Group 1 - The stock price of *ST Jintai (300225) closed at 5.49 yuan on September 15, 2025, down 3.0% with a turnover rate of 4.01% and a trading volume of 190,400 shares, amounting to a transaction value of 105 million yuan [1] - On September 15, 2025, the main funds experienced a net outflow of 11.21 million yuan, while retail investors saw a net inflow of 8.64 million yuan [1][3] - The company received an administrative penalty notice from the China Securities Regulatory Commission for failing to disclose the 2024 annual report within the legal timeframe, facing a proposed fine of 2 million yuan [1][3] Group 2 - The company has acknowledged the penalty and committed to improving its information disclosure management [1] - The penalties include a warning and a fine of 1 million yuan for the chairman and president, and fines of 800,000 yuan each for the executive director and the financial director [1]

Core Viewpoint - The recent temporary shareholders' meeting of *ST Jintai (300225) revealed internal conflicts regarding board control and concerns over potential delisting risks, leading to changes in board composition and management's commitment to improve communication with shareholders [1][5][7]. Group 1: Shareholder Meeting and Board Changes - The temporary shareholders' meeting was convened at the request of Hainan Dahe Enterprise Management Co., which previously aimed to dismiss and replace certain directors [1]. - On September 10, *ST Jintai announced the cancellation of the proposal by Hainan Dahe and the resignation of director Liu Ruiming [1]. - Liu Ruiming had voted against several proposals since his election on July 22, indicating ongoing disagreements within the board [3]. Group 2: Internal Conflicts and Communication - The independent directors noted that the internal conflicts regarding control were not as severe as perceived, with previous voting issues leading to the need for re-elections [2]. - The company acknowledged the importance of communication with shareholders, especially in light of Liu Ruiming's dissenting votes [3][4]. Group 3: Delisting Risks and Financial Concerns - Hainan Dahe withdrew its director nominations due to concerns over *ST Jintai's potential delisting risks, stemming from the late disclosure of the 2024 annual report and an audit report with "unable to express an opinion" [5]. - The Shanghai Securities Regulatory Bureau issued an inquiry regarding significant financial transactions and irregularities in equity investments [5]. - The company has implemented stronger internal controls since the new chairman took office, aiming to address financial risks and improve cash flow from suppliers [5][7]. Group 4: Future Outlook and Strategic Goals - The new management team is focused on elevating *ST Jintai to new heights, with ongoing discussions about strategic plans and increased R&D investments [7]. - Despite leadership changes, the company's core business remains stable, with high production levels and ongoing product development efforts [7].

Core Viewpoint - Jinlitai is suspected of violating the Securities Law by failing to disclose its 2024 annual report within the legal deadline, which may lead to penalties and warnings for the company and its executives [3][7]. Group 1: Violations and Consequences - On April 23, 2025, Jinlitai's management decided not to accept the audit report from Zhongxinghua Accounting Firm, which indicated an "unable to express an opinion" on the 2024 financial statements, leading to the expectation that the company would not complete its annual report on time [3]. - Jinlitai issued multiple announcements regarding its inability to disclose the 2024 annual report and the first quarter report of 2025 within the legal timeframe, indicating potential delisting risks [4][5]. - The company is facing a warning and a fine of 2 million yuan, while the executives involved, including the chairman and CFO, are also subject to individual fines ranging from 800,000 to 1 million yuan [7].

证券代码：300225 证券简称：*ST 金泰 公告编号：2025-104 上海金力泰化工股份有限公司 关于收到《行政处罚事先告知书》的公告 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4月28日晚上，金力泰披露《关于无法在预约日期及预计无法在法定 期限内披露定期报告的风险提示公告》。 一、基本情况 上海金力泰化工股份有限公司（以下简称"公司"）于2025年5月6日披露了 《关于收到中国证券监督管理委员会立案告知书的公告》（公告编号：2025-025）， 公司收到中国证券监督管理委员会下发的《立案告知书》（编号：证监立案字 0032025018号），因公司未在法定期限内披露2024年年度报告，根据《中华人民 共和国证券法》《中华人民共和国行政处罚法》等法律法规，中国证券监督管理 委员会决定对公司立案。 2025年9月15日，公司收到中国证券监督管理委员会上海监管局下发的《行 政处罚事先告知书》（沪证监处罚字〔2025〕25号），现将相关内容公告如下： 二、《行政处罚事先告知书》内容 上海金力泰化工股份有限公司、罗甸先生、吴纯超先生、隋静媛女士： ...

