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第一拖拉机股份(00038) - 2024 - 年度财报


2025-04-28 13:50
Financial Performance - Total operating revenue for 2024 reached ¥11,904,370,911.94, a 3.21% increase compared to ¥11,533,786,779.44 in 2023[16] - Net profit attributable to shareholders decreased by 7.52% to ¥922,023,211.45 from ¥997,022,699.99 in the previous year[16] - The net cash flow from operating activities increased by 15.13% to ¥1,216,115,552.21 compared to ¥1,056,261,600.78 in 2023[16] - Basic earnings per share for 2024 was ¥0.8206, down 7.52% from ¥0.8873 in 2023[18] - Total assets grew by 6.33% to ¥14,691,335,709.97 from ¥13,817,261,971.79 in 2023[16] - The company reported a quarterly net profit of ¥599,396,148.31 in Q1 2024, with a significant drop to -¥178,879,297.75 in Q4 2024[20] - Non-recurring gains and losses totaled ¥55,146,131.09 in 2024, compared to ¥71,137,510.83 in 2023[22] - The weighted average return on equity decreased to 13.22% in 2024 from 15.76% in 2023, a decline of 2.54 percentage points[18] - The total liabilities increased to ¥6,913,064,048.45 in 2024 from ¥6,597,932,308.41 in 2023[29] - The company's net assets attributable to shareholders rose by 8.43% to ¥7,255,707,334.12 in 2024 from ¥6,691,690,666.55 in 2023[16] Dividend and Profit Distribution - The company plans to distribute a cash dividend of RMB 2.995 per 10 shares, totaling RMB 336.53 million, based on a total share capital of 1,123,645,275 shares as of December 31, 2024[4] - The cumulative cash dividend over the last three accounting years amounts to RMB 94,903 million, with a cash dividend ratio of 109.50% based on the average net profit during the same period[164] - The company maintains a profit distribution policy that ensures at least 25% of the distributable profits are distributed in cash annually, subject to business needs and major investment plans[189] Audit and Compliance - The company has received a standard unqualified audit report from the accounting firm Xin Yong Zhong He[5] - The company has maintained the accuracy and completeness of its annual report, with no significant omissions or misleading statements[5] - The company is committed to ensuring the authenticity of its financial reports, as stated by its responsible personnel[5] - The company strictly adheres to domestic and international regulatory requirements for information disclosure, ensuring that disclosures are truthful, accurate, complete, and timely[114] - The company's board of directors has reviewed compliance with governance codes and has executed its governance responsibilities during the fiscal year[191] Risk Management - The company emphasizes the importance of risk analysis in its management discussion and analysis section of the annual report[4] - The company has established a clear management structure for risk management and internal control, aimed at achieving business objectives and protecting assets[187] - The board of directors has confirmed the effectiveness of the risk management and internal control systems, ensuring compliance with relevant laws and regulations[187] Market and Product Development - The company sold 743,000 large and medium-sized tractors in 2024, an increase of 2.73% year-on-year, maintaining its leading position in the industry[35] - The company exported 7,100 tractors in 2024, reflecting a year-on-year growth of 8.23% despite challenges from geopolitical factors and trade policy changes[36] - The company completed the development of new products for 30-50 horsepower hillside tractors, marking the first batch market application of such tractors in China[34] - The company is focusing on technological innovation and has made substantial progress in developing high-end agricultural machinery, including 320-horsepower tractors[34] - The company is actively expanding its overseas market presence, leveraging international engineering resources to enhance its product offerings[36] Research and Development - The company focuses on self-research for product development, with strategic planning and market demand projects managed by its R&D center and subsidiaries[47] - Research and development expenses increased by 