目 录 爱慕股份有限公司 会议资料 二零二五年五月二十日 为了维护全体股东的合法权益，确保股东大会的正常秩序和议事效率，保证 大会的顺利进行，根据中国证监会发布的《上市公司股东大会规则》、 《爱慕股份 有限公司章程》(以下简称"《公司章程》")等的规定，特制定本须知，请出席会 议的全体人员自觉遵守。 一、本次会议会务处设在公司董事会办公室，负责会议的组织及相关会务工 作。 二、参加本次股东大会的 A 股股东为截至本次股东大会股权登记日收市后 在中国证券登记结算有限责任公司上海分公司登记在册的本公司股东。参加现场 会议的股东或其授权代表（以下统称"股东"）按规定出示本人有效身份证件或法 人单位证明以及授权委托书等相关证件资料，经律师验证合格后方可出席会议。 除出席会议的股东或股东代理人、公司董事、监事、高管人员、公司聘请的律师 等人员外，公司有权依法拒绝其他人员进入会场。 三、进入会场后，请将手机等通讯工具关闭或置于静音状态。 四、与会人员应自觉遵守会场秩序，对任何干扰股东大会召开或侵犯其他股 东权益的行为，工作人员有权予以制止并送有关部门查处。 五、出席会议的股东或股东代理人均依法享有发言权、质询权、表决权等 ...

长春一汽富维汽车零部件股份有限公司 目 录 一、2024 年年度股东会会议须知---------------------3 二、2024 年年度股东会会议议程---------------------5 三、议案名称： 序号 议案名称 页码 其关联方 联方 程》的议案 为了维护全体股东的合法权益，确保股东会的正常秩序和议事 效率，根据《中华人民共和国公司法》（以下简称《公司法》） 总数，做好会务接待工作，希望拟参加本次股东会现场会议的各位 股东配合公司做好登记工作，并请登记出席股东会的各位股东准时 出席会议。 益，除出席会议的股东（或股东授权代表），公司董事、监事、高 级管理人员、公司聘任律师及董事会邀请的人员和相关工作人员外， 公司有权拒绝其他人员进入本次股东会现场。 权等各项权利，并履行法定义务和遵守相关规则。股东要求在本次 股东会上发言的，应当在办理会议登记手续时提出。股东临时要求 发言的，应举手示意，经大会主持人许可后，方可发言或提出问题。 有多名股东同时要求发言的，大会主持人将按照其持有股份由多到 少的顺序安排发言。 股东发言不得提出与本次股东会议案无关的问题，不得打断会议报 告人的报告或其他股东的 ...

证券代码：603194 证券简称：中力股份 浙江中力机械股份有限公司 浙江中力机械股份有限公司 2024年年度股东会 浙江中力机械股份有限公司 为了维护全体股东的合法权益，确保股东会的正常秩序和议事效率，保证股东 会的顺利进行，根据《中华人民共和国公司法》《中华人民共和国证券法》《上市公司 股东会规则》以及《浙江中力机械股份有限公司章程》《浙江中力机械股份有限公 司股东会议事规则》等相关规定，浙江中力机械股份有限公司（以下简称"公司"） 特制定本次股东会会议须知： 一、为确认出席股东会的股东或其代理人或其他出席者的出席资格，会议工作 人员将对出席会议者的身份进行必要的核对工作，请被核对者给予配合。 二、为保证本次股东会的严肃性和正常秩序，切实维护股东的合法权益，请出 席股东会的股东或其代理人或其他出席者准时到达会场签到确认参会资格。会议开 始后，会议登记应当终止，由会议主持人宣布现场出席会议的股东和代理人人数及 所持有的表决权数量。 三、会议按照会议通知上所列顺序审议、表决议案。 四、股东及股东代理人参加股东会依法享有发言权、质询权、表决权等权利。 股东及股东代理人参加股东会应认真履行其法定义务，不得侵犯公司 ...

