Group 1 - The company held its fourth board meeting on July 25, 2025, with all nine directors present, complying with relevant laws and regulations [1][2] - The board approved the appointment of Liu Peiyuan as the new Chief Financial Officer, replacing Huang Teng, with the term lasting until the end of the current board's tenure [1][2] - The board also approved the appointment of Wang Zheng as the new Vice President, responsible for global operations, with the same term conditions [2][3] Group 2 - The board adopted a new "Management System for Departure of Directors and Senior Management" in accordance with updated legal requirements [3][4] - Several governance-related proposals were approved, including revisions to the "Audit Committee Working Rules," "Financing and External Guarantee Management System," and "Fundraising Usage Management Measures," all pending approval at the upcoming shareholders' meeting [4][5][6] - The board also approved revisions to the "Articles of Association" and "Shareholders' Meeting Rules," which will be submitted for shareholder approval [4][6]

Meeting Information - The company will hold its first extraordinary general meeting of shareholders in 2025 on August 13, 2025, at 14:30 [1] - The meeting will adopt a combination of on-site and online voting methods [1] - The voting times for the Shenzhen Stock Exchange trading system are from 9:15-9:25, 9:30-11:30, and 13:00-15:00 on August 13, 2025 [1][2] Voting Procedures - Shareholders can choose either on-site voting or online voting, but not both [2] - All shareholders registered by 15:00 on August 8, 2025, are entitled to attend the meeting and vote [2][3] - Specific registration methods for both corporate and individual shareholders are outlined, including necessary documentation [3][4] Agenda Items - The meeting will discuss several proposals, including amendments to the financing and external guarantee management system, and the remuneration management system for directors, supervisors, and senior management [2][7] - All proposals have been approved by the company's fourth board of directors [2][3] Registration and Attendance - Registration for on-site attendance must be completed half an hour before the meeting [4] - Shareholders attending the meeting are responsible for their own travel and accommodation expenses [4] Online Voting Process - The company provides a platform for online voting through the Shenzhen Stock Exchange trading system and internet voting system [4][9] - Detailed procedures for online voting are available in the accompanying documents [4][8]

Core Viewpoint - Xiamen Yanjing New Materials Co., Ltd. has revised its corporate governance rules and regulations to align with updated legal requirements and improve operational efficiency [2]. Group 1: Corporate Governance Revisions - The company held its fourth board meeting on July 25, 2025, where it approved several amendments to its governance documents, including the "Rules of Procedure for Shareholders' Meetings" and the "Rules of Procedure for Board Meetings" [2]. - The revisions were made in accordance with the latest updates to the Company Law, the China Securities Regulatory Commission's guidelines, and the Shenzhen Stock Exchange's self-regulatory rules for listed companies [2]. - In addition to the articles of association, the company amended various governance documents, including the remuneration management system for directors, supervisors, and senior management, and the management measures for the use of raised funds [2].

Core Viewpoint - The company, Xiamen Yanjing New Materials Co., Ltd., has revised its Articles of Association to optimize its governance structure and align with updated legal regulations [1][2][3]. Summary by Sections Company Overview - The company is established as a joint-stock company in accordance with the Company Law and other relevant regulations, inheriting all assets, liabilities, and business from Xiamen Yanjing Industry and Trade Co., Ltd. [2]. Governance Structure - The revised Articles of Association aim to protect the legal rights of the company, shareholders, employees, and creditors, and to standardize the company's organization and behavior [1][3]. - The chairman serves as the legal representative of the company, and the company must appoint a new legal representative within 30 days if the current one resigns [2]. Shareholder Responsibilities - Shareholders are liable for the company's debts only to the extent of their subscribed shares, and the company is responsible for its debts with all its assets [3][4]. - The Articles of Association serve as a binding document for the organization and behavior of the company, shareholders, directors, and senior management [4][5]. Share Issuance and Rights - The issuance of shares must adhere to principles of openness, fairness, and justice, ensuring equal rights for each share of the same category [5][6]. - The company may increase capital through various methods, including public offerings and private placements, subject to shareholder approval [6][7]. Share Transfer and Pledge - Shares can be transferred in accordance with the law, but the company does not accept its own shares as collateral [7][8]. - Founders' shares cannot be transferred within one year of the company's establishment, and directors and senior management have restrictions on share transfers during their tenure [8][9]. Shareholder Rights - Shareholders have rights to dividends, attend meetings, supervise company operations, and request information [11][12]. - Shareholders holding more than 5% of shares must report any share pledges to the company [19]. Decision-Making and Legal Compliance - The company must hold a temporary shareholders' meeting under specific circumstances, such as when the number of directors falls below legal requirements or when significant losses occur [24][25]. - Legal opinions must be obtained for the validity of meetings and resolutions, ensuring compliance with laws and regulations [25][26]. Audit and Accountability - The audit committee and shareholders have the right to propose temporary meetings and must notify the board of directors [27][28]. - Shareholders can initiate legal action if the board fails to act on requests to protect the company's interests [30].

