登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：600081 证券简称：东风科技 公告编号：2025-051 二、董事会会议审议情况 (一)审议通过《关于修订〈公司章程〉及其附件的议案》 为进一步完善公司治理结构，促进公司规范运作，根据《公司法》《关于新〈公司法〉配套制度规则实 施相关过渡期安排》《上市公司章程指引（2025年修正）》《上海证券交易所股票上市规则（2025年4 月修订）》《上海证券交易所上市公司自律监管指引第1号一一规范运作（2025年5月修订）》等相关法 律法规、规范性文件的规定，公司拟修订《公司章程》及其附件《东风电子科技股份有限公司股东会议 事规则》《东风电子科技股份有限公司董事会议事规则》部分条款，并废止章程附件《东风电子科技股 份有限公司监事会议事规则》。 具体内容详见公司披露于上海证券交易所网站（www.sse.com.cn）的《东风电子科技股份有限公司关于 修订〈公司章程〉及其附件的公告》及相关制度。 表决结果：9票同意，0票反对，0票弃权。 东风电子科技股份有限公司第九届 董事会2025年第四次临时会议决议公告 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 ...

Core Viewpoint - The company has disclosed its third-quarter financial report, highlighting significant changes in various financial metrics and governance structure adjustments, including the cancellation of the supervisory board and the implementation of a new employee stock ownership plan. Financial Data Summary - Trading financial assets increased by 716 million yuan, primarily due to investments in Shanghai Zhenliang and acquiring Guolian Minsheng Securities stocks [5] - Prepayments increased by 196.83% compared to the beginning of the year, mainly due to increased prepayments for raw materials and energy [5] - Other receivables rose by 30.96%, attributed to an increase in bid deposits [6] - Non-current assets due within one year decreased by 100%, as the amount of term deposits due within one year reduced [6] - Long-term equity investments decreased by 31.60%, mainly due to the consolidation of Baogang Lier into the financial statements [6] - Construction in progress decreased by 47.53%, as subsidiaries completed construction projects [7] - Goodwill increased by 49.3%, primarily due to the acquisition of Baogang Lier [8] - Notes payable increased by 33.16%, reflecting a rise in payments made via notes [9] - Tax payable decreased by 30.32%, mainly due to a reduction in corporate income tax payable [10] - Current non-current liabilities due within one year increased by 125.60%, due to an increase in bank loans due within one year [11] - Long-term loans increased by 39.61%, attributed to new bank loans [12] - Deferred tax liabilities surged by 180.15%, due to significant investment income from the disposal of Minsheng Securities shares [12] - Financial expenses grew by 119.22% year-on-year, mainly due to increased exchange losses and loan interest [14] - Investment income increased by 107 million yuan, primarily from the disposal of Minsheng Securities shares [15] - Fair value changes in financial assets increased by 1247.04%, reflecting significant changes in the fair value of trading financial assets [15] - Credit impairment losses rose by 141.9%, due to increased provisions for bad debts [15] - Income tax expenses increased by 135.99%, mainly due to deferred tax from investment income [17] - Net cash flow from operating activities decreased by 56.67 million yuan, attributed to reduced cash receipts from sales [21] - Net cash flow from investing activities decreased by 446 million yuan, mainly due to investments in Shanghai Zhenliang and the acquisition of Baogang Lier shares [22] - Net cash flow from financing activities increased by 297 million yuan, due to increased financing through letters of credit and funds received from the employee stock ownership plan [22] Governance Changes Summary - The company plans to cancel the supervisory board, transferring its responsibilities to the audit committee of the board of directors, to enhance governance efficiency [24][68] - The company has proposed amendments to its articles of association to reflect the cancellation of the supervisory board and to authorize the board to handle necessary changes [69] - The company has approved the implementation of a second employee stock ownership plan, with specific details regarding the stock repurchase and allocation [20][68]

Group 1 - The company held its 22nd meeting of the 8th Board of Directors on October 15, 2025, where several resolutions were passed regarding amendments to the Articles of Association and governance rules [1][39]. - The Board approved the revision of the Articles of Association and its attachments, including renaming "Shareholders' Meeting" to "Shareholders' Assembly" [2][39]. - The amendments to the Articles of Association will eliminate the Supervisory Board, transferring its powers to the Audit Committee of the Board [5][40]. Group 2 - The Board also approved the revision of several governance systems, which will take effect upon approval by the Shareholders' Meeting [6][39]. - A total of six governance systems were revised, including the Independent Director Work System and the External Guarantee Management System, all receiving unanimous approval [7][39]. - The Board proposed to revise and establish 27 governance systems, with all receiving unanimous approval as well [9][39]. Group 3 - The company plans to hold its first extraordinary general meeting of 2025 on October 31, 2025, to review the proposed amendments [35][41]. - The meeting will include both on-site and online voting options for shareholders [43][42]. - The specific arrangements for the meeting will be disclosed in various financial publications and on the company's official website [36][41].

