证券代码：002208 证券简称：合肥城建 公告编号：2025092 合肥城建发展股份有限公司 第八届董事会第二十六次会议决议公告 本公司及董事会全体成员保证公告内容真实、准确和完整，并对公告中的虚假记载、误导性陈述或者重 大遗漏承担责任。 合肥城建发展股份有限公司（以下简称"公司"）第八届董事会第二十六次会议（以下简称"会议"）于 2025年11月25日14时在公司十四楼会议室召开。会议应到董事10人，实到董事10人。会议召开程序符合 《公司法》和《公司章程》等有关规定。 会议由董事长宋德润先生主持，公司高级管理人员列席了会议。经与会董事以记名方式投票表决，审议 并通过以下决议： 三、会议以9票同意，0票反对，0票弃权，1票回避的表决结果审议并通过《关于关联方为公司提供融资 暨关联交易的议案》； 关联董事葛立新先生回避表决。 《关于关联方为公司提供融资暨关联交易的公告》具体内容详见2025年11月26日《证券时报》《中国证 券报》《上海证券报》《证券日报》及巨潮资讯网（www.cninfo.com.cn）。 本议案已经公司独立董事专门会议审议通过，尚需提交公司2025年第四次临时股东会审议。 四、会议以10 ...

Core Viewpoint - The company has provided a guarantee of RMB 30 million for its subsidiary, Harbin Shengya Tourism Industry Development Co., Ltd., to support its funding needs and ensure healthy development [2][4]. Summary by Sections Guarantee Overview - The guarantee amount is RMB 30 million, which has already been fully provided [2]. - There is no counter-guarantee associated with this guarantee [3]. - The total amount of external guarantees provided by the company and its subsidiaries exceeds 100% of the latest audited net assets [3]. Guarantee Details - Harbin Shengya Tourism applied for a comprehensive credit line of RMB 30 million from the Bank of Communications, with Harbin Shengya Polar Park Co., Ltd. providing collateral for this credit [4]. - The guarantee has been approved by the company's board and shareholders [5][15]. Parties Involved - Harbin Shengya Polar Park Co., Ltd. is a wholly-owned subsidiary of the company, established in April 2004, with total assets of RMB 166.27 million and a net profit of RMB 14.06 million as of December 31, 2024 [6][7]. - Harbin Shengya Tourism, the guaranteed party, was established in June 2012, with total assets of RMB 440.45 million and a net profit of RMB 6.45 million as of December 31, 2024 [10][11]. Guarantee Agreement - The guarantee agreement includes a mortgage contract with the Bank of Communications, covering the principal and interest of the main debt, as well as related costs [13]. - The mortgage period is from October 17, 2025, to September 20, 2026 [14]. Necessity and Reasonableness of the Guarantee - The guarantee is deemed necessary to meet the funding needs of the subsidiary, with the overall risk being manageable and not detrimental to the company or its shareholders [14]. Cumulative External Guarantees - As of the announcement date, the total external guarantees provided by the company and its subsidiaries amount to RMB 211.00 million, which is 142.04% of the latest audited net assets [16].

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 Yidelong (603380) has approved a guarantee for its wholly-owned subsidiary Yilubao International to secure a lease contract for its Mexican subsidiary ETRON - ELBS.DER.L.DEC.V, pending shareholder approval [1] Financial Summary - The total guarantee amount does not exceed 13 million USD (approximately 92.31 million CNY) [1] - An additional standby letter of credit of 943,345.08 USD (approximately 6.70 million CNY) will be provided, bringing the total to approximately 99.91 million CNY [1] - As of the announcement date, the company's cumulative external guarantees total 12.06 million CNY, accounting for 0.79% of the most recent audited net assets, with no overdue guarantees reported [1] Operational Context - The Mexican subsidiary was established in July 2020 and reported a net asset of -1.62 million CNY for the first half of 2025 [1] - The guarantee is aimed at meeting the operational needs of the subsidiary, and the associated risks are considered controllable [1]