11.93% to CNY 516,377,794.17 from CNY 461,344,381.32 year-on-year, reflecting increased investment in R&D projects[56] - Total R&D expenses amounted to RMB 516,377,794.17, representing 4.34% of operating revenue, with no capitalized R&D expenditures[79] Governance and Management - The company maintains a robust governance structure, ensuring independence in assets, personnel, finance, and operations, with no factors affecting its independence[117] - The company has a strong governance structure with experienced executives, including Chairman Zhao Weilin and General Manager Wei Tao, who have extensive backgrounds in international trade and management[123] - The board of directors consists of 9 members, with independent directors making up over one-third of the board, ensuring a diverse and balanced governance structure[171] - The company has a structured process for determining the remuneration of its directors and supervisors, requiring approval from the shareholders' meeting[131] - The company has appointed several independent directors with extensive experience in finance and management, enhancing corporate governance[124][125][126] Environmental and Social Responsibility - The company invested ¥61.82 million in environmental protection during the reporting period[197] - The company achieved compliance in pollutant emissions, with particulate matter emissions averaging 5.66 mg/m³ against a standard of 120 mg/m³[197] - The company and its subsidiary implemented the "three simultaneous" system for environmental protection facilities, with four new environmental facilities added in 2024[199] - The company received the ESG Golden Bull Award and was recognized as one of the top 50 central enterprises in ESG, highlighting its commitment to environmental, social, and governance practices[116] Employee and Training Initiatives - The company invested RMB 9.6 million in training programs in 2024, covering 1,097 training sessions with 45,083 participants, achieving a 100% training coverage rate[158] - The employee composition includes 4,027 production staff, 615 sales personnel, and 1,158 technical staff, reflecting a diverse workforce[155] - The company has 1,364 female employees, representing 19.71% of the total workforce, indicating a commitment to employee diversity[156] Shareholder Engagement - The company emphasizes the importance of maintaining clear communication with investors, particularly small and medium shareholders, to protect their rights[115] - The company plans to enhance communication with investors regarding its operational performance and investment strategies[145] - The company participated in multiple investor communication activities, including performance briefings and investor surveys, to address market concerns and convey company value[115]
一拖股份(601038) - 2025 Q1 - 季度财报


2025-04-28 10:15
Financial Performance - The company's operating revenue for Q1 2025 was approximately ¥4.56 billion, a decrease of 2.13% compared to ¥4.66 billion in the same period last year[6]. - Net profit attributable to shareholders was approximately ¥529.5 million, down 11.66% from ¥599.4 million year-on-year[6]. - Basic and diluted earnings per share were both ¥0.4712, reflecting an 11.66% decline from ¥0.5334 in the previous year[6]. - Operating profit for Q1 2025 was approximately ¥622 million, a decrease of 11.2% from ¥700 million in Q1 2024[21]. - Net profit for Q1 2025 was approximately ¥536 million, down 11.7% from ¥607 million in Q1 2024[21]. - Total operating costs for Q1 2025 were approximately ¥4.03 billion, down 0.6% from ¥4.06 billion in Q1 2024[20]. - The company reported a tax expense of approximately ¥86 million for Q1 2025, down from ¥96 million in Q1 2024[21]. Cash Flow and Liquidity - The net cash flow from operating activities decreased by 64.76%, from ¥247 million to approximately ¥87 million, primarily due to seasonal sales impacts[6][8]. - Cash flow from operating activities for Q1 2025 was approximately ¥87 million, a significant decrease of 64.8% compared to ¥247 million in Q1 2024[24]. - Cash flow from investing activities for Q1 2025 was approximately ¥326 million, a recovery from a negative cash flow of