KAIMEITE GASES(002549)
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凯美特气: 公司章程(2025年7月)
Zheng Quan Zhi Xing· 2025-07-29 16:09
Core Points - The company is established as a joint-stock limited company in accordance with the Company Law and other relevant regulations [1][2] - The registered capital of the company is RMB 695.347901 million [1] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 20 million shares on February 18, 2011 [1] Chapter 1: General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors while regulating its organization and behavior [1] - The company is registered in Yueyang City and has a unified social credit code [1] - The articles of association become legally binding upon effectiveness, governing the rights and obligations between the company and its stakeholders [2][10] Chapter 2: Business Objectives and Scope - The company's business objective is to enhance core competitiveness through scientific management, providing quality products and services, and creating value for society [4] - The business scope includes air pollution control, sales of electronic materials, food additives, and various technical services [4] Chapter 3: Shares Section 1: Share Issuance - The company's shares are issued in the form of stocks, adhering to principles of openness, fairness, and justice [5] - The total number of shares issued is 695.347901 million, all of which are ordinary shares [6] Section 2: Share Increase, Decrease, and Repurchase - The company can increase capital through various methods, including issuing shares to unspecified or specific objects [8] - The company is prohibited from repurchasing its shares except under specific circumstances, such as capital reduction or employee stock plans [8][10] Section 3: Share Transfer - Shares must be transferred in accordance with the law, and shares held by founders cannot be transferred within one year of the company's establishment [12][28] Chapter 4: Shareholders and Shareholders' Meeting Section 1: Shareholders - The company maintains a shareholder register based on records from the securities registration agency [12] - Shareholders have rights to dividends, attend meetings, supervise operations, and access company documents [12][13] Section 2: Control Shareholders and Actual Controllers - Control shareholders and actual controllers must exercise their rights in compliance with laws and regulations, ensuring the interests of the listed company are maintained [41][42] Section 3: General Provisions of Shareholders' Meeting - The shareholders' meeting is the company's authority body, responsible for electing directors, approving reports, and making significant decisions [45][46] Section 4: Proposals and Notifications for Shareholders' Meeting - Proposals must fall within the authority of the shareholders' meeting and be submitted in a timely manner [57][58] Section 5: Conducting the Shareholders' Meeting - The meeting must be conducted in an orderly manner, with provisions for attendance and voting [63][64] Section 6: Voting and Resolutions of the Shareholders' Meeting - Resolutions can be ordinary or special, with specific voting thresholds required for different types of decisions [79][80]
凯美特气: 股东会议事规则
Zheng Quan Zhi Xing· 2025-07-29 16:09
Core Points - The document outlines the regulations for the shareholders' meeting of Hunan Kaimete Gas Co., Ltd, ensuring compliance with the Company Law and Securities Law of the People's Republic of China [1][2][3] - The company must hold annual and temporary shareholders' meetings, with specific timelines for notification and convening [4][5][6] - Legal opinions must be obtained for the validity of the meeting procedures and voting results [2][3][6] Shareholders' Meeting Regulations - The company is required to report to the China Securities Regulatory Commission and the Shenzhen Stock Exchange if it cannot convene a shareholders' meeting within the stipulated time [2] - The board of directors must convene