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马钢股份: 马鞍山钢铁股份有限公司2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing·2025-07-10 09:15

Core Viewpoint - Maanshan Iron & Steel Co., Ltd. has signed a supplementary agreement with China Baowu Steel Group Co., Ltd. to update the transaction limits for the product sales agreement for the years 2025-2027, reflecting the company's current business conditions and the need for enhanced collaboration to address market risks [1][2]. Group 1: Related Transactions Overview - The original product sales agreement was approved at the 2024 sixth extraordinary general meeting, establishing transaction content and upper limits for sales between Maanshan Steel and China Baowu for 2025-2027 [1]. - The supplementary agreement updates the upper limits for sales of products including steel, iron ingots, and other materials, with specific annual limits set for 2025, 2026, and 2027 [3][4]. Group 2: Financial Details of the Supplementary Agreement - The updated sales limits (excluding tax) are as follows: - 2025: RMB 27,641,790,517 - 2026: RMB 39,960,768,539 - 2027: RMB 40,201,124,627 [3][4]. - The procurement limits (excluding tax) are set at: - 2025: RMB 38,301,245,112 - 2026: RMB 79,293,051,022 [3][4]. Group 3: Impact on the Company - The agreement is expected to enhance Maanshan Steel's product sales channels and service quality by leveraging China Baowu's marketing and processing networks, ultimately improving production efficiency and product competitiveness [4][5]. - The collaboration aims to create a marketing synergy that maximizes both parties' strengths, enhancing commercial value and operational efficiency [4][5]. Group 4: Stock Repurchase Plan - The company plans to repurchase and cancel a portion of restricted stock due to unmet performance targets and retirements of certain incentive plan participants [4][5]. - The repurchase will involve 21,423,400 shares at a price of RMB 2.29 per share, totaling RMB 49,135,168, funded by the company's own resources [8][9]. - The stock structure will change post-repurchase, with the total number of restricted shares reduced to zero, while the unrestricted shares remain unchanged [8][9]. Group 5: Legal and Compliance Aspects - The repurchase plan complies with relevant laws and regulations, and necessary approvals have been obtained [10]. - The company will fulfill its disclosure obligations and handle the necessary registration changes following the approval of the repurchase plan [10].