登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：002009 证券简称：天奇股份 公告编号：2025-081 天奇自动化工程股份有限公司 第九届董事会第十一次（临时）会议 决议公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假记载、误导性陈述或重大遗 漏。 一、董事会会议召开情况 天奇自动化工程股份有限公司（以下简称"公司"）第九届董事会第十一次（临时）会议通知于2025年12 月22日以通讯方式发出，会议于2025年12月29日上午10:00以现场与通讯相结合的方式召开。本次会议 应出席董事9名，实际出席会议董事9名，会议由董事长黄斌先生主持，全体高级管理人员列席本次会 议。参加会议的董事符合法定人数，董事会的召集、召开及表决程序符合有关法规及《公司章程》的规 定。 二、董事会会议审议情况 1、审议通过《关于补选第九届董事会审计委员会委员的议案》，9票赞成，0票反对，0票弃权。 同意补选职工代表董事郭绪浩先生为公司第九届董事会审计委员会委员，与祝祥军先生（主任委员）、 崔春先生共同组成第九届董事会审计委员会，任期自本次董事会审议通过之日起至第九届董事会任期届 满之日止。 （ ...

（编辑 丛可心 王雪儿） 证券日报网讯 12月11日，盘龙药业在互动平台回答投资者提问时表示，公司已披露的《未来三年 （2025年-2027年）股东分红回报规划》中明确了2025年至2027年的分红计划，旨在建立科学、持续、 稳定的回报机制。未来，公司将始终将股东利益置于重要位置，致力于通过稳健的经营与清晰的回报规 划，为投资者创造持续、合理的长期价值。 ...

Group 1 - The company plans to sell idle real estate through a public listing, with an initial listing price not lower than the assessed value of 3.8311 million yuan [2][4][62] - The transaction will be conducted through a public listing, and the final transfer price will be determined by the transaction price at the property trading center [4][6] - The board of directors approved the sale at the fourth meeting of the ninth board on November 28, 2025, and the transaction does not constitute a major asset restructuring as per regulations [3][5][6] Group 2 - The assessed value of the property, located at 9 Hongfeng Road, Hefei, is 3.8311 million yuan, with a book value of 2.7269 million yuan and a net book value of 984,100 yuan, indicating a significant appreciation of 284.7 million yuan and an increase rate of 289.3% [8][9] - The property is free of any encumbrances, legal disputes, or restrictions on transfer, ensuring a clear title for the sale [7][11] - The company will closely monitor the transaction's progress and fulfill its disclosure obligations as required by the Shanghai Stock Exchange [3][11]

Core Viewpoint - The company held its 13th meeting of the second board of directors on October 25, 2025, where several key resolutions were passed, including the approval of the Q3 2025 report, a three-year dividend plan, a profit distribution proposal, and the reappointment of the accounting firm for 2025 [1][2][5][50]. Group 1: Q3 2025 Report - The board approved the Q3 2025 report, confirming that it complies with legal requirements and accurately reflects the company's situation without any misleading statements or omissions [2][3]. Group 2: Dividend Plan - The company established a three-year dividend return plan for 2025-2027 to enhance transparency and protect minority shareholders' rights [5][6]. Group 3: Profit Distribution Proposal - The company proposed a cash dividend of RMB 3.60 per 10 shares, totaling RMB 144,003,600.00, based on a total share capital of 400,010,000 shares [9][10][40]. - The profit distribution plan is based on the company's net profit of RMB 483,469,539.81 for the first three quarters of 2025, with unallocated profits amounting to RMB 1,595,209,912.95 [40][43]. Group 4: Reappointment of Accounting Firm - The board proposed to reappoint Huaxing Accounting Firm for the 2025 financial year, which requires shareholder approval [50][59]. - The firm has a strong track record, having provided audit services to 91 listed companies in 2024, with a total revenue of RMB 37,037.29 million [52]. Group 5: Upcoming Shareholder Meeting - The company plans to hold its second extraordinary general meeting of 2025 on November 13, 2025, to discuss the aforementioned proposals [17][23]. - The meeting will allow for both on-site and online voting, ensuring broader participation from shareholders [24][25].