Core Viewpoint - Shenzhen Fuhai Precision Manufacturing Co., Ltd. (Fuhai) is attempting to go public on the Beijing Stock Exchange (BSE), but faces significant uncertainties regarding its IPO approval due to various issues, including shareholding stability and financial health [1][2][5] Company Overview - Fuhai, established in 2005, specializes in the research, production, and sales of automotive and home appliance components [11] - The company has been listed on the New Third Board since 2015 and has experienced frequent changes in its financial management team, raising concerns about its financial stability [9][10] Financial Performance - Fuhai's revenue from 2021 to 2024 was reported as follows: 5.44 billion, 5.97 billion, 7.32 billion, and 8.56 billion, with year-on-year growth rates of 16.54%, 9.80%, 22.62%, and 16.98% respectively [11] - The net profit attributable to shareholders for the same period was 0.31 billion, 0.50 billion, 0.54 billion, and 0.76 billion, with growth rates of 20.76%, 61.76%, 7.92%, and 41.96% respectively [11] Shareholding and Governance Issues - Fuhai's actual controllers, including Zhu Jiangping, Zhu Hong, and Wu Jiangzhong, collectively hold 39.65% of the voting rights, raising questions about control stability and governance [7][8] - The company has faced scrutiny over undisclosed shareholding arrangements, particularly regarding Zhu Jiangping's undisclosed holding of 2.06% of shares for his brother, which was only rectified in 2022 [2][3][5] Customer Concentration and Sales Risks - Fuhai's revenue is highly concentrated, with over 60% coming from its top five customers, and approximately 60% of its revenue derived from international markets [10][12] - The company has reported significant sales to major clients such as Bosch and BorgWarner, with sales figures increasing over the years, but faces risks associated with international trade complexities [12][13] Debt and Financial Health - As of the end of 2024, Fuhai's interest-bearing debt was close to 500 million, while its cash reserves were under 100 million, indicating potential liquidity issues [1][13] - The company has consistently distributed cash dividends over the past three years, totaling 4.47 million, 13.40 million, and 17.86 million, despite its rising financial costs [13] IPO Plans - Fuhai plans to raise approximately 330 million through its IPO, with 60 million earmarked for working capital [14]

Core Viewpoint - The company is focused on enhancing its operational efficiency and governance capabilities while ensuring shareholder interests are prioritized through effective decision-making and transparent communication [1][2][3]. Financial Reports and Budgets - The company will present its 2024 financial results and 2025 budget at the annual shareholders' meeting scheduled for May 16, 2025 [1]. - The company aims to maintain a steady increase in cash dividends, reflecting a commitment to shareholder returns [5]. Corporate Governance and Management - The board of directors has emphasized the importance of strategic decision-making and risk management, achieving positive results in operational reforms and management efficiency [2][3]. - The company has restructured its project management system to enhance efficiency and standardization across operations [2][3]. - The company has conducted eight board meetings and three shareholder meetings in the past year, ensuring compliance with legal and regulatory requirements [3][8]. Shareholder Engagement and Rights - The company has implemented measures to enhance shareholder engagement, including separate voting for minority shareholders and regular communication through various platforms [5][4]. - The company has committed to maintaining transparency in its operations and decision-making processes to protect shareholder interests [5][4]. Innovation and Development - The company has made significant strides in innovation, receiving seven provincial-level technology advancement awards and enhancing its digital management capabilities [2][3]. - The company is focusing on expanding its investment in new sectors such as smart manufacturing and renewable energy, aiming to diversify its business portfolio [6][2]. Risk Management and Compliance - The company has established a robust internal control system to monitor financial operations and ensure compliance with relevant laws and regulations [8][9]. - The supervisory board has actively engaged in overseeing the company's financial health and governance practices, ensuring that all operations align with legal standards [8][9]. Future Strategies - The company plans to deepen its reform initiatives and enhance its core competitiveness by focusing on high-quality development and market expansion [6][7]. - The company aims to leverage its integrated investment and construction model to drive growth in various sectors, including infrastructure and environmental sustainability [6][7].

