北京市安理律师事务所 关于中粮糖业控股股份有限公司 2025 年第二次临时股东大会的 法律意见书 致：中粮糖业控股股份有限公司 中粮糖业控股股份有限公司（以下简称"公司"）2025 年第二次临时股东大会（以下简 称"本次股东大会"）于 2025 年 9 月 22 日采用现场投票和网络投票相结合的方式举行，现 场会议于 2025 年 9 月 22 日 14 时 00 分在北京市朝阳区朝阳门南大街 10 号兆泰国际中心 A 座 11 层中糖公司会议室召开。网络投票时间为 2025 年 9 月 22 日，其中，交易系统投票平 台的投票时间为上午 9 时 15 分至 9 时 25 分、上午 9 时 30 分至 11 时 30 分、下午 13 时至 15 时；互联网投票平台的投票时间为上午 9 时 15 分至下午 15 时。北京市安理律师事务所（以 下简称"本所"）接受公司的委托，指派律师出席本次股东大会现场会议并依法出具法律意见 书。 本所律师根据《中华人民共和国证券法》（以下简称"《证券法》"）《中华人民共和国公司 法》《上市公司股东会规则》（以下简称"《股东会规则》"）等有关法律、法规和规范性文件的 规定以及《中 ...

证券代码：600737 证券简称：中粮糖业 公告编号：2025-029 中粮糖业控股股份有限公司 2025年第二次临时股东大会决议公告 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。 重要内容提示： 本次会议是否有否决议案：无 一、 会议召开和出席情况 | 1、出席会议的股东和代理人人数 | 1,135 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 1,108,290,197 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | 51.8171 | | 份总数的比例（%） | | (四) 表决方式是否符合《公司法》及《公司章程》的规定，大会主持情况等。 本次会议由公司董事会召集，公司董事赵玮先生主持。会议采用现场记名投 (一) 股东大会召开的时间：2025 年 9 月 22 日 (二) 股东大会召开的地点：北京市朝阳区朝阳门南大街 10 号兆泰国际中心 A 座 11 层中糖公司会议室 (三) 出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况： 票与网络投票相结合 ...

Core Insights - The agricultural processing sector experienced a decline of 0.47% on September 22, with *ST Zhongji leading the drop [1] - The Shanghai Composite Index closed at 3828.58, up 0.22%, while the Shenzhen Component Index closed at 13157.97, up 0.67% [1] Agricultural Processing Sector Performance - Notable gainers included: - Yicheng Magic Hand (Code: 839273) with a closing price of 39.39, up 1.97% on a trading volume of 17,500 shares and a transaction value of 67.89 million yuan [1] - COFCO Sugar (Code: 600737) closed at 17.14, up 1.48% with a trading volume of 725,200 shares and a transaction value of 126.9 million yuan [1] - Guotou Zhonglu (Code: 600962) closed at 21.00, up 1.06% with a trading volume of 32,600 shares and a transaction value of 68.01 million yuan [1] - Notable decliners included: - *ST Zhongji (Code: 000972) closed at 3.70, down 4.64% with a trading volume of 251,200 shares and a transaction value of 93.69 million yuan [2] - Baolingbao (Code: 002286) closed at 9.56, down 3.43% with a trading volume of 139,800 shares and a transaction value of 134 million yuan [2] - Tianye Co. (Code: 832023) closed at 4.50, down 3.02% with a trading volume of 117,200 shares and a transaction value of 53.02 million yuan [2] Capital Flow Analysis - The agricultural processing sector saw a net inflow of 74.48 million yuan from institutional investors, while retail investors experienced a net outflow of 118 million yuan [2][3] - Key stocks with significant capital flow include: - COFCO Sugar with a net inflow of 129 million yuan from institutional investors, accounting for 10.17% of its trading volume [3] - COFCO Technology (Code: 000930) had a net inflow of 10.87 million yuan from institutional investors, with a net outflow of 6.90 million yuan from retail investors [3] - Baolingbao had a net inflow of 1.24 million yuan from institutional investors, but a net outflow of 7.11 million yuan from retail investors [3]