Core Points - The company held its 13th meeting of the second board on October 25, 2025, where several key resolutions were passed [1][2][5][30]. Group 1: Financial Reporting - The board approved the 2025 Q3 report, confirming that it accurately reflects the company's financial status without any misleading statements [2][9]. - The company reported a net profit of approximately 483.47 million yuan for the first three quarters of 2025, with undistributed profits at approximately 1.60 billion yuan [20][22]. Group 2: Profit Distribution Plan - The board proposed a profit distribution plan, suggesting a cash dividend of 3.60 yuan per 10 shares, totaling approximately 144 million yuan [10][20]. - The profit distribution plan is designed to balance immediate shareholder returns with the company's long-term growth [25][26]. Group 3: Auditor Appointment - The board approved the reappointment of Huaxing Accounting Firm for the 2025 fiscal year, pending shareholder approval [12][30]. - Huaxing Accounting Firm has a strong track record, having provided audit services to 91 listed companies in 2024 [32]. Group 4: Upcoming Shareholder Meeting - The company plans to hold its second extraordinary general meeting of 2025 on November 13, 2025, to discuss the approved resolutions [15][44]. - The meeting will allow for both on-site and online voting, ensuring broader participation from shareholders [47][48].

Group 1: Company Overview and Business Model - The company focuses on a "trade, industry, and technology" integrated service model, providing customized one-stop supply chain services that enhance overall competitiveness and profitability [2] - The company has accelerated its industrial layout in key domestic and international locations, optimizing supply chain processes and reducing product costs through enhanced cost control [2] Group 2: Market Position and Competitive Advantages - The company benefits from a strong traditional textile industry foundation in its region, providing significant support for business expansion and sustainable development [3] - Compared to other leading domestic textile enterprises, the company differentiates itself through a diverse product range and flexible production modes, allowing for quick responses to market changes and personalized customer needs [3] Group 3: Impact of Tariff Policies - The company closely monitors international market conditions and trade rules, adjusting its strategies accordingly; recent tariff policy changes have had some impact, but the company maintains strong resilience due to its diversified sales markets and customer structure [3] Group 4: Overseas Expansion and Factory Management - The company is actively expanding its overseas production bases in countries such as Myanmar, Vietnam, and Egypt, transitioning from "China supply chain integration" to "global supply chain integration" [3] - To ensure alignment with strategic goals, the company sends experienced management personnel to oversee overseas teams and enhances training for local employees to improve efficiency [4] Group 5: Future Capital Expenditure and Shareholder Returns - Future capital expenditures will focus on expanding and constructing overseas production bases to support global supply chain and international strategies [4] - Since its listing in December 2006, the company has maintained a stable dividend policy, with cumulative cash dividends amounting to approximately CNY 4.811 billion; it plans to distribute dividends at a rate of no less than 40% of distributable profits over the next three years [4] Group 6: Talent Development and Strategic Investments - The company encourages the growth of its business teams, emphasizing the importance of experienced and skilled personnel for sustainable development [4] - The company will continue to focus on its core business, enhancing integrated supply chain services and investing in research and innovation in the chemical new energy sector to strengthen its market position [4]

Core Viewpoint - The company has established a three-year shareholder dividend return plan for 2025-2027 to ensure a scientific, sustainable, and stable dividend decision-making and supervision mechanism, aiming to actively return to shareholders and promote long-term and rational investment concepts [1] Group 1: Principles of the Plan - The board of directors has formulated the plan based on the company's articles of association, current operational realities, and project investment funding needs, balancing shareholder returns with long-term development [2] Group 2: Considerations for the Plan - The plan considers industry characteristics, development stages, strategic goals, funding costs, external financing environments, operational models, funding needs, future profit scales, cash flow conditions, and financing plans [2] Group 3: Dividend Distribution Methods - The company will distribute dividends through cash, stock, or a combination of both, prioritizing cash dividends when conditions allow [3] - Cash dividends will be implemented if the distributable profit is positive, cash flow is sufficient, and there are no significant capital expenditures [3] Group 4: Conditions for Cash and Stock Dividends - The company aims for a minimum cash dividend of 10% of the distributable profit each year, with higher percentages based on the company's development stage and capital expenditure needs [3] - In mature stages without significant expenditures, cash dividends should be at least 80% of the profit distribution [3] Group 5: Distribution Timing and Decision Mechanism - The company plans to conduct cash dividends annually, with the possibility of mid-term cash dividends based on profitability and cash flow [4] - The board will propose dividend plans for shareholder approval, ensuring independent directors can voice concerns if they believe the plan may harm shareholder interests [4][5] Group 6: Shareholder Communication and Approval - The company will actively communicate with shareholders, especially minority shareholders, to gather opinions before the annual meeting [5] - Any adjustments to the dividend policy must meet the conditions set in the articles of association and require a two-thirds majority approval from shareholders [5][6] Group 7: Information Disclosure - The company will disclose detailed information about the dividend distribution plan and cash dividend policy in regular reports, ensuring transparency and compliance with regulations [6] Group 8: Other Provisions - Any matters not covered in the plan will be executed according to national laws and the company's articles of association, with the board responsible for interpretation [7]

