, primarily in copper processing, which accounted for 97.23% of total revenue in 2024 [3] - The company has established a full-chain industrial system covering various copper products, supported by production bases in Guangdong Shunde and Anhui Wuhu [3]
精艺股份董事长成“老赖” 广东证监局责令整改、更换董事长
Nan Fang Du Shi Bao· 2025-06-27 01:39
Core Viewpoint - The resignation of Huang Yuhui, the chairman of Jingyi Co., Ltd., is linked to his status as a "dishonest executor" in multiple court cases, which disqualifies him from holding his position according to Chinese corporate law [1][2]. Group 1: Company Governance - Huang Yuhui submitted his resignation due to "personal reasons," but it follows a warning from the Guangdong Securities Regulatory Commission regarding his disqualification [1][2]. - The company is required to replace the chairman and disclose relevant information within two trading days of receiving the warning [2]. - Huang Yuhui indirectly holds 16.57 million shares of the company, representing a significant stake through Nantong Sanjian Holding Co., Ltd., which is also a major shareholder [2][3]. Group 2: Financial Performance - Jingyi Co., Ltd. reported a revenue of 3.754 billion yuan for 2024, marking a year-on-year increase of 38.43% [2]. - The net profit attributable to shareholders was 27.7063 million yuan, reflecting a 15.57% increase compared to the previous year [2]. - The majority of the company's revenue, 97.23%, comes from the processing industry, with 90.34% specifically from copper pipe processing products [2].
被监管喊话要求换人!精艺股份董事长正式辞职
Sou Hu Cai Jing· 2025-06-25 15:56
Core Viewpoint - The chairman of Guangdong Jingyi Metal Co., Ltd. has resigned following regulatory scrutiny regarding his qualifications and the company's failure to disclose critical information [1][3][4]. Group 1: Resignation Announcement - On June 25, Guangdong Jingyi Metal announced that chairman Huang Yuhui submitted his resignation due to personal reasons, stepping down from multiple positions including director and chairman [1]. - Huang Yuhui indirectly holds 16.57 million shares of the company, representing over 5% ownership through Nantong Sanjian Holding Co., Ltd. [3]. Group 2: Regulatory Issues - On June 24, the company received regulatory documents from the Guangdong Securities Regulatory Bureau and Shenzhen Stock Exchange, indicating violations related to the disclosure of the actual controller and the chairman's unqualified status [3][4]. - The Guangdong Securities Regulatory Bureau found that Huang Yuhui was listed as a dishonest executor by multiple courts, which was not disclosed by the company, constituting a regulatory breach [4]. - The regulatory body mandated the company to rectify the situation, replace the chairman, and submit a corrective report within 30 days [4].
精艺股份(002295) - 关于董事长辞职的公告
2025-06-25 12:31
证券代码:002295 证券简称:精艺股份 公告编号:2025-034 广东精艺金属股份有限公司 关于董事长辞职的公告 董事会 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有 虚假记载、误导性陈述或重大遗漏。 2025 年 6 月 25 日 广东精艺金属股份有限公司(以下简称"公司")董事会于 2025 年 6 月 25 日收到公司董事长黄裕辉先生的书面辞职报告。因个人原因,黄裕辉先生申请 辞去公司董事、董事长及董事会战略与投资委员会主任委员、提名委员会委员 职务。截至本公告披露日,黄裕辉先生间接持有公司股份 1657.07 万股,为持 有公司 5%以上股份的股东南通三建控股有限公司的法人、董事长,为公司实际 控制人之一。黄裕辉先生不存在应履行而未履行的承诺事项。 根据有关规定,黄裕辉先生辞职未导致公司董事会成员低于法定最低人 数,不会影响公司相关工作的正常开展,黄裕辉先生的辞职报告自送达公司董 事会之日起生效。公司董事会对黄裕辉先生任职期间所做工作表示感谢! 特此公告。 广东精艺金属股份有限公司 ...