approximately ¥518 million in Q1 2024[25]. - Cash and cash equivalents increased to RMB 2,606,089,432.79 from RMB 2,345,044,150.92, marking a growth of about 11.1%[15]. - Cash and cash equivalents at the end of Q1 2025 totaled approximately ¥2.19 billion, an increase from ¥1.95 billion at the end of Q1 2024[25]. Assets and Liabilities - Total assets increased by 8.88% to approximately ¥15.99 billion, compared to ¥14.69 billion at the end of the previous year[6]. - The company's total liabilities increased to RMB 7,679,708,982.76 from RMB 6,913,064,048.45, reflecting a rise of about 11.1%[17]. - Accounts receivable surged to RMB 1,913,550,148.86 from RMB 302,269,723.59, showing a significant increase of approximately 532.5%[15]. - Inventory decreased to RMB 1,216,723,722.71 from RMB 1,374,778,847.98, reflecting a decline of about 11.5%[15]. Shareholder Information - The total number of common shareholders at the end of the reporting period was 37,723, with 37,436 being A-shareholders[9]. - The largest shareholder, China Yituo Group Co., Ltd., held 48.81% of the shares, totaling approximately 548.49 million shares[11]. - Shareholders' equity attributable to the parent company rose by 7.34% to approximately ¥7.79 billion from ¥7.26 billion[6]. - The total equity attributable to shareholders rose to RMB 7,788,081,504.56, up from RMB 7,255,707,334.12, indicating an increase of approximately 7.3%[17]. Strategic Initiatives - The company plans to continue its market expansion and product development strategies, although specific figures were not disclosed in the conference call[18]. - The board of directors' term is set to be extended, ensuring continuity in governance and strategic direction[13]. - The company reported no significant changes in major shareholders or their participation in financing activities during the reporting period[13]. Research and Development - Research and development expenses for Q1 2025 were approximately ¥87 million, a decrease of 8.6% from ¥95 million in Q1 2024[20]. Accounting Changes - The company will implement new accounting standards starting from 2025, which will involve adjustments to the financial statements at the beginning of the year[26].
第一拖拉机股份(00038) - 2024 - 年度业绩


2025-03-27 14:33
Financial Performance - Total operating revenue for the year ended December 31, 2024, was RMB 11,904,370,911.94, an increase from RMB 11,533,786,779.44 in 2023, representing a growth of approximately 3.2%[13] - Net profit attributable to shareholders of the parent company was RMB 922,023,211.45, compared to RMB 770,570,612.56 in the previous year, reflecting a year-on-year increase of about 19.6%[2] - Earnings per share for the year was RMB 0.8206, up from RMB 0.6854 in 2023, indicating a growth of approximately 19.7%[2] - Operating profit for the year reached CNY 1,046,347,111.80, an increase of 5.04% from CNY 996,266,250.37 in the previous year[14] - Total profit amounted to CNY 1,051,777,667.34, up from CNY 1,003,085,973.63, reflecting a growth of 4.83%[14] - Net profit for the year was CNY 930,937,715.31, a decrease of 5.8% compared to CNY 989,027,297.80 from the previous year[14] - Total comprehensive income for the year was CNY 931,151,092.03, a decrease of 5.5% from CNY 984,994,466.66 in the previous year[15] - The company reported a net profit attributable to shareholders of approximately $922.02 million for the year, contributing to an increase in retained earnings to approximately $2.70 billion[50] Assets and Liabilities - Total assets as of December 31, 2024, amounted to RMB 14,691,335,709.97, an increase from RMB 13,817,261,971.79 in 2023, representing a growth of about 6.3%[10] - Total liabilities increased to RMB 6,913,064,048.45 from RMB 6,597,932,308.41, marking an increase of approximately 4.8%[8] - The total current assets as of December 31, 2024, were RMB 7,425,048,133.18, up from RMB 6,487,671,852.68 in 2023, indicating a growth of approximately 14.5%[4] - The total non-current assets decreased slightly to RMB 7,266,287,576.79 from RMB 7,329,590,119.11, a decline of about 0.9%[5] - The total current liabilities increased to RMB 6,498,069,754.11 from RMB 6,044,604,287.57, representing