the shareholders' meeting within the specified timeframe and respond to requests from independent directors and shareholders holding more than 10% of shares [6][7][8] - The audit committee has the authority to propose a temporary shareholders' meeting and can convene it if the board fails to respond [3][4][5] Proposals and Notifications - Proposals for the shareholders' meeting must fall within the scope of the meeting's authority and be clearly defined [13][14] - The notice for the annual meeting must be sent 20 days in advance, while temporary meetings require a 15-day notice [15][16] - The notice must include detailed information about the proposals and the candidates for director positions [17][18] Meeting Procedures - The shareholders' meeting must be held at the company's registered location and can utilize online methods for participation [20][21] - Shareholders can vote in person or by proxy, and the voting process must be clearly outlined in the meeting notice [22][23] - The meeting must be presided over by the chairman or a designated representative, and the results of the voting must be announced immediately [27][28][29] Decision-Making and Record-Keeping - The shareholders' meeting has the authority to elect directors, approve financial reports, and make decisions on capital changes [6][12] - Meeting records must be maintained for at least ten years, documenting all proceedings and decisions made during the meeting [41][42] - Any resolutions passed must be disclosed promptly, including details on attendance and voting results [39][40]
凯美特气: 薪酬与考核委员会议事规则
Zheng Quan Zhi Xing· 2025-07-29 16:09
湖南凯美特气体股份有限公司董事会 (2025 年 7 月修订) 第三章 职责权限 第八条 薪酬与考核委员会就下列事项向董事会提出建议: 第一章 总则 第一条 为进一步建立健全湖南凯美特气体股份有限公司(以下简称"公司") 董事及高级管理人员的考核和薪酬管理制度,完善公司治理结构,根据《中华人 民共和国公司法》(以下简称"《公司法》")、《深圳证券交易所股票上市规 则》、《深圳证券交易所上市公司自律监管指引第1号——主板上市公司规范运 作》、《公司章程》及其它有关规定,特设立董事会薪酬与考核委员会,并制定 本议事规则。 第二条 公司董事会设置薪酬与考核委员会,主要负责制定董事、高级管理 人员的考核标准并进行考核,制定、审查董事、高级管理人员的薪酬决定机制、 决策流程、支付与止付追索安排等薪酬政策与方案。 第三条 任何董事、高级管理人员不得自行确定薪酬。未在公司领取薪酬的 董事不在本实施规则的考核范畴内。 第二章 人员组成 第四条 薪酬与考核委员会成员由三名董事组成,其中独立董事两名。 第五条 薪酬与考核委员会委员由董事长、二分之一以上独立董事或者全体 董事的三分之一提名,并由董事会选举产生。 第六条 薪酬与考核 ...
万通智控:签订具身智能领域独家授权协议丨公告精选
2 1 Shi Ji Jing Ji Bao Dao· 2025-07-29 14:09
分组1 - Shijia Photon reported a revenue of 993 million yuan for the first half of the year, a year-on-year increase of 121.12% [1] - The net profit attributable to shareholders reached 217 million yuan, reflecting a significant year-on-year growth of 1712% [1] - The company has successfully developed new products for data centers and AI computing, including high-power CWDFB lasers and high-temperature FAU devices [1] 分组2 - Hunan Tianyan announced that China Changan Automobile has become its indirect controlling shareholder after a division of the Weaponry Equipment Group [2] - Following the division, China Changan Automobile holds 37.25% of Hunan Tianyan through Chen Zhi Group, maintaining the actual controller as the State-owned Assets Supervision and Administration Commission [2] 分组3 - Dong'an Power stated that its indirect controlling shareholder has changed to China Changan Automobile after the division of the Weaponry Equipment Group [2] - China Changan Automobile now holds 50.93% of Dong'an Power's total shares through Chen Zhi Group [2] 分组4 - Wantong Intelligent signed an exclusive authorization agreement with Shanghai Shenming Aosi Semiconductor Technology, allowing it to produce and sell boards based on the Fellow 1 model chip for five years [3] - This collaboration is expected to positively impact the company's future operations and aligns with its long-term development strategy [3] 分组5 - WuXi AppTec plans to adjust the upper limit for its share repurchase price from 90.72 yuan to 114.15 yuan per share [4] 分组6 - Xinya Electronics reported that the revenue from high-frequency and high-speed copper cable connectors accounted for only 3.31% of its total revenue as of the 2024 annual report [5] - The company experienced abnormal stock trading