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沈阳惠天热电股份有限公司第十届董事会2025年第九次临时会议决议公告

Group 1 - The company held its 9th temporary board meeting on September 12, 2025, with all 9 directors present, and the meeting complied with relevant laws and regulations [1][2][5]. - The board approved the proposal regarding coal storage and transportation related transactions with 9 votes in favor, and the details will be published in various financial newspapers [6][7]. - The independent directors held a special meeting on September 12, 2025, and unanimously approved the related transaction proposal [8]. Group 2 - The company plans to entrust Shenyang International Land Port Group Co., Ltd. to provide integrated storage and transportation services for 115,000 tons of coal, with an estimated total transaction amount of approximately 71.3 million yuan (including tax) [13]. - The storage fee is set at 25 yuan per ton, totaling approximately 28.75 million yuan, while the transportation fee is set at 37 yuan per ton, totaling approximately 42.55 million yuan [13][18]. - This transaction constitutes a related party transaction, accounting for 38.85% of the company's latest audited net assets, and requires approval from the shareholders' meeting [13]. Group 3 - The related party, Shenyang International Land Port Group, has total assets of approximately 3.25 billion yuan and a net asset of approximately 1.38 billion yuan as of June 30, 2025 [15]. - The group reported a net profit of approximately 403.19 million yuan for the year 2024, but incurred a net loss of approximately 1.84 million yuan in the first half of 2025 [15]. Group 4 - The purpose of the transaction is to ensure the stable supply of coal for heating during the winter season, as the company's heat source plants are dispersed across Shenyang [23]. - The company has previously relied on renting coal storage and hiring vehicles for transportation, but the current partners cannot meet the demand, prompting the decision to engage the Land Port Group [23]. Group 5 - The company will hold its 6th temporary shareholders' meeting on September 29, 2025, to discuss the related transaction proposal, with provisions for both on-site and online voting [30][32]. - Shareholders must register in advance to attend the meeting, and the voting will be conducted through the Shenzhen Stock Exchange's trading system and internet voting system [34][47].