a rise of approximately 7.5%[7] - The total equity attributable to shareholders of the parent company was RMB 7,255,707,334.12, an increase from RMB 6,691,690,666.55 in 2023, reflecting a growth of about 8.4%[11] Research and Development - Research and development expenses for the year were RMB 516,377,794.17, compared to RMB 461,344,381.32 in 2023, reflecting an increase of about 11.9%[13] - The research and development strategy emphasizes self-initiated projects and collaboration with academic institutions to meet market demands[63] - The company plans to enhance its R&D investment focusing on advanced technologies such as power shifting and hybrid technology to maintain competitive advantage[87] - The company is committed to innovation-driven development, increasing R&D investment, and enhancing its technological workforce to create competitive advantages in products like continuously variable transmission and hybrid tractors[83] Sales and Market Presence - The company operates primarily in the manufacturing and sales of agricultural and power machinery[16] - The company operates in two main segments: Agricultural Machinery and Power Machinery, with over 90% of revenue and assets located in China[31] - The sales model includes a comprehensive distribution network covering 31 provinces in China and various international markets[64] - The company is actively expanding its overseas market presence, signing a contract for the supply of 301 tractors for an agricultural engineering project in Nigeria[74] - The company exported 7,100 tractors in 2024, a year-on-year increase of 8.23%[74] Cost Management and Efficiency - The company is focusing on cost management through various measures, including optimizing production processes and implementing lean production techniques to enhance economic efficiency[84] - The company’s operating costs for 2023 were adjusted from ¥9,696,630,033.53 to ¥9,783,012,246.50, reflecting an increase of ¥86,382,212.97 due to the implementation of Interpretation No. 18[34] - Operating costs increased to CNY 10,145,221,753.22, reflecting a year-on-year rise of 3.70% from CNY 9,783,012,246.50[90] Dividends and Shareholder Returns - A cash dividend of RMB 0.2995 per share is proposed for the 2024 fiscal year, totaling RMB 33,653 million[59] - The board of directors has proposed a cash dividend of RMB 2.995 per 10 shares, totaling RMB 336.53 million, subject to approval at the 2024 annual general meeting[124] Corporate Governance and Compliance - The financial statements are prepared in accordance with the Chinese Accounting Standards, reflecting the company's financial position and operating results accurately[19] - The company has established a merger accounting policy based on control, including all subsidiaries in the consolidated financial statements[28] - The company has confirmed that it has obtained necessary approvals and completed required procedures for mergers[27] - Changes in the board include the election of new directors and the appointment of a new CFO, reflecting organizational adjustments[123] Environmental and Social Responsibility - The company’s 2024 Environmental, Social, and Governance report is scheduled to be published by April 2025, in compliance with the Hong Kong Stock Exchange guidelines[121] Risk Management - The company is subject to foreign exchange risks due to its export trade primarily settled in foreign currencies, which may impact its performance[116] - The company is responding to industry uncertainties by adjusting its sales strategies based on subsidy policy changes and market competition dynamics[82]
一拖股份(601038) - 第一拖拉机股份有限公司2024年度审计报告


2025-03-27 09:48
第一拖拉机股份有限公司 第一拖拉机股份有限公司 2024 年度 审计报告 | 索引 | | 页码 | | --- | --- | --- | | 审计报告 | | 1-5 | | 公司财务报表 | | | | — | 合并资产负债表 | 1-2 | | — | 母公司资产负债表 | 3-4 | | — | 合并利润表 | 5 | | — | 母公司利润表 | 6 | | — | 合并现金流量表 | 7 | | — | 母公司现金流量表 | 8 | | — | 合并股东权益变动表 | 9-10 | | — | 母公司股东权益变动表 | 11-12 | | — | 财务报表附注 | 13-142 | 审计报告 XYZH/2025BJAA3B0038 第一拖拉机股份有限公司全体股东: XYZH/2025BJAA3B0038 第一拖拉机股份有限公司 1. 主营业务收入确认 一、审计意见 我们审计了第一拖拉机股份有限公司(以下简称一拖股份公司)财务报表,包括 2024 年 12 月 31 日的合并及母公司资产负债表,2024 年度的合并及母公司利润表、合并及母 公司现金流量表、合并及母公司股东权益变动表,以及相关财务报 ...