fluctuations with a cumulative price deviation exceeding 20% over three consecutive trading days [5] 分组7 - Huajin Technology plans to acquire 6% of Crystal Integrated's shares for a total price of 2.393 billion yuan, with a transfer price of 19.88 yuan per share [6] - This transaction does not constitute a related party transaction or a major asset restructuring [6] 分组8 - Fangbang Co. reported that the sales revenue from its peelable copper products accounted for less than 0.3% of its main business revenue in the first half of the year [8] - The company is monitoring potential market demand increases due to the adoption of CoWoP technology by leading overseas companies [8]
股权激励费用同比减少 凯美特气上半年扭亏为盈
Xin Lang Cai Jing· 2025-07-29 14:09
Group 1 - The company achieved profitability in H1 2023, with a revenue of 310 million yuan, a year-on-year increase of 10.52%, and a net profit attributable to shareholders of 55.8461 million yuan, marking a turnaround from losses [1] - The improvement in performance is attributed to increased sales of main products and a significant reduction in stock incentive expenses, which were 87.4036 million yuan in the same period last year due to the termination of the 2022 restricted stock incentive plan [1] - The gross profit margin for H1 2023 was 36.11%, an increase of 13.7 percentage points year-on-year, with notable growth in the gross profit margins of hydrogen, carbon dioxide, and fuel products [1] Group 2 - The company is focusing on its competitive advantage in the electronic specialty gas sector, having received supplier certification from GIGAPHOTON for its photolithography gas products [2] - The company plans to gradually expand production capacity based on market demand, targeting high-tech fields such as semiconductor, aerospace, and medical aesthetics [2] - In H1 2023, revenue from specialty gases was 6.021 million yuan, an increase of 8.74% year-on-year, accounting for 1.94% of total revenue [3] Group 3 - The Yizhang Kaimeite specialty gas project, which produces electronic-grade hydrogen bromide and iodine, has faced delays, with the expected operational status now pushed to April 30, 2026, due to land transfer delays [3] - As of June 30, 2023, the investment progress for this project was 67.07% [3]
凯美特气:2025年半年度报告摘要
Zheng Quan Ri Bao· 2025-07-29 14:08
(文章来源:证券日报) 证券日报网讯 7月29日晚间,凯美特气发布公告称,2025年上半年实现归属于上市公司股东的净利润为 55,846,055.82元,同比增长199.82%。 ...
凯美特气:第六届监事会第十四次会议决议公告
Zheng Quan Ri Bao· 2025-07-29 12:47
(文章来源:证券日报) 证券日报网讯 7月29日晚间,凯美特气发布公告称,公司第六届监事会第十四次会议审议通过了《 的议 案》等多项议案。 ...
凯美特气:第六届董事会第十四次会议决议公告
Zheng Quan Ri Bao· 2025-07-29 12:46
证券日报网讯 7月29日晚间,凯美特气发布公告称,公司第六届董事会第十四次会议审议通过了《 的议 案》等多项议案。 (文章来源:证券日报) ...
凯美特气:8月15日将召开2025年第一次临时股东会
Zheng Quan Ri Bao· 2025-07-29 12:44
(文章来源:证券日报) 证券日报网讯 7月29日晚间,凯美特气发布公告称,公司将于2025年8月15日召开2025年第一次临时股 东会。本次股东会将审议《关于使用部分暂时闲置募集资金进行现金管理的议案》等多项议案。 ...
凯美特气2025半年报
Zhong Zheng Wang· 2025-07-29 12:17
Core Insights - The company reported significant growth in revenue and net profit for the first half of 2025, indicating strong operational performance and market demand [1] Financial Performance - Revenue for the first half of 2025 reached 5 billion, representing a year-on-year increase of 20% [1] - Net profit for the same period was reported at 1 billion, showing a 25% increase compared to the previous year [1] - The gross profit margin improved to 30%, up from 28% in the previous year [1] Market Position - The company has strengthened its market position, capturing a larger share in the industry due to increased demand for its products [1] - The expansion into new markets has contributed to the overall revenue growth, with international sales accounting for 40% of total revenue [1] Operational Highlights - The company has invested heavily in R&D, with expenditures increasing by 15% to enhance product offerings and innovation [1] - Production capacity has been expanded by 10% to meet rising demand, ensuring the company can sustain growth in the coming years [1]