Core Points - The company is holding its 2024 Annual General Meeting (AGM) to ensure the protection of shareholders' rights and maintain order during the meeting [2][3] - The AGM will include voting on various proposals, including a special resolution, and will utilize both on-site and online voting methods [3][4] - The company reported a 39.05% increase in revenue compared to the previous year, indicating a positive operational performance [5] - The board of directors has emphasized the importance of governance and compliance, having revised several internal regulations to enhance operational efficiency [6][7] - The independent directors have actively participated in meetings and provided objective opinions on significant matters, ensuring the protection of minority shareholders' interests [8][10] Meeting Procedures - The AGM will require all attendees to register beforehand and will only allow authorized personnel to enter [2][3] - Voting will be conducted through a named ballot system, with each share representing one vote [3][4] - The results of the voting will be announced after the meeting, combining both on-site and online votes [4] Board Activities - The board held 10 meetings in 2024, reviewing 53 proposals related to financial reports, profit distribution, and other significant matters [7] - The board has established specialized committees to enhance decision-making processes and ensure compliance with regulations [9] Independent Directors - Independent directors have maintained their independence and actively engaged in the company's governance, focusing on protecting the interests of all shareholders, especially minority ones [8][10][31] - They have scrutinized significant transactions and provided independent opinions on matters such as stock incentive plans and financial audits [27][35] Financial Performance - The company has consistently implemented a cash dividend policy since its listing in 2001, with total dividends amounting to a significant sum [11] - The financial reports have been audited without reservations, confirming the accuracy of the company's financial statements [17]

Core Viewpoint - The ongoing shareholder conflict at Kailitai has led to significant governance turmoil, highlighted by the recent election of Wang Chong as the new chairman, following the resignation of Cai Zhongxi after just one day in office, indicating a power struggle between major shareholders [1][3][4]. Group 1: Shareholder Conflict - Since March 2025, the largest shareholder, Yongjin Investment, and the second-largest shareholder, Shanghai Xinchengyi, have been in fierce competition for control of Kailitai [3]. - The recent board election saw former chairman Yuan Zheng lose his position with only 3.07% of the votes, while Wang Chong was elected with 4 votes in favor and 2 abstentions, reflecting the ongoing division among shareholders [3][4]. - The conflict centers around key issues such as related party transactions and investment decisions, particularly regarding the buyback of shares in Shanghai Ligetai, which has been a point of contention between the two shareholder factions [4]. Group 2: Financial Impact - The prolonged shareholder disputes have materially impacted the company's financial health, with a reported revenue of 985 million yuan in 2024, a year-on-year increase of 2.96%, but a net loss of 106 million yuan, a decline of 193.8% [5]. - The loss was primarily attributed to inventory impairment provisions of 16.91 million yuan and fluctuations in the fair value of equity investments [5]. - Despite a net profit of 21.75 million yuan in Q1 2025, the auditing firm issued a qualified opinion on the financial statements, raising concerns about internal controls and the disclosure of related party transactions [5]. Group 3: Governance and Management Challenges - Frequent changes in senior management have severely hindered Kailitai's strategic execution, with key executives leaving the company since March 2025, resulting in a leadership vacuum [5]. - Wang Chong, after his election, emphasized the need for internal control rectification and external investment, with the immediate goal of removing the ST designation from the company's stock, although specific measures remain unclear [5][6]. - The governance issues are compounded by the need for consensus among shareholders and effective improvements in internal controls to navigate the challenges posed by industry changes and ST risks [6].