一拖股份(601038) - 一拖股份独立董事2024年度述职报告(王书茂)


2025-03-27 09:48
王书茂 本人作为第一拖拉机股份有限公司(以下简称"公司")独立董 事,根据《公司法》《上市公司独立董事管理办法》、公司《章程》及 《独立董事工作制度》等有关规定,现就 2024 年度履职情况报告如 下 : 一、独立董事基本情况 1.个人工作履历、专业背景以及兼职情况 王书茂先生,1959 年 7 月出生,教授/博士生导师,现任本公司 独立董事,董事会提名委员会主席、薪酬委员会委员。王先生曾任中 国农业大学车辆与交通工程学院副院长、中国农业机械学会理事、中 国仪器仪表学会网络与虚拟仪器分会理事、中国机械工程学会设备与 维修分会常务理事、中国农机学会基础技术分会名誉主任、中国农机 化协会农机鉴定分会委员、北京农业工程学会理事、北京市顺义区政 府顾问、农业部农机化科技创新战略咨询组专家、"科创中国"国家 农机装备服务团专家、美国农业与生物工程学会会员、《智慧农业》 和《国外电子测量技术》等杂志编委。王先生先后就读于北京农业机 械化学院和北京农业工程大学,获颁工学学士和工学硕士学位,从事 智能农业装备教学和科学研究四十余年,主持完成国家和省部级及企 1 业多个研究项目,曾荣获"全国十佳农机教师"称号。 第一拖拉机股份 ...
一拖股份(601038) - 一拖股份独立董事2024年度述职报告(徐立友)


2025-03-27 09:48
第一拖拉机股份有限公司 独立董事2024 年度述职报告 徐立友 本人作为第一拖拉机股份有限公司(以下简称"公司")独立董 事,根据《公司法》《上市公司独立董事管理办法》、公司《章程》及 《独立董事工作制度》等有关规定,现就 2024 年度履职情况报告如 下 : 一、独立董事基本情况 1.个人工作履历、专业背景以及兼职情况 徐立友先生,1974 年 12 月出生,河南科技大学车辆与交通工程 学院院长、教授、博士生导师,智能农业动力装备全国重点实验室副 主任,河南省低速电动车辆工程技术研究中心主任,现任本公司独立 董事,董事会战略投资及可持续发展委员会委员、审核委员会委员。 徐先生还兼任中国农业机械学会理事,中国汽车工程学会理事,河南 省汽车工程学会副理事长,中国农业机械学会拖拉机分会副主任委员, 中国农业机械学会地面机器系统分会副主任委员,中国机械工业教育 协会车辆工程学科教学委员会委员,中国农业机械学会材料加工分会 委员。徐先生毕业于西安理工大学,获颁工学博士学位,长期从事车 辆新型传动理论与控制技术、车辆性能分析方法及仿真技术及低速电 动车辆传动技术等方面的研究及教学工作,是车辆工程领域的专家, 1 中原科 ...
一拖股份(601038) - 一拖股份第九届监事会第十六次会议决议公告


2025-03-27 09:45
第一拖拉机股份有限公司 第九届监事会第十六次会议决议公告 本公司监事会及全体监事保证本公告内容不存在虚假记载、误导性陈述或 者重大遗漏,并对其内容的真实性、准确性和完整性承担个别及连带责任。 证券代码:601038 证券简称:一拖股份 公告编号:临 2025-12 一、监事会会议召开情况 第一拖拉机股份有限公司(以下简称公司)第九届监事会第十六次会议(以 下简称本次会议)于 2025 年 3 月 27 日在河南省洛阳市建设路 154 号公司营业 地以现场表决方式召开。会议通知已于 2025 年 3 月 14 日通过电子邮件方式发送 给各位监事。本次会议应出席监事 5 名,实际出席监事 5 名。会议由监事会主席 杨郁先生主持。本次会议召开符合有关法律法规和公司《章程》《监事会议事规 则》等规定。 二、监事会会议审议情况 (一)《公司 2024 年度监事会工作报告》 表决结果:5 票同意,0 票弃权,0 票反对。 该报告尚需提交公司股东会审议批准。 (二)《公司 2024 年度经审计财务报告》 监事会认为:公司 2024 年度经审计财务报告客观、公允地反映了公司的财 务状况和经营成果。 表决结果:5 票同意,0 ...