Core Viewpoint - Beijing Keri Group Co., Ltd. announced that its wholly-owned subsidiary Zhengzhou Keri Tongyuan Power Design Co., Ltd. will provide a joint bidding guarantee for its second-tier subsidiary Sichuan Keri Ruiyi Power Engineering Co., Ltd. with a maximum guarantee amount of 160 million yuan for the year 2025 [1][6] Summary by Sections Guarantee Overview - The temporary shareholders' meeting approved that Tongyuan Power will provide a joint bidding guarantee for Sichuan Keri with a maximum amount of 160 million yuan, and vice versa, with a guarantee period of six months after the fulfillment of the debt obligations [1][6] Basic Information of the Guaranteed Parties - **Zhengzhou Keri Tongyuan Power Design Co., Ltd.**: Established on April 14, 2009, with a registered capital of 50 million yuan, it is a wholly-owned subsidiary of the company [3][4] - **Sichuan Keri Ruiyi Power Engineering Co., Ltd.**: Established on November 3, 2020, with a registered capital of 10 million yuan, it is a second-tier subsidiary of the company [5][6] Financial Status of the Guaranteed Parties - The maximum guarantee amount of 160 million yuan represents approximately 9.47% of the company's most recent audited net assets [6][7] Board of Directors' Opinion - The guarantee is beneficial for the subsidiaries' daily operations and funding needs, aligning with the company's control over them, and complies with relevant regulations without harming the interests of the company and its shareholders [7] Cumulative External Guarantee Information - As of the resolution date, the total external guarantees (including those to subsidiaries) in the last 12 months amount to 59.73 million yuan, which is about 3.54% of the company's most recent audited net assets [7]

Core Points - The Supervisory Board of Ningbo SANSING Medical Electric Co., Ltd. held its 20th meeting of the 6th session on August 21, 2025, where all three supervisors were present and the meeting complied with relevant laws and regulations [1][2][3] Group 1: Meeting Resolutions - The Supervisory Board approved the 2025 semi-annual report and its summary, confirming that the report accurately reflects the company's operational management situation without any false records or omissions [1][2] - The Supervisory Board approved a proposal to provide guarantees for a wholly-owned subsidiary, which will be submitted to the company's second extraordinary general meeting of shareholders in 2025 for further review [2][3] - The Supervisory Board agreed on the profit distribution plan for the 2025 semi-annual period, considering the company's long-term development needs and shareholder interests [2][3]

Core Viewpoint - The company has announced its 2025 semi-annual report and plans to hold a temporary shareholders' meeting on September 5, 2025, to discuss various proposals including amendments to the company's articles of association and internal control systems [5][16][40]. Company Basic Information - The company does not plan to distribute cash dividends or issue bonus shares for the reporting period [2]. - There have been no changes in the controlling shareholder or actual controller during the reporting period [4]. - The company has no preferred shareholders or related situations during the reporting period [4]. Important Matters - The company held its sixth board meeting on August 18, 2025, where it approved the semi-annual report and proposed amendments to the articles of association [5][9]. - The board meeting was attended by all five directors, and the resolutions passed were deemed legal and effective [5]. - The company plans to eliminate the supervisory board and transfer its responsibilities to the audit committee of the board [40][41]. Shareholder Meeting Details - The temporary shareholders' meeting is scheduled for September 5, 2025, with both onsite and online voting options available [16][19]. - The meeting will address several proposals, including the modification of the articles of association and the establishment of a new employee director position [40][41]. - The deadline for shareholder registration is August 29, 2025 [20]. Guarantee Situation - The company approved a guarantee limit of up to RMB 5.7 billion for its subsidiaries, with the guarantee methods including joint liability guarantees and collateral [50]. - As of June 30, 2025, the total guarantee amount was RMB 376.345 million, with an actual guarantee balance of RMB 266.362 million, all of which were for wholly-owned subsidiaries [51].

Core Viewpoint - The company, Anhui Zhongding Sealing Parts Co., Ltd., held its 8th meeting of the 9th Supervisory Board on July 14, 2025, where several key proposals were approved, including the issuance of medium-term notes, project funding delays, asset purchases, and guarantees for subsidiaries [1][2]. Group 1: Medium-Term Notes Issuance - The Supervisory Board approved the proposal to apply for the registration and issuance of medium-term notes, aiming to broaden financing channels, optimize debt structure, and reduce financing costs, in compliance with relevant laws and regulations [1]. Group 2: Project Funding Delays - The Supervisory Board approved the proposal to delay certain fundraising investment projects, specifically related to the production schedule of automotive chassis components, without changing the investment content, direction, or total amount [1]. Group 3: Asset Purchase and Related Transactions - The Supervisory Board approved the proposal for asset purchases and related transactions, confirming that the transactions were based on operational needs, with fair pricing and legal compliance, ensuring no harm to the company or minority shareholders [2]. Group 4: Guarantees for Subsidiaries - The Supervisory Board approved the proposal to provide guarantees for subsidiaries, stating that this would support their operational needs while maintaining financial risks within controllable limits, and ensuring compliance with legal regulations [2].

