证券代码：300261 证券简称：雅本化学 公告编号：2025-048 雅本化学股份有限公司 第六届董事会第四次（临时）会议决议公告 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有虚假记 载、误导性陈述或者重大遗漏。 雅本化学股份有限公司(以下简称"公司"司第六届董事会第四次（临时）会议于 2025 年 6 月 16 日上午 10:00 以现场结合通讯方式召开，会议通知已于 2025 年 6 月 11 日以邮件方式送达全体董事和监事。本次会议应出席董事 8 名，实际出席会议董 事 8 名。会议由公司董事长兼总经理蔡彤先生主持，公司部分监事及高级管理人员 列席了会议。本次会议的召集和召开符合《公司法》和《公司章程》的有关规定。 会议采取记名投票的方式进行表决，经与会的董事充分讨论与审议，会议形成 以下决议： 一、审议通过了《关于修订<公司章程>的议案》 根据《上市公司章程指引》《深圳证券交易所创业板股票上市规则》等最新法律 法规、规范性文件的要求，结合实际经营情况，董事会同意对《公司章程》进行修 订。详见中国证监会指定信息披露网站刊登的公告。 表决结果：赞成8票，反对0票，弃权0票。 本议案需提 ...

Group 1: Business Operations - The company has a production capacity of 2,000 tons/year for chlorantraniliprole intermediates, utilizing a CDMO business model to provide customized production based on customer orders [1] - The company currently supplies this product exclusively to a single customer and is in discussions regarding the renewal of the cooperation agreement, which has not yet been formally signed [1][2] - The company’s chlorantraniliprole intermediates business has not been negatively impacted by the "Shandong Youdao incident" as it does not participate in market competition [1][2] Group 2: Agricultural Business Development - The agricultural business is implementing a "key customer strategy" and transitioning from a focus on a single major product to multiple innovative products [3] - The company is actively developing several innovative pesticide projects across its production bases in Lanzhou and Yancheng, which are at various stages of project initiation, construction, and capacity ramp-up [3][4] - The company has established collaborations with several leading innovative pesticide companies to provide high-quality CDMO services and products [4] Group 3: International Trade and Risk Management - The company prioritizes responding to CDMO business customer needs, with many key clients transferring cooperation opportunities to domestic bases in China [5][6] - The company maintains a strong risk management capability due to its multinational client base, which allows for flexible supply chain management [5][6] Group 4: Pharmaceutical Business Development - The company has increased investment in pharmaceutical R&D and production facilities, enhancing the overall competitiveness of its supply chain [7] - The Lanzhou base has established four subsidiaries focused on innovative pesticide and pharmaceutical intermediates, with some products already in production [8] Group 5: Health and Biotechnology - The company is developing a health business leveraging its expertise in organic chemistry and biotechnology, with several health products already available on cross-border e-commerce platforms [9] - The integration of biochemistry and continuous flow technology is expected to enhance the company's competitiveness in synthetic biology and green chemistry [10]

Group 1 - The agricultural pesticide sector continues its strong performance, with Changqing Co., Ltd. achieving a two-day consecutive limit-up [1] - Guangkang Biochemical surged over 15%, reaching a new historical high, while Lianhua Technology approached the limit-up [1] - Other companies such as Nuobixin, Yabenn Chemical, Hailier, and Huillong also experienced gains [1] Group 2 - On June 5, ST Hongtaiyang announced a price adjustment for its 97% chlorantraniliprole product, raising the price to 300,000 yuan per ton, with limited supply [1] - This price increase represents a more than 40% rise compared to the market's low point of 210,000 yuan per ton last year [1]

Group 1: Business Operations - The company has an annual production capacity of 2,000 tons for chlorantraniliprole intermediates, operating under a CDMO model, which allows for customized production based on client orders [1] - The chlorantraniliprole business is currently not affected by the "Shandong Youdao" incident, as the company has not participated in market competition and adjusts supply based on client demand [1] - The company has not yet signed a new cooperation agreement after the expiration of a long-term contract, but normal supply to clients continues, with intentions for extension being discussed [2] Group 2: Impact of Tariff Policies - The company’s CDMO business model has fostered closer relationships with clients, allowing for transparent communication, which helped mitigate the impact of a 10% tariff increase in the U.S. [3] - Clients, primarily multinational corporations, have the flexibility to shift procurement needs to domestic factories or other countries with lower tariffs, enhancing resilience against tariff changes [3] Group 3: Agricultural Business Development - The agricultural business is focused on a "big client strategy" and CDMO model, with several projects at various stages of development, expected to improve performance as products are launched [4] Group 4: Pharmaceutical Business Development - The company is increasing investment in pharmaceutical R&D and production facilities, aiming to strengthen the integration of its pharmaceutical sector and enhance supply chain competitiveness [5][6] Group 5: Environmental Business Development - The subsidiary engaged in kitchen waste treatment has seen slowed growth due to market changes, but plans to pivot towards biomass waste resource management to improve overall business performance [6]