Group 1 - The company plans to use raised funds to replace self-raised funds that were previously invested in projects and to cover issuance costs, totaling RMB 1,144,435,921.50 [2][7][8] - The company issued 478,087,649 shares at a price of RMB 2.51 per share, raising a total of RMB 1,199,999,998.99, with a net amount of RMB 1,191,864,067.25 after deducting issuance costs [2][4][5] - The funds raised are fully managed in a dedicated account, and the company has signed a regulatory agreement with the bank [3][4] Group 2 - The funds will be used to supplement working capital and repay bank loans [4][5] - The company’s subsidiary repaid a loan of RMB 1,143,466,027.50 using self-raised funds, which will be replaced by the raised funds [5][6] - The company has paid issuance costs of RMB 969,894.00 using self-raised funds, which will also be replaced [6][7] Group 3 - The board of directors approved the use of raised funds to replace self-raised funds on October 15, 2025, and the decision complies with regulatory requirements [7][8][10] - The supervisory board also reviewed and approved the proposal, confirming that the decision followed necessary procedures and did not harm shareholder interests [8][10][11] - The company has received a verification report from an accounting firm confirming the proper use of raised funds [9][10] Group 4 - The company plans to hold a temporary shareholders' meeting on October 31, 2025, to discuss various proposals, including the use of raised funds and amendments to the company’s articles of association [45][46][49] - The meeting will be conducted both in-person and online, allowing shareholders to participate through a designated voting system [46][47][48] - The company aims to enhance governance and protect shareholder rights through proposed amendments to its articles of association and meeting rules [36][41][43]

Core Points - ST Yinjian (stock code: 300020) held its 24th meeting of the 6th Board of Directors on October 15, 2025, where several important resolutions were passed [1] - The meeting was attended by 7 out of 9 directors, with 2 absent due to business trips, and was chaired by Chairman Han Zhenxing [1] Group 1 - The first resolution involved the amendment of the company's articles of association, which will be revised in accordance with relevant laws and regulations, and requires shareholder approval [1] - The second resolution pertained to the revision of the Board of Directors' meeting rules, which also requires shareholder approval [1] - The third resolution was to convene the 5th extraordinary general meeting of shareholders in 2025, which was approved unanimously [2]

苏州东山精密制造股份有限公司近期对公司章程进行了修订，全面涵盖公司组织架构、运营管理、股东 权益等多方面内容，旨在进一步规范公司运作，提升治理水平，保障各方合法权益。 公司于2007年12月24日由苏州市东山钣金有限责任公司依法整体变更发起设立，并于2010年4月9日在深 圳证券交易所上市。目前，公司注册资本为人民币1,831,607,532元。 在股份相关规定方面，公司股份发行遵循公开、公平、公正原则，发行的普通股总数为1,831,607,532 股。同时，对股份增减、回购及转让制定了明确规则。例如，公司可通过多种方式增加资本，减少注册 资本需按规定程序办理；在特定情形下可收购本公司股份，并对收购方式、决策程序及后续处理作出详 细规定；对股份转让也设置了限售期及相关限制条件。 股东和股东会章节明确了股东的权利与义务，以及股东会的职权、召集、提案、通知、召开、表决和决 议等一系列程序。股东会作为公司权力机构，拥有选举董事、审议利润分配方案、决定公司重大事项等 多项职权。同时，对不同担保行为的审议程序、股东会的召开时间和条件、提案要求、通知内容等都有 细致规定，以确保股东会的规范运作。 董事会方面，公司董事会由 ...