Summary of Key Points Core Viewpoint - The announcement details the provision of a guarantee by Ningbo Fubon Precision Group Co., Ltd.'s subsidiary, Ningbo Electric Alloy Materials Co., Ltd., to its subsidiary Ningbo Rizhong Materials Technology Co., Ltd., amounting to RMB 94 million, aimed at supporting operational financing needs [1]. Group 1: Guarantee Overview - The guarantee amount provided by Ningbo Rizhong to Ningbo Electric Alloy is RMB 94 million [1]. - The total guarantee limit approved for inter-subsidiary guarantees is up to RMB 200 million, with specific limits based on the subsidiaries' asset-liability ratios [1]. - The guarantee is valid from the date of approval at the 2024 annual shareholders' meeting until the next annual meeting in 2025, allowing for cyclic use of the guarantee limit [1]. Group 2: Subsidiary Information - Ningbo Electric Alloy Materials Co., Ltd. has a registered capital of RMB 25.5 million and was established on April 20, 1990 [2]. - As of March 31, 2025, the total assets of Ningbo Electric Alloy were RMB 46.06 million, with total liabilities of RMB 28.92 million and net assets of RMB 17.15 million [2]. - The company reported an operating income of RMB 13.73 million and a net profit of RMB 1.21 million for the first quarter of 2025 [2]. Group 3: Guarantee Agreement Details - The creditor for the guarantee is Ningbo Bank Co., Ltd., and the guarantee is a joint liability guarantee [3]. - The guarantee covers the principal debt, interest, overdue interest, penalties, and all related costs associated with the debt [3]. - The guarantee period extends for two years from the maturity of the debt [3]. Group 4: Board and Approval - The guarantee was approved during the 15th meeting of the 10th Board of Directors and the 2024 annual shareholders' meeting, thus not requiring further approval [4]. - After this guarantee, the total approved guarantee amount by the company is RMB 250 million, with external guarantees totaling RMB 100 million, representing no overdue guarantees [4].

Core Viewpoint - The announcement details the provision of guarantees by Chongqing Qianli Technology Co., Ltd. and its subsidiaries for the credit applications of their wholly-owned subsidiaries, indicating a strategic move to support operational financing needs [1][2]. Summary by Sections Guarantee Overview - Chongqing Qianli Technology's wholly-owned subsidiary, Lifan International (Holding) Co., Ltd., provides a pledge guarantee for Chongqing Ruiblue Automobile Manufacturing Co., Ltd. to apply for a credit limit of up to 40 million RMB from Shanghai Pudong Development Bank, with an actual guarantee balance of 313 million RMB [1][2]. - Chongqing Ruiblue Technology Co., Ltd. provides a joint liability guarantee for its wholly-owned subsidiary, Ruiblue Research Institute, for a credit limit of up to 10 million RMB, with no actual guarantee balance [2]. Internal Decision-Making Process - The guarantee matters have been approved by the respective shareholder meetings of Lifan International and Ruiblue Technology, falling within the decision-making authority of the subsidiaries, thus not requiring further approval from the company's board or shareholders [2]. Financial Health of Guaranteed Entities - Ruiblue Manufacturing has a debt-to-asset ratio of 57.08%, while Ruiblue Research Institute has a debt-to-asset ratio of 66.99%, indicating their financial leverage [2]. Total External Guarantees - As of the announcement date, the total external guarantees provided by the company and its subsidiaries amount to 463 million RMB, which represents 4.40% of the latest audited net assets attributable to the parent company [5]. - The guarantees provided to subsidiaries total 221 million RMB, accounting for 2.10% of the latest audited net assets, while inter-subsidiary guarantees total 242 million RMB, representing 2.30% [5]. Necessity and Reasonableness of Guarantees - The guarantees are deemed necessary and reasonable for the operational needs of the subsidiaries, with the company maintaining good control over the credit status of the guaranteed entities, ensuring manageable risk levels [5].