Group 1 - The company announced the resignation of its Chief Financial Officer (CFO), Huang Teng, due to work adjustments, effective immediately upon delivery of the resignation letter [1][2] - Huang Teng will continue to serve as a director and board secretary after resigning as CFO, and he holds 259,632 shares in the company, which he will manage in compliance with relevant laws and regulations [1][2] - The board expressed gratitude for Huang Teng's contributions during his tenure as CFO, emphasizing that his departure will not disrupt the company's daily operations [2] Group 2 - Liu Peiyuan has been appointed as the new CFO, with his term starting from the board's approval until the end of the current board's term [2] - Liu Peiyuan holds dual master's degrees and has extensive experience in financial management, having previously held senior positions in various companies, including Blue YI Technology Group and Eastman Chemical Company [2][3] - Liu Peiyuan does not hold any shares in the company and has no relationships with major shareholders or other executives, ensuring compliance with relevant regulations for his appointment [3]

Core Points - The company is Xiamen Yanjan New Material Co., Ltd, established as a joint-stock company under Chinese law, inheriting all assets, liabilities, and business from Xiamen Yanjan Industry and Trade Co., Ltd [2][3] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 25 million shares, listed on the Shenzhen Stock Exchange on June 2, 2017 [3][4] - The registered capital of the company is RMB 332.764105 million [3][4] Company Structure - The company is a permanent joint-stock company, with the chairman serving as the legal representative [3][4] - Shareholders are liable for the company's debts only to the extent of their subscribed shares, while the company is liable for its debts with all its assets [3][4] Business Objectives and Scope - The company's business objective is to assist clients in establishing competitive advantages and realizing customer value [4] - The business scope includes new material technology promotion, plastic products manufacturing and sales, textile products manufacturing and sales, import and export of goods and technology, property management, and equipment leasing [4] Share Issuance and Management - The company's shares are issued in the form of stocks, adhering to principles of openness, fairness, and justice [5][6] - The company has issued a total of 332.764105 million shares, all of which are ordinary shares [6][7] Shareholder Rights and Responsibilities - Shareholders have rights to dividends and other benefits proportional to their shareholdings, and they can request meetings, supervise operations, and transfer their shares [12][13] - Shareholders must comply with laws and the company's articles of association, and they cannot withdraw their capital except as legally permitted [16][17] Governance and Decision-Making - The company’s governance structure includes a board of directors and a shareholders' meeting, which are responsible for major decisions such as profit distribution, capital changes, and company mergers [19][20] - Shareholders' meetings can be regular or temporary, with specific procedures for calling and conducting meetings [22][23] Financial Management and External Guarantees - The company must seek shareholder approval for external guarantees that exceed certain thresholds related to its net assets [20][21] - The board of directors must review and approve any external guarantees before they are presented to the shareholders' meeting [20][21]

Core Viewpoint - The article outlines the selection and appointment process for accounting firms by Xiamen Yanjing New Materials Co., Ltd, emphasizing the importance of maintaining shareholder interests and ensuring the quality and authenticity of financial information [1][2]. Group 1: General Principles - The selection of accounting firms must comply with relevant laws and regulations, including the Company Law of the People's Republic of China and the Shenzhen Stock Exchange listing rules [1]. - The company must not appoint an accounting firm before obtaining approval from the board of directors and the shareholders' meeting [2]. Group 2: Quality Requirements for Accounting Firms - Selected accounting firms must possess independent legal status and the necessary qualifications to conduct securities-related business [5]. - Firms must have a solid organizational structure, internal management systems, and a good reputation for audit quality [5][6]. Group 3: Selection Procedures - The board of directors' audit committee is responsible for the selection process and must propose candidates for the accounting firm [6][7]. - The selection process should be fair and transparent, utilizing competitive negotiations, public bidding, or other methods to assess the capabilities of accounting firms [8][9]. Group 4: Evaluation Criteria - Evaluation criteria for accounting firms must include audit fees, qualifications, past performance, quality management, and resource allocation [9][10]. - The quality management level of the accounting firm should carry a weight of no less than 40% in the evaluation [10]. Group 5: Appointment and Reappointment - The appointed accounting firm must fulfill its obligations as per the audit service agreement and cannot subcontract the audit work [7][8]. - The audit committee must evaluate the performance of the accounting firm annually before reappointment [8][9]. Group 6: Supervision and Penalties - The audit committee is responsible for supervising the audit work and ensuring compliance with laws and regulations [10][11]. - Serious violations by the accounting firm can lead to penalties, including termination of the contract and financial liability for responsible individuals [11].