Group 1 - The company held its 18th meeting of the third board of directors on October 14, 2025, with all six directors present, and the meeting was deemed legal and effective [2][3]. - The board approved the proposal to amend the company's articles of association, which included significant changes such as the elimination of the supervisory board and the transfer of its powers to the audit committee of the board [3][4]. - The amendments to the articles of association will take effect upon approval by the shareholders' meeting, and the current supervisory board members will be relieved of their duties accordingly [4][6]. Group 2 - The board also approved the proposal to revise the rules for the shareholders' meeting, ensuring compliance with the latest legal requirements and improving corporate governance [7][8]. - Multiple internal regulations were amended, including the rules for board meetings, independent directors, and various management systems related to external investments and disclosures [10][11][12][13][14][15][16][21][22][23][24][25][26][27][30][33][34][35][36]. - A new management system for information disclosure deferral and exemption was established to ensure compliance with relevant laws and protect the rights of the company and its investors [38]. Group 3 - The board approved the adjustment of the audit committee members, electing Jiang Hulin as a member, while Sun Liwu will no longer serve in this capacity [39]. - The company plans to hold its first extraordinary shareholders' meeting of 2025 on October 30, 2025, combining on-site and online voting methods [40][44]. - The meeting will address several proposals that have already been approved by the board and supervisory committee, with specific voting requirements for certain resolutions [52][53].

Core Points - The company has announced changes to its business scope and revisions to its articles of association, which require approval from the shareholders' meeting [7][40][42] - The company has confirmed that its quarterly report is accurate and complete, with no false statements or omissions [2][38] - The company will hold its second extraordinary shareholders' meeting on October 31, 2025, to discuss the proposed changes [18][21][44] Financial Data - The third-quarter financial report has not been audited [3][6] - The company does not require retrospective adjustments or restatements of previous accounting data [4] Shareholder Information - The company has provided details regarding the number of shareholders and the voting rights of preferred shareholders [5] - The company will conduct a separate vote for minority investors on significant matters affecting their interests [25][44] Meeting Details - The extraordinary shareholders' meeting will be held both in-person and via online voting [21][22] - The registration for the meeting will take place on October 29, 2025 [26] Auditor Information - The company has announced a change in the signing registered accountant due to the departure of a previous accountant [11][13] - The new signing accountant, Liu Abin, has a clean record and will continue the audit work for the company [14][15][16]

Meeting Information - The company will hold its second extraordinary general meeting of shareholders on October 27, 2025 [1][2] - The meeting will be convened by the company's board of directors and complies with relevant laws and regulations [1][5] - The meeting will take place at the company's conference room located at 9999 Jingshi Road, Lixia District, Jinan City [5][6] Voting Procedures - Shareholders can participate in the meeting either in person or through authorized representatives [4][5] - Online voting will be available through the Shenzhen Stock Exchange system from 9:15 AM to 3:00 PM on the meeting day [2][10] - The record date for shareholders eligible to attend the meeting is October 21, 2025 [5][6] Agenda Items - The meeting will review several proposals that have been approved by the board, including amendments to the company's articles of association and various governance rules [7][22] - Proposals 1.00, 2.00, and 3.00 require a two-thirds majority of the voting rights held by attending shareholders for approval [8] - The voting results for small and medium investors will be counted separately and disclosed [8] Registration and Contact Information - Registration for the meeting will occur on October 22, 2025, with specific times for natural and corporate shareholders [9] - The company has provided contact details for inquiries related to the meeting [9]

Core Viewpoint - TCL Technology Group Co., Ltd. is convening its fifth extraordinary general meeting of shareholders in 2025 to discuss various proposals, including amendments to the company's articles of association and the election of independent directors and employee representatives [1][10][19]. Group 1: Shareholder Meeting Notification - The fifth extraordinary general meeting of shareholders is scheduled for October 27, 2025, with specific voting procedures outlined for both cumulative and non-cumulative proposals [2][4][7]. - Shareholders can participate in voting through the Shenzhen Stock Exchange trading system or the internet voting system, with detailed instructions provided for both methods [5][6][7]. Group 2: Board Meeting Resolutions - The eighth board of directors' fifteenth meeting was held on October 10, 2025, where all nine directors attended, and several key resolutions were passed unanimously [10][11]. - The board approved the proposal to amend the articles of association to include employee directors and adjust the number of board members, which will require shareholder approval [12][14]. Group 3: Independent Director and Employee Representative Elections - The board nominated Liu Jimei as an independent director candidate, pending approval from the shareholders' meeting, with her term lasting until the current board's term ends [20][21]. - Zhu Wei was elected as the employee representative director following a democratic election at the employee representative assembly, with her term also contingent on shareholder approval [21][25].