德力西新能源科技股份有限公司 关于变更公司注册资本、取消监事会并修订《公司章程》的公告 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。 证券代码：603032 证券简称：德新科技 公告编号：2025-056 因本次修订《公司章程》所涉及的条目众多，本次《公司章程》的修订中，关于"股东大会"的表述统一 修改为"股东会"，整体删除原《公司章程》中"监事""监事会""监事会主席"的表述并分别修改为审计与 风险控制委员会成员、审计与风险控制委员会、审计与风险控制委员会召集人。其他非重大性修订，如 将"或"修改为"或者"、相关章节、条款及交叉引用所涉及序号根据上述内容做的相应调整等，在不涉及 其他修订的前提下，不再逐项列示。 本次修订后的《公司章程》及相关议事规则将于股东大会审议通过后生效。（具体修订情况详见本公告 附件修订对照表），修订后的《公司章程》详见上海证券交易所网站（www.sse.com.cn）。 四、其他事项说明及风险提示 1、本次修改公司章程旨在使章程内容符合公司实际情况，不存在利用变更章程影响公司股价、误导投 资者的情 ...

Meeting Information - The company will hold its fourth extraordinary general meeting of shareholders in 2025 on December 3, 2025, at 14:30 [2][4] - The meeting will be convened by the company's board of directors and complies with relevant laws and regulations [3][6] - Shareholders can participate in the meeting either in person or through online voting [5][4] Voting and Registration - The registration date for shareholders to attend the meeting is November 27, 2025 [6] - Shareholders can authorize others to attend the meeting on their behalf [6] - Registration for the meeting will take place on December 2, 2025, with specific time slots for natural and legal persons [12] Agenda Items - The meeting will review proposals that have been approved by the board of directors, including changes to the company's business scope and registered capital [9][20] - A special resolution is required for certain proposals, needing approval from more than two-thirds of the voting rights at the meeting [10] Company Governance Changes - The company plans to change its business scope and registered capital, increasing the registered capital from RMB 133,496,097 to RMB 134,226,057 [20][58] - The company will not establish a supervisory board and will amend its articles of association accordingly [59] Audit Firm Appointment - The company intends to reappoint Rongcheng Accounting Firm as its financial audit and internal control audit institution for 2025 [37][39] - The audit firm has a strong track record and has been involved in auditing numerous listed companies [42][51]

Group 1 - The company held the 21st meeting of the 10th Supervisory Board on November 11, 2025, via communication, with all three supervisors present, complying with relevant laws and regulations [2][4] - The Supervisory Board approved a proposal to amend the company's articles of association, eliminating the Supervisory Board and transferring its powers to the Audit Committee of the Board of Directors, pending shareholder approval [3][41] - The proposal received unanimous support with 3 votes in favor and no opposition [5] Group 2 - The company convened the 23rd meeting of the 11th Board of Directors on November 11, 2025, with all 12 directors present, in accordance with legal requirements [8] - The Board approved amendments to the articles of association and related rules, which will also require shareholder approval [9][10] - The Board unanimously agreed to change the accounting firm from PwC Zhongtian to Lixin CPA for the 2025 financial year, with 12 votes in favor [12][37] Group 3 - The company plans to hold the 2025 third extraordinary general meeting of shareholders on November 28, 2025, to discuss the proposed amendments to the articles of association and the change of accounting firm [46][47] - The meeting will allow for both on-site and online voting, with specific timeframes for each [43][50] - The company has outlined the registration process for shareholders wishing to attend the meeting [49][64] Group 4 - Wuhan Zhongshang Group, a wholly-owned subsidiary of the company, has applied for a credit facility of 180 million yuan from China Merchants Bank, secured by real estate [58][59] - The real estate used for collateral is located in Wuhan and has a total area of 8,848.63 square meters [60] - The company has a total of 503.74 million yuan in guarantees, which is 24.92% of its latest audited net assets [64]