Core Points - The article outlines the compensation management system for directors and senior management at Xiamen Yanjing New Materials Co., Ltd, aiming to establish an effective incentive and restraint mechanism to enhance work motivation and improve management efficiency [1][2] Group 1: Compensation Principles - The compensation system adheres to principles of fairness, alignment of responsibilities and rights, long-term development, and a balance between incentives and constraints [3][4] - The performance evaluation system is overseen by the general manager, the compensation and evaluation committee, and the board of directors [2][3] Group 2: Performance Evaluation and Compensation Structure - Compensation consists of a basic salary and performance rewards, with the basic salary determined by factors such as position, responsibility, capability, and market salary trends [2][3] - Performance rewards are based on the achievement of annual operational targets and individual work goals, with the total amount and distribution determined by the compensation and evaluation committee [3][4] Group 3: Adjustments and Incentives - The compensation system is designed to support the company's business strategy and will be adjusted according to changes in the company's operational status [4][5] - The company may implement stock incentive plans and other incentive schemes to motivate directors and senior management to improve performance and achieve operational targets [5]

Core Points - The document outlines the rules for the shareholders' meeting of Xiamen Yanjing New Materials Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3] - The shareholders' meeting is the company's decision-making body, with specific powers and responsibilities defined [1][4] - The rules specify the procedures for convening, conducting, and documenting shareholders' meetings, including voting and decision-making processes [5][6][7] Summary by Sections General Provisions - The rules are established to regulate company behavior and ensure shareholders can exercise their rights according to the law [1] - The board of directors is responsible for organizing the shareholders' meeting diligently and on time [2] General Regulations of the Shareholders' Meeting - The shareholders' meeting consists of all shareholders and has the authority to elect directors, approve reports, and make decisions on capital changes, among other responsibilities [4][5] - Specific decisions, such as significant asset transactions or external guarantees, require approval from the shareholders' meeting [5][6] Shareholder Meeting Procedures - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year, with provisions for extraordinary meetings under certain conditions [5][6] - The location of the meeting is specified, and provisions for remote participation are included to facilitate shareholder attendance [6][7] Proposals and Notifications - Proposals for the meeting must fall within the authority of the shareholders' meeting and be clearly defined [10][11] - Notifications regarding the meeting must include essential details such as time, location, and agenda, ensuring transparency for all shareholders [11][12] Voting and Resolutions - Resolutions can be classified as ordinary or special, with different voting thresholds required for approval [45][46] - The document outlines the voting process, including the rights of shareholders to vote and the procedures for counting votes [59][60] Post-Meeting Matters - The company secretary is responsible for maintaining records of the meeting, including minutes and resolutions, which must be preserved for ten years [30][31] - Any amendments to the rules must be communicated to shareholders and comply with legal requirements [74][75]

Core Points - The document outlines the financing and external guarantee management system of Xiamen Yanjing New Materials Co., Ltd, aiming to regulate financing and guarantee activities, control risks, and protect financial security and investor rights [1][2] - The financing refers to indirect financing from financial institutions, while external guarantees include providing guarantees for others, including subsidiaries [1][2] - The system emphasizes principles of prudence, equality, mutual benefit, voluntariness, and integrity in financing and guarantees [2] Financing Approval Process - The finance department is responsible for managing financing applications, which must be reviewed and approved according to specified authority levels based on the company's audited financial status [7][8] - Approval limits are set based on the company's asset-liability ratio, with different thresholds for financing amounts requiring approval from the general manager, chairman, or board of directors [8][9] - Applications for financing must include comprehensive details such as the financial institution's name, amount, term, and intended use of funds [9][10] External Guarantee Conditions - Before providing guarantees, the company must assess the creditworthiness of the guaranteed party and analyze the associated risks and benefits [11][12] - Guarantees must be backed by counter-guarantees from parties with actual capacity to fulfill obligations [12][13] - Certain guarantees require board approval and may need shareholder approval if they exceed specified thresholds related to the company's net assets [14][15] Risk Management and Execution - The finance department is tasked with the daily management of financing and guarantees, ensuring compliance with approval processes and timely reporting of contracts [19][20] - The company must monitor the financial status of guaranteed parties and take necessary actions if repayment capabilities deteriorate [26][27] - Any changes to the main debt contracts must be decided by the board regarding the continuation of guarantee responsibilities [11] Information Disclosure - The company is required to disclose relevant information regarding financing and guarantees in accordance with legal and regulatory requirements [28][29] - The board secretary is responsible for ensuring timely submission of documents related to financing and guarantees [29] Responsibilities of Personnel - All directors must strictly review financing and guarantee matters according to the established system and bear joint liability for any losses due to violations [30][31] - Management personnel who exceed their authority in approving financing or guarantees may face legal consequences for any resulting losses [31][32]