Core Viewpoint - The company is holding its second extraordinary general meeting of shareholders in 2025 to discuss and vote on a proposal regarding external investment and related transactions through a fund in which the company is a limited partner [1][6]. Meeting Procedures - The meeting will require shareholders and their representatives to arrive at least 30 minutes early for registration, presenting necessary identification and documentation [2][3]. - The agenda will follow the order listed in the meeting notice, allowing shareholders to exercise their rights to speak, inquire, and vote [2][4]. - Voting will be conducted through a combination of on-site and online methods, with specific time frames for each [4][6]. Investment Proposal - The company plans to invest in Wuxi Yixin Technology Co., Ltd., increasing its stake to 46.1538% after the capital increase, while maintaining significant control over the company [7][20]. - The investment is seen as a strategic move to enhance growth and operational capabilities, aligning with the company's long-term value creation goals [20]. Financial Overview - The company has committed a total of RMB 125 million (approximately USD 19 million) to the fund, which represents a 50% stake in the partnership [7][9]. - The financial data of Wuxi Yixin shows total assets of approximately RMB 211.83 million and a net profit of RMB -10.75 million for the previous year, indicating a need for capital infusion to support growth [11][20]. Related Transactions - The proposal includes a review of previous related transactions, with a total of RMB 30 million in transactions with the same related parties over the past 12 months, exceeding 1% of the company's latest audited total assets [8][9]. - The company has established a clear governance structure for the fund, ensuring that investment decisions require a majority vote from the investment committee [7][9].

美年大健康产业控股股份有限公司 董 事 会 二〇二五年七月十一日 根据《上市规则》，上市公司董事会审议本次交易相关议案时，关联董事已 回避表决；上市公司后续在召开董事会、股东大会审议相关议案时，关联董事、 关联股东将回避表决。 特此说明。 美年大健康产业控股股份有限公司 董事会关于本次交易构成关联交易的说明 美年大健康产业控股股份有限公司（以下简称"上市公司"）拟通过发行股份 的方式购买交易对方持有的衡阳美年健康体检中心有限公司 84.00%股权、宁德 美年大健康管理有限公司 81.00%股权、烟台美年大健康体检管理有限公司 75.00% 股权、烟台美年福田健康体检管理有限公司 49.00%股权、武汉美慈奥亚科技管 理有限公司 52.81%股权、三明美年大健康管理有限公司 85.00%股权、肥城美年 健康管理有限公司 90.00%股权、德州美年大健康体检管理有限公司 84.00%股权、 连江美年大健康管理有限公司 82.00%股权、沂水美年大健康体检管理有限公司 健健康管理有限公司 47.37%少数股权、广州花都区美年大健康管理有限公司 大健康管理有限公司 49.00%少数股权、吉林市昌邑区美年大健康科技管理 ...

Group 1 - The company held its 24th meeting of the fifth supervisory board, with all supervisors present and all resolutions passed without opposition [1] - The supervisory board agreed to abolish the supervisory board and transfer its powers to the audit committee of the board of directors, along with the corresponding amendments to the company's governance documents [2][3] - The company will change its financial audit and internal control audit institutions for 2025, appointing Huaxing Accounting Firm as the new auditor [4] Group 2 - The company approved a warehouse and distribution contract with its associate company, Guangdong Shangnong Zhiyun Technology Co., Ltd., for logistics services, with pricing to be determined later [4]

Core Viewpoint - The company held the 21st meeting of the 7th Supervisory Board on July 11, 2025, to discuss and approve the proposal regarding the change of accounting firm and signing accountant for a specific stock issuance, along with related party transactions [1][2]. Group 1 - The meeting was convened in accordance with the Company Law of the People's Republic of China and the company's articles of association, with all five supervisors present [1]. - The proposal regarding the change of accounting firm and signing accountant was approved with a unanimous vote from the non-related supervisors, resulting in 3 votes in favor, 0 against, and 0 abstentions [1]. - Related supervisors recused themselves from the voting process to ensure compliance with regulations [1]. Group 2 - The detailed announcement regarding the stock issuance and related transactions will be published in major financial newspapers and on the official website for public access [2]. - The decision made during the meeting will be documented and available for review as part of the supervisory board's resolutions [2].