Core Viewpoint - The company, Shanxi Panlong Pharmaceutical Group Co., Ltd., is revising its Articles of Association and related corporate governance systems to enhance governance efficiency and streamline management processes, including the abolition of the supervisory board and the transfer of its responsibilities to the audit committee of the board of directors [1][2][3]. Summary by Sections Revision of Articles of Association - The company plans to amend its Articles of Association to comply with the latest regulatory framework and improve governance effectiveness [1][2]. - The supervisory board will be dissolved, and its functions will be transferred to the audit committee, pending approval from the shareholders' meeting [1][2]. Specific Amendments - The amendments will include changes to the roles and responsibilities of the board of directors and the legal representative of the company [4][5]. - The new provisions will clarify that the legal representative's civil activities will be the company's responsibility, and the company can seek compensation from the legal representative if damages occur due to their duties [4][5]. Governance Structure Changes - The supervisory board's responsibilities will cease upon the approval of the revised Articles of Association, and the rules governing the supervisory board will be abolished [2][3]. - The company will ensure that the audit committee will diligently perform its supervisory functions until the shareholders' meeting approves the changes [2][3]. Legal Compliance - The revisions are in accordance with the Company Law, Securities Law, and relevant regulations from the Shenzhen Stock Exchange [3][4]. - The company emphasizes that the amendments aim to protect the rights and interests of shareholders, employees, and creditors while ensuring compliance with legal requirements [1][2].

Group 1 - The company aims to enhance its corporate governance structure and optimize internal control systems to improve operational standards [1] - The company has revised and established several governance systems in compliance with relevant laws and regulations [1] - The specific governance system revised includes the "Management System for Directors and Senior Management Personnel Holding and Trading Company Stocks," which was submitted for shareholder meeting approval [1]

Group 1 - The board meeting of Zhuhai Port Co., Ltd. was held on August 22, 2025, with all 8 directors present, confirming the legality and validity of the meeting [1][2] - The board approved the proposal to establish and revise certain company systems, including the formulation of a "Management System for Departure of Directors and Senior Management" and revisions to 26 other systems [1][2] - The board also approved Zhuhai Port Xing Pipeline Natural Gas Co., Ltd. to apply for a credit limit of 100 million yuan from Bank of China Zhuhai Branch for non-financing guarantees, with a validity period of one year [2] Group 2 - All 8 directors voted in favor of the proposals, with no opposition or abstentions recorded [2] - The revisions to the "Internal Audit Work System" and 3 other systems were previously approved by the board's audit committee on August 18, 2025 [2] - The meeting resolutions and audit committee decisions are available for review [2]

Core Viewpoint - Jiangsu Sop Chemical Co., Ltd. plans to amend its articles of association and abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors [1][2]. Group 1: Cancellation of Supervisory Board - The supervisory board, including its chairman and members, will be dissolved, and their duties will be assumed by the audit committee [2]. - This change requires approval from the shareholders' meeting, and until then, the supervisory board will continue to operate as per existing regulations [2]. Group 2: Amendments to Articles of Association - The company will revise its articles of association, including the deletion of sections related to the supervisory board, replacing them with references to the audit committee [2][3]. - Other amendments include changes in terminology, such as replacing "general manager and other senior management" with "senior management" [2]. - Specific revisions to the articles include updates to the roles and responsibilities of the chairman and legal representative, ensuring compliance with the Company Law and Securities Law [3][4]. Group 3: Governance Improvements - The amendments aim to enhance corporate governance in line with legal requirements and the company's operational realities [1][2]. - The company emphasizes the importance of maintaining the rights and interests of shareholders, employees, and creditors in its governance framework [3]. Group 4: Shareholder Rights and Meeting Procedures - The revised articles will clarify shareholder rights, including the ability to propose temporary motions and participate in meetings through electronic means [14][15]. - The company will ensure that all shareholders can exercise their voting rights effectively, including provisions for cumulative voting in director elections [16][17]. Group 5: Compliance and Legal Obligations - The company will adhere to legal obligations regarding the disclosure of information and the conduct of its board members and shareholders [10][12]. - The amendments will also reinforce the responsibilities of controlling shareholders and actual controllers to protect the interests of the company and its public shareholders [12][13].