Group 1 - The A-share market saw all three major indices rise collectively on September 22, indicating positive market sentiment [1] - The Tianhong Food and Beverage ETF (159736) closed down 1.22% with a trading volume exceeding 280 million yuan and a net subscription of 84 million units [1] - The Tianhong Food and Beverage ETF has experienced a net inflow of funds for four consecutive days, accumulating 74.35 million yuan [1] Group 2 - The Tianhong Food and Beverage ETF closely tracks the CSI Food and Beverage Index, which selects stocks from the beverage, packaged food, and meat industries [1] - Major holdings in the Tianhong Food and Beverage ETF include leading companies such as Kweichow Moutai, Yili, Wuliangye, Shanxi Fenjiu, and Luzhou Laojiao [1] - Huachuang Securities emphasizes the importance of bottom-catalysts in the liquor sector, suggesting that traditional consumption is entering a phase of accumulation [1] Group 3 - Guoyuan Securities recommends closely monitoring the pricing and sales dynamics in the liquor sector as the Double Festival approaches, focusing on high-end liquor companies with strong brand and channel capabilities [2] - The beer industry is noted for its stable competitive landscape, while segments like snacks and energy drinks are experiencing high demand [2] - The dairy sector shows signs of stabilization in raw milk prices, with leading dairy companies demonstrating resilience [2]

Group 1 - The core viewpoint of the article highlights the significant growth in China's sugar production, with a projected output of 37.7 million tons in May 2025, representing a year-on-year increase of 59.1% [1] - From January to May 2025, the cumulative sugar production in China reached 906.6 million tons, showing a cumulative growth of 4.9% [1] Group 2 - The article references several listed companies in the sugar industry, including Huazi Industrial (600191), Yuegui Co., Ltd. (000833), Guannong Co., Ltd. (600251), COFCO Sugar Industry (600737), Jinhui Industrial (002597), Guangnong Sugar Industry (000911), and Hainan Yedao (600238) [1] - The data is sourced from the National Bureau of Statistics and compiled by Zhiyan Consulting, which is recognized as a leading industry consulting firm in China, providing comprehensive industry research reports and consulting services [1]

Group 1 - The agricultural processing sector rose by 0.28% on September 19, with Guannong Co., Ltd. leading the gains [1] - The Shanghai Composite Index closed at 3820.09, down 0.3%, while the Shenzhen Component Index closed at 13070.86, down 0.04% [1] - Key stocks in the agricultural processing sector showed varied performance, with Guannong Co., Ltd. closing at 8.34, up 2.08%, and ST Langyuan at 6.29, up 1.78% [1] Group 2 - The agricultural processing sector saw a net inflow of main funds amounting to 72.77 million yuan, while retail investors experienced a net outflow of 114 million yuan [2] - The main fund inflow for COFCO Sugar was 136 million yuan, representing 11.60% of its total trading volume [3] - Guannong Co., Ltd. had a main fund inflow of 3.29 million yuan, with retail investors showing a net outflow of 6.66 million yuan [3]

Economic Transformation - Xinjiang's economy has undergone significant changes under national policy guidance, with the market capitalization of A-share listed companies reaching 809.31 billion yuan, a 4.05% increase since the beginning of the year [1] - The establishment of a multi-tiered capital market system has facilitated the transition from traditional industries to strategic emerging industries, showcasing the successful implementation of financial market reforms [1][2] Capital Market Development - The number of listed companies in Xinjiang has grown to 61 by September 2025, positioning it among the leaders in the northwest region [2] - The capital market has evolved from being dominated by agriculture, energy, and basic industries to encompassing various sectors, including technology and consumer goods [3][5] Industry Growth and Diversification - New energy and new materials have become significant components of Xinjiang's capital market, with companies like Goldwind Technology and Daqo New Energy leading the way [5][6] - The rise of technology and consumer sectors is evident, with companies such as Xiling Information and Lian Technology making notable contributions [5] Financial Support and Investment - Capital markets have played a crucial role in supporting traditional industries' transformation and the growth of emerging sectors, with companies like Zhongtai Chemical successfully utilizing capital market tools for industry upgrades [7] - The establishment of the Science and Technology Innovation Board has provided critical opportunities for technology companies, enhancing the overall economic landscape [9][10] Policy and Regulatory Environment - The China Securities Regulatory Commission has implemented supportive policies for western region enterprises, easing financing challenges through IPO green channels and registration system reforms [14] - The ongoing reforms in the capital market are expected to provide more diverse financing channels and efficient capital allocation for Xinjiang enterprises [10][14]

