丽尚国潮: 丽尚国潮关于2025年第二次临时股东大会会议材料

Meeting Overview - The meeting will be held on July 17, 2025, at 11:00 AM, with a record date of July 11, 2025 [4][5] - The meeting will utilize both on-site and online voting methods, allowing public shareholders to vote through the Shanghai Stock Exchange's online voting system [3][4] - The venue for the meeting is located at 88 Ji Ru Road, Gongshu District, Hangzhou [4] Voting Process - The meeting will include one non-cumulative voting proposal, which requires separate counting for minority investors [6] - Shareholders must sign in and present valid identification and proof of shareholding to participate [5][6] - Voting will be conducted through a combination of on-site and online methods, with specific time slots designated for each [3][7] Proposal Details - The main proposal involves a conditional exemption from performance compensation for the subsidiary Lishang Meichain, which has not met its performance targets for 2023 [8][9] - The performance targets set for Lishang Meichain were an audited revenue of 880 million yuan and a net profit of 17 million yuan, but the actual net profit was only 508,400 yuan, resulting in a shortfall of 16.49 million yuan [9][10] - The company has provided guarantees totaling 29 million yuan and loans of 25 million yuan to Lishang Meichain, with a remaining risk exposure of 44 million yuan after some guarantees were released [10][11] Conditional Exemption Plan - The company has negotiated a conditional exemption plan to reduce risk exposure, which includes various strategies such as reducing guarantees and introducing third-party companies to assume responsibilities [11][12] - Specific performance compensation exemptions are outlined based on achieving risk reduction targets by set deadlines, with potential waivers of compensation amounts if targets are met [11][12] - If the performance targets are not met, the company reserves the right to terminate the exemption agreement and revert to the original compensation obligations [12]