一拖股份(601038) - 2024 Q4 - 年度财报


2025-03-27 09:45
Financial Performance - Total revenue for 2024 reached ¥11,904,370,911.94, an increase of 3.21% compared to ¥11,533,786,779.44 in 2023[21] - Net profit attributable to shareholders decreased by 7.52% to ¥922,023,211.45 from ¥997,022,699.99 in 2023[21] - Basic earnings per share for 2024 was ¥0.8206, down 7.52% from ¥0.8873 in 2023[22] - The company's total assets increased by 6.33% to ¥14,691,335,709.97 in 2024 from ¥13,817,261,971.79 in 2023[21] - Net cash flow from operating activities rose by 15.13% to ¥1,216,115,552.21 in 2024 compared to ¥1,056,261,600.78 in 2023[21] - The weighted average return on equity decreased to 13.22% in 2024 from 15.76% in 2023, a decline of 2.54 percentage points[22] - The company's net assets attributable to shareholders increased by 8.43% to ¥7,255,707,334.12 in 2024 from ¥6,691,690,666.55 in 2023[21] - The total liabilities of the company were ¥6,913,064,048.45 in 2024, up from ¥6,597,932,308.41 in 2023[33] - Non-recurring gains and losses amounted to ¥55,146,131.09 in 2024, compared to ¥71,137,510.83 in 2023[27] - The company reported a significant increase in cash flow from operating activities in the first three quarters of 2024, with the third quarter showing a net cash flow of ¥830,164,297.98[24] Dividend and Shareholder Information - The company plans to distribute a cash dividend of RMB 2.995 per 10 shares, totaling RMB 336.53 million, based on a total share capital of 1,123,645,275 shares as of December 31, 2024[4] - The cash dividend represents 36.50% of the net profit attributable to ordinary shareholders in the consolidated financial statements[140] - The cumulative cash dividend amount over the last three accounting years is RMB 949.03 million[142] - The average net profit over the last three accounting years is RMB 866.70 million, with a cash dividend ratio of 109.50%[143] Corporate Governance and Compliance - The company emphasizes strict compliance with corporate governance regulations, ensuring effective decision-making and supervision to protect shareholder interests[103] - The company has adopted the corporate governance code and ensured compliance with all relevant regulations[152] - The company has implemented risk identification and assessment processes to mitigate various risks effectively[144] - The internal control system was evaluated as effective as of December 31, 2024, with no significant deficiencies identified in financial reporting controls[144] - The company has established specialized committees, including the Audit Committee, Nomination Committee, Compensation Committee, and Strategic Investment and Sustainable Development Committee, with independent directors serving as chairs[123] Operational Highlights - The company is focused on expanding its agricultural machinery business, particularly in the tractor segment, which includes various models and components[12] - The company sold 743,000 large and medium-sized tractors in 2024, representing a year-on-year growth of 2.73%[38] - The company exported 7,100 tractors in 2024, an increase of 8.23% year-on-year[39] - The company completed the development of new products for hillside and mountainous tractors, achieving the first batch market application in China for 50-80 horsepower models[37] - The company’s diesel engine products sold 145,900 units in 2024, with external sales of 77,600 units, a year-on-year decline of 5.98%[38] Research and Development - Research and development expenses rose to approximately CNY 516.38 million, marking an 11.93% increase compared to the previous year[56] - The number of R&D personnel is 1,124, representing 16.24% of the