Group 1 - The core viewpoint of the news is that COFCO Sugar Industry has seen a significant increase in its stock price, rising by 5.09% to reach 17.54 CNY per share, with a trading volume of 352 million CNY and a turnover rate of 0.96%, resulting in a total market capitalization of 37.515 billion CNY [1] - COFCO Sugar Industry, established on September 18, 1993, and listed on July 31, 1996, is primarily engaged in the manufacturing and sales of white sugar and related products, as well as the processing and sales of tomatoes and tomato products [1] - The revenue composition of COFCO Sugar Industry is as follows: sugar-related products account for 90.03%, tomato-related products for 7.83%, and other products for 2.15% [1] Group 2 - Tianhong Fund has a significant holding in COFCO Sugar Industry, with its Tianhong CSI Central Enterprise Dividend 50 Index Fund A (021561) reducing its holdings by 21,900 shares in the second quarter, now holding 90,000 shares, which represents 2.47% of the fund's net value, ranking as the eighth largest holding [2] - The Tianhong CSI Central Enterprise Dividend 50 Index Fund A has a current scale of 10.6713 million CNY and has achieved a year-to-date return of 8.17%, ranking 3609 out of 4222 in its category, with a one-year return of 29.27%, ranking 3310 out of 3805 [2]

Market Overview - On September 18, the agricultural processing sector declined by 1.81%, with Huazi Industrial leading the drop [1] - The Shanghai Composite Index closed at 3831.66, down 1.15%, while the Shenzhen Component Index closed at 13075.66, down 1.06% [1] Stock Performance - Notable stock performances in the agricultural processing sector included: - Oufujieye (839371) closed at 11.72, up 0.86% with a trading volume of 40,500 shares [1] - Tianye Co. (832023) closed at 4.76, up 0.21% with a trading volume of 208,300 shares [1] - Sobo Protein (603231) closed at 18.57, down 0.38% with a trading volume of 57,400 shares [1] - Zhongliang Sugar Industry (600737) closed at 16.69, down 0.95% with a trading volume of 529,300 shares [1] - Jinjian Rice Industry (600127) closed at 6.86, down 1.29% with a trading volume of 166,100 shares [1] Capital Flow - The agricultural processing sector experienced a net outflow of 226 million yuan from institutional investors, while retail investors saw a net inflow of 95.64 million yuan [2] - The overall capital flow indicates a mixed sentiment among different investor types, with institutional investors pulling back while retail investors showed interest [2] Individual Stock Capital Flow - Key individual stock capital flows included: - Sobo Protein (603231) saw a net inflow of 11.46 million yuan from institutional investors but a net outflow of 16.21 million yuan from retail investors [3] - Zhongliang Technology (000930) had a net inflow of 5.95 million yuan from institutional investors and a net outflow of 24.27 million yuan from retail investors [3] - Jiayuan Holdings (000505) experienced a slight net outflow from institutional investors but a small net inflow from retail investors [3]

Core Viewpoint - The China State-Owned Enterprises Dividend Index (000824) has experienced a decline of 0.92% as of September 18, 2025, with certain constituent stocks showing significant gains while others faced losses [1] Group 1: Index Performance - The China State-Owned Enterprises Dividend Index (000824) has decreased by 0.92% [1] - The leading gainers include China Ocean Shipping (601598) up by 3.07%, Luxi Chemical (000830) up by 2.49%, and Guangri Co., Ltd. (600894) up by 2.48% [1] - The leading decliners include Shenhuo Co., Ltd. (000933), Huabei Mining (600985), and Yanzhou Coal Mining (600188) [1] Group 2: ETF and Valuation Insights - The National Enterprise Dividend ETF (159515) has been adjusted, with the latest price at 1.13 yuan [1] - Analysts indicate that state-owned enterprise valuations are crucial for national economic development, showing stable high ROE compared to private enterprises and the overall A-share market, but are significantly undervalued [1] - China Galaxy Securities suggests that the A-share market is likely to continue a volatile upward trend, with long-term investment value in technology independence, domestic consumption, and dividend stocks [1] Group 3: Index Composition - As of August 29, 2025, the top ten weighted stocks in the China State-Owned Enterprises Dividend Index (000824) include COSCO Shipping Holdings (601919), Jizhong Energy (000937), and Lu'an Environmental Energy (601699), collectively accounting for 16.84% of the index [2]