Core Viewpoint - The company is holding its third extraordinary general meeting of shareholders in 2025 to discuss and vote on several key proposals, including the authorization of the board to implement a restricted stock incentive plan for 2025 [1][5][6]. Group 1: Meeting Procedures - The meeting will be organized by a designated working group to ensure order and efficiency [1]. - Only eligible shareholders and representatives will be allowed to attend the meeting, with the company retaining the right to refuse entry to those who do not meet the criteria [1][2]. - The meeting will follow a predetermined agenda, and all listed proposals must be voted on without delay [2][4]. Group 2: Voting and Rights - Attendees will have the right to speak, inquire, and vote, but those who do not pass the qualification review will not have voting rights [2][3]. - Shareholders must register to speak and are limited to a concise presentation of their views, with a maximum time of five minutes [2][3]. - Voting will be conducted through both on-site and online methods, with results announced by the meeting host [4]. Group 3: Proposals - Proposal 1: A three-year shareholder dividend return plan for 2025-2027 has been developed to provide stable returns to shareholders [5]. - Proposal 2: A draft for the 2025 restricted stock incentive plan aims to attract and retain talent while aligning the interests of shareholders, the company, and employees [6]. - Proposal 3: A management method for the implementation assessment of the 2025 restricted stock incentive plan has been proposed to ensure its successful execution [7]. - Proposal 4: The board seeks authorization to manage various aspects of the 2025 restricted stock incentive plan, including determining eligibility, adjusting stock grants, and handling necessary administrative tasks [8][9].

Core Points - The company is holding its fourth extraordinary general meeting of shareholders in 2025 to discuss important matters including stock issuance and dividend planning [1][9] - The meeting will take place on September 9, 2025, at 15:00 in Foshan, Guangdong Province, and will utilize both on-site and online voting methods [5][6] Meeting Procedures - Shareholders and their representatives must sign in at least half an hour before the meeting and present necessary identification documents to participate [2] - The meeting will follow a structured agenda, including the announcement of attendees, reading of meeting rules, and voting on proposed resolutions [6][7] Proposed Resolutions - The first resolution involves issuing stocks through a simplified procedure, with a focus on the potential dilution of immediate returns and measures to compensate for this dilution [8] - The second resolution outlines the company's dividend return plan for the next three years (2025-2027) [9] - The third resolution addresses the report on the use of previously raised funds [10]

Group 1 - The company focuses on long-term and sustainable development, emphasizing reasonable returns for investors while considering various factors such as industry characteristics, operational conditions, financial status, and cash flow [1] - The shareholder return plan for the next three years (2025-2027) will comply with relevant laws and regulations, ensuring a balance between investor returns and the company's sustainable development [2][3] - The company will implement a continuous and stable profit distribution policy, prioritizing cash dividends while allowing for stock dividends under certain conditions [3][4] Group 2 - Cash dividends will be distributed if the company is profitable and has no undistributed losses, with specific minimum ratios based on the company's development stage and capital expenditure plans [3][6] - The company aims to distribute at least 10% of the available profits in cash annually, with a cumulative cash distribution of at least 30% of the average distributable profits over three years [7] - The profit distribution plan will be decided by the board and requires approval from the shareholders' meeting, considering the opinions of independent directors and public investors [8][9] Group 3 - The company will disclose the cash dividend policy and its execution in the annual report, including compliance with company regulations and the clarity of distribution standards [10] - Any adjustments to the cash dividend policy must be transparent and comply with regulatory requirements, requiring board approval and a two-thirds majority at the shareholders' meeting [11][12] - The company will follow relevant laws and regulations for any matters not covered in the plan, with the board responsible for interpretation [13] Group 4 - The company plans to hold its second extraordinary shareholders' meeting on September 15, 2025, to discuss various proposals, including the shareholder return plan [15][22] - The meeting will allow for both on-site and online voting, ensuring all shareholders can participate [16][17] - The company will provide detailed instructions for shareholders on how to register and vote during the meeting [25][30]