一、担保情况概述 2025 年 1 月 24 日，雅本化学股份有限公司（以下简称"公司"）第五届董 事会第二十三次（临时）会议和第五届监事会第二十二次（临时）会议审议通 过了《关于公司为子公司提供担保及子公司互相担保的议案》，为满足子公司 的经营发展需要，公司同意为甘肃兰沃科技有限公司（以下简称"兰沃科技"） 办理银行授信等业务提供担保。具体内容详见公司于 2025 年 1 月 25 日在巨潮 资讯网上披露的《关于公司为子公司提供担保及子公司互相担保的公告》（公 告编号：2025-008）。2025 年 2 月 24 日，公司 2025 年第一次临时股东大会审 议通过了上述议案。 二、担保的进展情况 证券代码：300261 证券简称：雅本化学 公告编号：2025-047 雅本化学股份有限公司 关于为子公司提供担保的进展公告 本公司及董事会全体成员保证公告内容真实、准确和完整，没有虚假记载、 误导性陈述或者重大遗漏。 公司名称：甘肃兰沃科技有限公司 注册资本：10,000万元 法定代表人：施宏伟 成立日期：2020年6月29日 经营期限：自2020年6月29日至2040年6月28日 公司住所：甘肃省兰州市兰州新 ...

Market Performance - The NMN concept index rose by 2.72%, ranking fourth among concept sectors, with 24 stocks increasing in value [1][2] - Notable gainers included Xiwang Food, ST Hongtai, and Yabao Chemical, which saw increases of 12.41%, 5.23%, and 4.44% respectively [1][2] - Decliners included Zhongsheng Pharmaceutical and Kanghui Pharmaceutical, which fell by 2.41% and 0.36% respectively [1][2] Capital Flow - The NMN concept sector experienced a net inflow of 284 million yuan, with 15 stocks receiving net inflows [2][3] - Xiwang Food led the net inflow with 130 million yuan, followed by Zhejiang Medicine and Yabao Chemical with net inflows of 59.73 million yuan and 51.62 million yuan respectively [2][3] Stock Performance - Xiwang Food had a net inflow rate of 43.86%, while ST Hongtai and Yabao Chemical had rates of 10.26% and 7.79% respectively [3][4] - Other notable stocks included Youa Shares and Hanyu Pharmaceutical, with net inflow rates of 6.93% and 5.31% respectively [3][4] - Decliners in the sector included Zhongsheng Pharmaceutical with a net outflow of 69.36 million yuan and a decline of 2.41% [4]

证券代码：300261 证券简称：雅本化学 公告编号：2025-046 雅本化学股份有限公司 关于为子公司提供担保的进展公告 本公司及董事会全体成员保证公告内容真实、准确和完整，没有虚假记载、 误导性陈述或者重大遗漏。 一、担保情况概述 2025 年 1 月 24 日，雅本化学股份有限公司（以下简称"公司"）第五届 董事会第二十三次（临时）会议和第五届监事会第二十二次（临时）会议审议 通过了《关于公司为子公司提供担保及子公司互相担保的议案》，为满足子公 司的经营发展需要，公司同意为兰州雅本精细化工有限公司（以下简称"兰雅 精化"）办理银行授信等业务提供担保。具体内容详见公司于 2025 年 1 月 25 日在巨潮资讯网上披露的《关于公司为子公司提供担保及子公司互相担保的公 告》（公告编号：2025-008）。2025 年 2 月 24 日，公司 2025 年第一次临时股 东大会审议通过了上述议案。 二、担保的进展情况 鉴于招商银行股份有限公司兰州分行（以下简称"招行银行兰州分行"） 前次向兰雅精化提供的授信额度人民币 1,000 万元即将到期，为满足日常经营 发展需要，公司近日与招行银行兰州分行续签了《最高额 ...