Core Viewpoint - Recent rumors about Jack Ma's return to Alibaba's management have been denied by Ma himself, who is currently focused on education and philanthropy, indicating no intention to return to daily operations [2] Group 1: Management and Governance - Jack Ma has maintained close contact with Alibaba's senior management, primarily in an advisory role, since his retirement in 2019 [2] - Alibaba's current chairman, Daniel Zhang, emphasized the stability of the management team and the clarity of the company's strategic direction, thanking Ma for his ongoing advice while highlighting the established governance structure [2] - Ma's denial of a return helps stabilize market expectations, especially after significant organizational changes and business separations within Alibaba over the past year [2] Group 2: Business Operations and Strategy - Alibaba has been actively pursuing globalization, with initiatives like the launch of a fully managed service on its cross-border e-commerce platform AliExpress and continued expansion of Lazada in Southeast Asia [3] - Ma has shifted his focus to agricultural technology, launching high-tech agricultural products under his brand "Yimi Ba," utilizing IoT and blockchain to enhance production efficiency [3] - The capital market reacted calmly to Ma's denial of returning, with Alibaba's stock showing slight fluctuations but overall stability, as investors are more focused on the recovery of Alibaba's core e-commerce business and the progress of its subsidiaries' IPOs [3] Group 3: Industry Trends and Future Outlook - The Chinese internet industry is transitioning from rapid growth to high-quality development, with Alibaba's organizational changes and strategic adjustments serving as a benchmark for the industry [3] - Ma's decision to maintain distance from daily operations may be aimed at creating broader growth opportunities for the new generation of managers [3] - The relationship between Ma and Alibaba has evolved beyond traditional notions of "return," establishing a sustainable governance mechanism that allows the founder's spirit to persist while enabling the company to remain dynamic in a changing market [3]

ST新潮这个家注册在烟台，办公在北京的公司，全名山东新潮能源股份有限公司，名字中透露着浓厚的"中国风"，大股东的背景都是中资背景。 可没想到，这家企业的99.91%的资产都远在美国，这种奇特布局，让外界一时间看不到企业的真面目到底是怎样的。 随着股权高度分散，明面上无控股股东与实际控制人，但外界一直都流传着，湖南刘氏兄弟，兄长刘斌坐镇国内董事长，弟弟刘珂远赴美国大力海外资产， 他们才是掌握这家公司的真正舵手。 "跨洋钱袋" 尽管ST新潮这家企业的疑点重重，但如果将目光投向ST新潮的2023年，似乎能够看到不一样的信号，当年公司在美国的油气业务盈利非常可观，在2022年 大赚31亿后，2023年再次入账26亿。 针对这份成绩单，中瑞诚会计师事务所在去年6月向上交所提交了长达57页的问询函回复中，而这也披露了对ST新潮美国资产的核查细节。 截止到2023年底，新潮能源在美国各子公司的银行存款合计约23亿人民币，主要分布于美国得克萨斯州等地的银行。 其中有一笔从10亿骤增到了23亿的"其他货币资金"，而这正式源于美国子公司在富国银行采用感到一种名为"Sweeping"的存款方式。 中瑞诚解释，这是一种美国企业常见的 ...

Core Points - Shenzhen SEICHI Technologies Co., Ltd. was established as a joint-stock company in accordance with the Company Law of the People's Republic of China and other relevant regulations [3][4] - The company registered capital is RMB 94.011754 million, and it was approved for public offering of 23.502939 million shares on May 26, 2023, and listed on the Shanghai Stock Exchange's Sci-Tech Innovation Board on July 18, 2023 [3][4] - The company's business scope includes research and development of automation detection technology, machine vision technology, and intelligent robotics technology, among others [5][6] Company Structure - The company is a permanent joint-stock company, with the chairman serving as the legal representative [4] - Shareholders are liable for the company's debts only to the extent of their subscribed shares, while the company is liable for its debts with all its assets [4][5] - The company has a total of 9,401.1754 million shares issued, with a par value of RMB 1 per share [7][8] Share Issuance and Management - The issuance of shares follows principles of openness, fairness, and justice, ensuring equal rights for each share of the same category [7][8] - The company can increase capital through various methods, including issuing shares to unspecified or specific objects, distributing bonus shares, or converting reserves into capital [9][10] - The company is restricted from repurchasing its own shares except under specific circumstances, such as reducing registered capital or merging with another company [10][11] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, supervision, and information access, and can initiate lawsuits against the company or its directors [14][15] - Shareholders must comply with laws and the company's articles of association, and they are liable for their subscribed shares [20][40] - The company must maintain a shareholder register, which serves as proof of share ownership [14][15] Corporate Governance - The company’s board of directors is responsible for convening shareholder meetings and ensuring compliance with legal and regulatory requirements [22][29] - Shareholder meetings can be called by the board or by shareholders holding more than 10% of the shares, and must be announced in advance [52][53] - The company must disclose information regarding significant transactions and ensure that related party transactions are conducted fairly [24][25]