Core Viewpoint - The legal opinion confirms that the third extraordinary general meeting of shareholders of Huilv Ecological Technology Group Co., Ltd. was convened and conducted in accordance with relevant laws and regulations, ensuring the legitimacy of the meeting and the validity of the voting results [2][4][15] Group 1: Meeting Procedures - The meeting was convened by the company's board of directors, with the decision made on July 25, 2025, to hold the meeting on August 11, 2025, using a combination of on-site and online voting [4][6] - The notice for the meeting was published on the designated information disclosure media, detailing the meeting's agenda, time, and voting procedures, in compliance with legal requirements [4][5] - The equity registration date for shareholders was set for August 4, 2025, ensuring that all eligible shareholders could participate [4] Group 2: Attendance and Voting - A total of 159 participants attended the meeting, representing 420,445,281 shares, which accounted for 53.6170% of the total voting shares [7] - Among the attendees, 155 participated via online voting, representing 191,581,861 shares, or 24.4313% of the total voting shares [6][7] - The meeting was presided over by a board member due to the absence of the chairman and vice-chairman, with all relevant materials provided to the shareholders [6][8] Group 3: Voting Results - The voting results showed that the proposals were overwhelmingly approved, with the majority of votes in favor, including 99.9044% for the meeting rules and 99.8992% for the related party transaction management system [9][10][12] - The small and medium investors also showed strong support, with 93.6185% voting in favor of the proposals [9][10][12] - The legal opinion concluded that the voting procedures and results were legitimate and valid, adhering to all applicable laws and regulations [15]

Group 1 - The company has approved the establishment of a special account for the funds raised from the issuance of A-shares, which will be used for specific storage and usage of the raised funds after obtaining approval from the China Securities Regulatory Commission [1][3] - The company has passed the resolution regarding the 2025 semi-annual report, confirming that the report's preparation and review procedures comply with relevant laws and regulations, and accurately reflect the company's actual situation [3][4] - The company has approved the special report on the storage and usage of raised funds for the first half of 2025, in accordance with regulatory requirements [5][6] Group 2 - The company has approved the detailed table of non-recurring gains and losses and the verification report for the years 2022, 2023, 2024, and the first half of 2025 [7][8] - The company has revised its articles of association to comply with the latest legal and regulatory requirements, aiming to enhance operational standards and improve corporate governance [11][12] - The company has also revised and established several governance systems, with some requiring shareholder meeting approval, while others take effect immediately upon board resolution [13][14]

Core Viewpoint - Tianjin Pharmaceutical Co., Ltd. is proposing to change its business scope, abolish the supervisory board, and amend its articles of association to enhance corporate governance and operational efficiency [1][3][4]. Business Scope Changes - The company plans to expand its business scope to include drug import and export, technology import and export, import and export agency, and goods import and export [1][8]. - The revised business scope will include the following licensed projects: drug production, entrusted drug production, veterinary drug production, cosmetics production, food additive production, feed additive production, hazardous chemicals operation, special equipment design, and drug import and export [1][8]. Articles of Association Amendments - The amendments to the articles of association aim to align with the Company Law and other relevant regulations, ensuring the protection of the rights of the company, shareholders, and creditors [3][4]. - Key changes include the removal of the supervisory board, with the audit and risk control committee of the board of directors assuming the supervisory functions [1][3]. - The articles will also clarify the responsibilities and rights of shareholders, including the ability to sue the company or its directors for breaches of duty [7][14]. Corporate Governance Enhancements - The company emphasizes the importance of maintaining a high standard of corporate governance to protect the interests of shareholders and ensure compliance with legal requirements [1][3]. - The amendments will also address the roles and responsibilities of the general manager and other senior management, ensuring accountability and legal compliance [5][6][7].