total workforce[73] - The company is focusing on high-end agricultural machinery development, including new platform tractors and intelligent driving technologies[53] - The company plans to increase R&D investment to develop products tailored for hilly and mountainous regions, addressing the specific needs of these areas[94] Environmental and Social Responsibility - The company invested 61.82 million yuan in environmental protection during the reporting period[154] - The company has established a mechanism for environmental protection and compliance with relevant regulations[153] - The company has reduced carbon emissions by 1,604 tons through measures such as using clean energy and promoting carbon reduction technologies in production[162] - The company invested a total of 303,600 yuan in poverty alleviation and rural revitalization projects, benefiting 3,295 individuals[163] Market Expansion and Strategy - The company is actively expanding its overseas market presence, leveraging international engineering resources to develop tailored products for different regional needs[39] - The company is exploring strategic acquisitions to enhance its service offerings and market reach[177] - The company plans to enhance its digital transformation efforts, with an investment of 50 million yuan in digital tools and platforms[111] - The company is investing 100 million yuan in R&D for new technologies aimed at improving production efficiency by 15%[111] Related Party Transactions - The company is involved in multiple related party transactions, with details published in various announcements on the Shanghai Stock Exchange[178] - The company’s related party transactions are in accordance with the relevant regulations and have not reached the disclosure threshold[183] - The expected transaction amount for related party transactions in 2024 is projected to be 600 million RMB, with an actual amount of 261 million RMB recorded, representing 15.42% of similar transactions[180] Management and Leadership - The company has a structured process for determining executive compensation, which includes performance assessments and board approvals[116] - The company’s senior management team includes experienced professionals with backgrounds in production, management, and finance, enhancing operational efficiency[116] - The company has undergone changes in its board of directors, with new appointments including Zhao Weilin as chairman and Yang Jianhui as a director due to work requirements[117]
一拖股份(601038) - 北京市中伦律师事务所关于第一拖拉机股份有限公司2025年第一次临时股东会的法律意见书


2025-02-07 10:15
法律意见书 北京市中伦律师事务所 关于第一拖拉机股份有限公司 2025 年第一次临时股东会的 法律意见书 致:第一拖拉机股份有限公司 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》《上市公司股东大会规则》(以下简称"《股东大会规则》")等法 律、法规、规章和规范性文件以及《第一拖拉机股份有限公司章程》(以下简称 "《公司章程》")的规定,北京市中伦律师事务所(以下简称"本所")作为 第一拖拉机股份有限公司(以下简称"公司")的常年法律顾问,指派律师出席 公司 2025 年第一次临时股东会(以下简称"本次股东会"),并依法出具本法律 意见书。 本法律意见书仅就本次股东会的召集和召开程序是否符合法律、行政法规及 《公司章程》的规定,以及出席本次股东会人员的资格、召集人资格、会议表决 程序及表决结果是否合法有效发表意见,而不对本次股东会所审议的议案内容以 及该等议案所表述的相关事实或数据的真实性、准确性或合法性发表意见。本次 股东会通过网络投票系统进行投票的股东资格由网络投票系统提供机构验证其 身份;本次股东会的 H 股股东及股东代理人的资格由香港证券登记有限公司协助 公司予以认 ...
一拖股份:一拖股份第九届董事会第三十次会议决议公告


2024-12-27 10:07
证券代码:601038 证券简称:一拖股份 公告编号:临 2024-55 第一拖拉机股份有限公司 第九届董事会第三十次会议决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏,并对其内容的真实性、准确性和完整性承担法律责任。 同意公司对符合条件的债权合计 169.75 万元进行核销处理,相关债权已全 额计提减值准备,不会对公司当期损益产生影响。 表决结果:8 票同意,0 票弃权,0 票反对。 (二)《关于公司 2025 年度融资规模事项的议案》 同意公司 2025 年融资规模最高不超过 50 亿元,其中贷款规模不超过 8 亿 元,票据业务规模不超过 42 亿元。期限自董事会批准之日起至 2026 年 3 月 31 日止。公司第九届董事会第十九次会议批准的 2024 年度融资额度有效期自然终 止。 表决结果:同意 8 票,反对 0 票,弃权 0 票。 (三)《关于修订公司<金融衍生业务管理办法>的议案》 一、董事会会议召开情况 第一拖拉机股份有限公司(以下简称公司)第九届董事会第三十次会议 (以下简称本次会议)于 2024 年 12 月 27 日以现场方式召开,会议通知已于 ...