Core Viewpoint - Yabao Chemical (雅本化学) is navigating through a challenging industry cycle but shows signs of recovery with significant revenue growth in Q1 2025 and a substantial reduction in losses, driven by technological innovation and capacity optimization [1][4]. Group 1: Company Performance - In 2024, Yabao Chemical's performance was negatively impacted by industry downturns, market competition, and asset impairment, leading to an overall poor performance [1]. - The company reported a 43.52% year-on-year increase in revenue for Q1 2025, with losses narrowing by over 70%, indicating a recovery signal [1]. - The company’s R&D investment reached 123 million yuan in 2024, accounting for approximately 10% of total revenue [2]. Group 2: Technological Innovation - Yabao Chemical emphasizes the importance of technological innovation as a driving force for the CDMO industry, particularly in areas like continuous manufacturing and biocatalysis [2]. - The company has a total of 237 patents, including 122 invention patents, with a focus on biocatalysis and continuous flow tubular reactions [2]. - The company has successfully published articles in renowned journals, showcasing its research and development capabilities [3]. Group 3: Strategic Focus - The company is committed to a dual development strategy in innovative pesticides and pharmaceuticals, enhancing its integration into global supply chains [3]. - Future plans include optimizing core business areas, accelerating capacity transformation at various bases, and deepening collaborations with major clients [4]. - Yabao Chemical aims to strengthen cost control and supply chain resilience while enhancing sustainable development through ESG initiatives [4].

Group 1: Financial Performance - In Q1 2025, the company achieved revenue of 31,566.22 million RMB, a year-on-year increase of 43.52% [5] - The net profit attributable to shareholders was -1,275.65 million RMB, a reduction in losses by 72.01% compared to the previous year [5] - The company has distributed approximately 192 million RMB in dividends over the past five years, but will not distribute profits for the fiscal year 2024 due to ongoing project investments and significant expenditures [6] Group 2: Research and Development - The company holds a total of 237 patents, including 122 invention patents, which account for 51.5% of the total [2] - In 2024, the company applied for 33 new patents and received 19 authorizations, including 5 invention patents [2] - The company is enhancing its production efficiency through the implementation of microchannel continuous flow technology, which has received positive feedback from safety authorities [2] Group 3: Strategic Outlook - The company aims to optimize its product structure and expects its main CDMO business to recover in 2025, marking a new development opportunity [4] - The company is focusing on innovation in agriculture and pharmaceuticals, integrating deeply into global supply chains to enhance sustainable development capabilities [3] - Future growth drivers include continuous manufacturing, biocatalysis, and AI-driven R&D, which are expected to provide competitive advantages in the global market [4] Group 4: Market and Operational Challenges - The company faced challenges in 2024 due to industry cyclicality, market competition, and asset impairment, impacting its performance [6] - The management is committed to improving operational resilience by focusing on core business optimization, technology innovation, and cost control [6] - The company is currently in the planning stage for potential acquisitions, with no formal agreements signed yet [6]

Core Viewpoint - The legal opinion letter confirms that the 2024 annual general meeting of Yabont Chemical Co., Ltd. was convened and conducted in accordance with relevant Chinese laws and regulations, as well as the company's articles of association [2][4][11]. Group 1: Meeting Procedures - The notice for the 2024 annual general meeting was published on April 23, 2025, in compliance with the regulations of the Shenzhen Stock Exchange [4][5]. - The meeting utilized a combination of on-site and online voting, with specific time slots for online voting on the day of the meeting [5][6]. - The procedures for convening and holding the meeting were found to be in accordance with Chinese laws and the company's articles of association [4][11]. Group 2: Voting Participation and Qualifications - A total of 4 shareholders participated in the on-site voting, representing 265,398,089 shares, which is 27.5507% of the total voting shares [6]. - The combined results from on-site and online voting showed participation from 302 shareholders, representing 275,251,895 shares, or 28.5736% of the total voting shares [6]. - The qualifications of the participants in the voting were verified and found to comply with relevant laws and the company's articles of association [6][11]. Group 3: Voting Results - The voting results indicated that the proposals were approved with significant majority support, with the highest approval rate being 99.5897% for one of the proposals [7][11]. - The voting breakdown for minority investors showed a similar trend, with approval rates around 93% for various proposals [9][11]. - All proposals presented during the meeting were passed, confirming the legitimacy and effectiveness of the voting procedures [10][11].