A股公司董事长成老赖“秘而不宣”?监管喊话:换人!中小股东曾反对董事长任命
Sou Hu Cai Jing· 2025-06-25 05:00
Core Viewpoint - The Guangdong Securities Regulatory Commission has imposed corrective measures on Jingyi Co., Ltd. due to violations related to the disclosure of the actual controller and chairman's credit issues, as well as the chairman's lack of qualifications for the position [1][4][5]. Group 1: Regulatory Actions - The Guangdong Securities Regulatory Commission has ordered Jingyi Co., Ltd. to rectify its violations and issued warning letters to the chairman Huang Yuhui, general manager Wei Guo, and board secretary Yang Xiangrui [5]. - The company is required to replace its chairman and disclose relevant information truthfully within two trading days of receiving the decision, and submit a rectification report within 30 days [5]. Group 2: Violations and Responsibilities - Huang Yuhui, the actual controller and chairman, has been listed as a dishonest executor by multiple courts, which was not disclosed in the company's reports [4]. - The chairman's status as a dishonest executor disqualifies him from holding the position under Article 178 of the Company Law of the People's Republic of China [4]. - Huang Yuhui, Yang Xiangrui, and Wei Guo have failed to fulfill their duties as required by the Information Disclosure Management Measures for Listed Companies, with Huang Yuhui and Yang Xiangrui bearing primary responsibility for the violations [4]. Group 3: Shareholder Sentiment - During the recent shareholder meeting, only 44 shares were voted in favor of Huang Yuhui's re-election as a non-independent director, indicating significant disapproval from minority shareholders [5]. Group 4: Background Information - Huang Yuhui, born in 1971, holds a doctoral degree and has been the chairman of Jingyi Co., Ltd. since May 2019 [7]. - He indirectly holds 16.57 million shares of the company and is also the legal representative and chairman of a major shareholder, Nantong Sanjian Holdings Co., Ltd. [7].
精艺股份: 第八届董事会第四次会议决议公告
Zheng Quan Zhi Xing· 2025-06-24 19:19
广东精艺金属股份有限公司 证券代码:002295 证券简称:精艺股份 公告编号:2025-031 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有 虚假记载、误导性陈述或重大遗漏。 广东精艺金属股份有限公司 董事会 二、董事会会议审议情况 经与会董事充分讨论,会议审议做出了如下决议: (一)审议通过了《关于取消 2024 年度股东大会部分议案的议案》 苏 0613 执 4200 号告知函】,海门区人民法院对公司章程修订中的部分条款提出 了异议,鉴于此,公司董事会决定取消原定提交公司 2024 年度股东大会审议 的《关于修订公司 <章程> 的议案》。 董事李珍:关于本次会议的议案我的意见是反对,因为我作为董事并没有 违反法律,章程修改既没有拘执的主观故意也没有起到拘执的法律后果,没有 违法违规,当时 6 月 5 日的决议是审慎,如果股东有不同意,请上股东会否 决。 董事王强反对本次董事会审议的议案,没有提出具体理由。 表决结果:同意 7 票,反对 2 票,弃权 0 票 三、备查文件 特此公告。 一、董事会会议召开情况 广东精艺金属股份有限公司(以下简称"公司")第八届董事会第四次会议 于 2025 ...
精艺股份: 关于2024年度股东会取消部分议案暨补充通知的公告
Zheng Quan Zhi Xing· 2025-06-24 19:19
Group 1 - Guangdong Jingyi Metal Co., Ltd. announced the cancellation of a proposal regarding the amendment of the company's articles of association due to legal issues related to a judicial auction of shares [2][3] - The company will hold its 2024 annual general meeting on June 27, 2025, to discuss other matters, while the canceled proposal will not be included in the agenda [3][4] - The company expressed apologies for any inconvenience caused to investors due to the cancellation of the proposal [3] Group 2 - The company’s board of directors approved the proposal to amend the articles of association on June 5, 2025, but it was later canceled following a court's directive [2][3] - The court found that the proposal's terms could obstruct the judicial auction process, which involved 75,184,700 shares of the company pledged to Jiangsu Hairun Urban Development Group [2][3] - The company is required to comply with the court's order to avoid legal consequences for failing to assist in the execution of the court's ruling [2][3] Group 3 - The annual general meeting will allow shareholders to vote on various proposals, including the use of self-owned funds for foreign exchange derivative trading [5][13] - Voting will be conducted both in-person and through an online system, with specific time slots designated for network voting [4][8] - Shareholders must register to attend the meeting, providing necessary documentation to verify their identity and share ownership [7][8]
精艺股份: 关于收到广东证监局对公司采取责令改正措施并对黄裕辉等采取出具警示函措施的决定的公告
Zheng Quan Zhi Xing· 2025-06-24 19:18
Group 1 - The Guangdong Securities Regulatory Commission has issued a decision to Guangdong Precision Metal Co., Ltd. (referred to as "the company") to take corrective measures and issue warning letters to its chairman Huang Yuhui and others due to violations of disclosure regulations [1][2] - The company failed to disclose the actual controller and chairman Huang Yuhui's status as a dishonest executor, which is a violation of the Information Disclosure Management Measures for Listed Companies [1][2] - Huang Yuhui, the current chairman, is listed as a dishonest executor by the court, which disqualifies him from holding the position under the Company Law [2] Group 2 - The company and its executives, including chairman Huang Yuhui, general manager Wei Guo, and board secretary Yang Xiangrui, are held primarily responsible for the violations and have been ordered to take corrective actions within two trading days [3] - The company must replace its chairman and accurately disclose relevant information, submitting a rectification report to the regulatory authority within 30 days [3] - The regulatory measures can be contested through administrative review or litigation within specified timeframes, but the enforcement of these measures will not be suspended during the review or litigation period [3]