Core Viewpoint - The recent extraordinary general meeting of *ST Jintai (Jinlitai) revealed internal conflicts regarding board control, with significant changes in board composition and concerns over potential delisting risks [2][4][6]. Group 1: Shareholder Meeting and Board Changes - The extraordinary general meeting was convened at the request of Hainan Dahe Enterprise Management Co., which previously aimed to dismiss and replace certain directors, but later canceled its proposals [2][6]. - Liu Ruiming, who was elected to the board on July 22, has voted against several proposals, indicating ongoing tensions within the board [5]. - The board now includes two new directors: Ma Anle, nominated by shareholder Wu Guozheng, and Guo Hainan, nominated by a group of shareholders [5]. Group 2: Concerns Over Delisting Risks - Hainan Dahe withdrew its director nominations due to concerns from candidates about the company's potential delisting risks [6]. - *ST Jintai has faced scrutiny from the Shanghai Securities Regulatory Bureau due to delays in disclosing its 2024 annual report and receiving an audit report with "unable to express an opinion" [6]. - The company has not yet met the delisting criteria, and management is actively addressing the issues raised by regulatory bodies [6]. Group 3: Management's Response and Future Plans - The new management team, led by Chairman Gao Daqing, is focused on improving internal controls and addressing financial issues, including recovering debts from suppliers [6]. - The company aims to enhance its research and development efforts and strengthen its multi-business layout to achieve its goals [6][7].

Group 1 - The temporary shareholders' meeting of *ST Jintai was convened on September 12, 2023, following a request from Hainan Dahe Enterprise Management Co., which previously planned to dismiss and re-elect some directors [1] - Hainan Dahe canceled its proposal for the meeting on September 10, and director Liu Ruiming submitted his resignation [1][4] - The company has faced internal conflicts regarding control, but recent events suggest a reduction in tensions, with new board members being confirmed [2][3] Group 2 - Concerns about delisting risks have led to the withdrawal of certain director candidates, as they feared the company's current situation could lead to delisting [4] - The company has not yet met the delisting criteria, and management is actively addressing financial issues and improving internal controls since the new chairman took office [4] - The company aims to enhance its operations and R&D investments to achieve its goals, despite ongoing challenges [4][5]

Core Viewpoint - The recent extraordinary general meeting of *ST Jintai was marked by the cancellation of proposals by major shareholder Hainan Dahe, reflecting concerns over potential delisting risks and internal governance issues [1][7]. Group 1: Shareholder Meeting and Governance - The extraordinary general meeting was convened at the request of Hainan Dahe, which previously aimed to dismiss and re-elect certain directors [1]. - On September 10, Hainan Dahe notified the company of the cancellation of its proposals, coinciding with the resignation of director Liu Ruiming [1][7]. - The meeting was attended by several non-independent directors, while representatives from Hainan Dahe were absent, indicating a lack of consensus among shareholders [5]. Group 2: Board Composition and Internal Dynamics - Following the resignation of Liu Ruiming, two new board members were confirmed: non-independent director Ma Anle and independent director Guo Hainan, nominated by shareholders with a combined stake of 4.85% [5][6]. - The company’s non-independent directors are all nominated by shareholder Wu Guozheng, suggesting a potential stabilization of internal conflicts [6]. Group 3: Delisting Risks and Financial Management - Concerns over delisting risks were highlighted, particularly due to the company's failure to timely disclose its 2024 annual report, leading to an audit report with "unable to express an opinion" [7]. - The company is currently addressing significant financial risks, including the misappropriation of funds by related parties, with new management emphasizing improved internal controls since the appointment of Chairman Gao Daqing [7][8]. - The company asserts it has not yet met the criteria for delisting and is actively working to resolve existing issues [7].

Core Viewpoint - The ongoing governance issues at *ST Jintai have led to significant shareholder disputes, particularly regarding board control and management practices, following the company's risk warnings and regulatory scrutiny [1][2][4]. Group 1: Shareholder Dynamics - The first major shareholder, Hainan Dahe Enterprise Management Co., and the second major shareholder, Wu Guozheng, have expressed concerns about the company's management and have sought to nominate more representatives to the board [1][2]. - Following the recent shareholder meeting, Wu Guozheng's nominees secured a majority on the board, with all six non-independent director positions filled by his recommendations [1]. - The voting results showed that Wu Guozheng's nominee, Ma Anle, received 139 million votes (97.94%), while independent director nominee Guo Hainan received 137 million votes (96.29%) [1]. Group 2: Governance and Control Issues - Since April 2022, *ST Jintai has claimed to have no controlling shareholder or actual controller, a statement that has been challenged by former board members and stakeholders [2][3]. - Liu Ruiming, a representative from Hainan Dahe, has raised concerns about the company's governance, suggesting that the lack of a clear controlling entity may constitute false information disclosure [2]. - The company has faced multiple attempts by Hainan Dahe to gain board representation, with previous efforts resulting in limited success [2][3]. Group 3: Regulatory Scrutiny - The company has been under investigation by the China Securities Regulatory Commission (CSRC) since May 2023 for failing to disclose its 2024 annual report on time, leading to a formal case being opened [2][4]. - In addition to CSRC scrutiny, *ST Jintai has also received inquiries from the Shanghai Securities Regulatory Bureau and has been subject to investigations by public security authorities regarding its management practices [4].

北京海润天睿律师事务所 关于上海金力泰化工股份有限公司 法律意见书 中国·北京 北京市朝阳区建外大街甲 14 号广播大厦 5&9&10&13&17 层 邮政编码：100022 电话：（010）65219696 传真：（010）88381869 法律意见书 2025 年第三次临时股东大会的 2025 年第三次临时股东大会的 法律意见书 致：上海金力泰化工股份有限公司 北京海润天睿律师事务所（以下简称"本所"）接受上海金力泰化工股份有限 公司（以下简称"公司"）的委托，指派本所律师对公司 2025 年 9 月 12 日（星期 五）下午 15:00 召开的 2025 年第三次临时股东大会（以下简称"本次股东大会"或 "大会"）进行见证，并对本次股东大会的召集、召开程序是否合法、合规以及是 否符合公司章程、出席会议人员资格和股东大会表决程序是否合法有效进行了必要 的核查和验证。在上述核查和验证的基础上，本所根据《中华人民共和国证券法》 （以下简称"《证券法》"）、《中华人民共和国公司法》（以下简称"《公司法》"）、 《上市公司股东会规则》（以下简称"《股东会规则》"）等法律、行政法规、部 门规章、规范性文件以及《上海 ...

证券代码：300225 证券简称：*ST 金泰 公告编号：2025-103 上海金力泰化工股份有限公司 2025 年第三次临时股东大会决议公告 本公司及监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。 特别提示： 1、本次股东大会无否决或修改议案的情形； 2、本次股东大会未涉及变更前次股东大会决议。 3、会议主持人：公司监事会主席沈旭东先生。 4、现场会议召开地点：上海市化学工业区楚工路139号公司一楼会议室。 5、会议的召开方式：采取现场投票和网络投票相结合的方式。 一、会议召开的基本情况 （一）会议召开情况 1、会议召集人：公司监事会 2、会议召开时间： 现场会议召开时间：2025年9月12日（星期五）15:00 网络投票时间为： （1）通过深圳证券交易所交易系统进行网络投票的具体时间为：2025年9 月12日上午9:15-9:25、9:30-11:30和13:00-15:00； （2）通过深圳证券交易所互联网投票系统投票的具体时间为2025年9月12 日9:15-15:00的任意时间。 6、本次会议的召集、召开和表决程序符合《公司法》《上市公司股东大会 规则》《深 ...