一、《关于向新天绿色能源围场有限公司增资的议案》 第五届董事会第三十五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、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。 新天绿色能源股份有限公司（以下简称"公司"或"本公司"）第五届董事会 第三十五次临时会议于 2025 年 7 月 11 日通过通讯方式召开。会议通知于 2025 年 7 月 9 日以电子邮件方式送达全体董事。本次会议应到董事 9 名，实到董事 9 名。会议由董事长曹欣先生召集并主持。本次会议的召开符合《公司法》和《公 司章程》的有关规定，会议决议合法有效。 经过有效表决，本次会议审议通过了以下议案： 证券代码：600956 证券简称：新天绿能 公告编号：2025-037 新天绿色能源股份有限公司 表决结果：4 票同意、0 票反对、0 票弃权。关联董事曹欣、李连平、秦刚、 王涛、张旭蕾回避表决。 本次关联交易已经公司第五届董事会独立董事第五次专门会议审议通过，独 立董事认为：本次关联交易事项履行了上市地相关法律、法规和《公司章程》规 定的程序；增资事项符合公司经营发展需要，按照一般商业条款订立 ...

Core Viewpoint - The company is engaged in a related leasing transaction with its controlling shareholder's enterprise, which has been approved by the board and independent directors, ensuring compliance with relevant regulations and protecting the interests of minority shareholders [1][2][7]. Related Transactions Overview - The company plans to lease a property from Guangzhou Virtual Power Network Technology Co., Ltd. for a total area of 450 square meters at a cost not exceeding 600,000 yuan, which represents 0.074% of the company's audited net assets from the previous year [1][7]. Related Party Introduction and Relationship - Guangzhou Virtual Power Network Technology Co., Ltd. is controlled by the company's actual controller, Mr. Wu Suiying, and is involved in various technology and digital content services [2][5]. Financial Data Summary - As of December 31, 2024, the company reported total assets of 1,638.06 million yuan, total liabilities of 2,762.80 million yuan, and a net asset deficit of 1,124.74 million yuan. The operating income for 2024 was 1,162.42 million yuan, with a net loss of 373.60 million yuan [4][6]. Transaction Pricing Policy - The rental price for the property was determined based on fair market value and mutual agreement, ensuring that it does not harm the interests of the company or its shareholders [6][7]. Transaction Purpose and Impact - The leasing arrangement is intended to meet the operational needs of the related party and is not expected to significantly impact the company's financial status or operational independence [6][7]. Review Procedures - The board and supervisory board approved the leasing agreement, with related directors abstaining from voting. The independent directors also held a special meeting and expressed their agreement with the transaction, confirming its fairness and compliance with regulations [2][7]. Sponsor's Verification Opinion - The sponsor has verified that the decision-making process for the related leasing transaction adheres to relevant regulations and does not harm the interests of the company or its shareholders [8].

Core Viewpoint - Shijia Photon (300410.SZ) announced a plan to acquire 82.3810% equity of Dongguan Fokexima Communication Technology Co., Ltd. through a combination of issuing shares and cash payment, alongside raising supporting funds [1][2] Group 1: Transaction Details - The transaction involves issuing shares and cash payment to acquire assets and raise supporting funds, with the success of fundraising contingent on the successful implementation of the asset acquisition [1][3] - The shares will be issued at a price of 28.24 yuan per share, with the type being ordinary A-shares with a par value of 1.00 yuan [2][3] - The total amount of supporting funds raised will not exceed 100% of the transaction price for the asset acquisition, and the number of shares issued for fundraising will not exceed 30% of the total share capital post-transaction [3] Group 2: Financial Performance of Target Company - The target company, Fokexima, reported revenues of 83.1769 million yuan, 270.3608 million yuan, and 82.5780 million yuan for the years 2023, 2024, and Q1 2025 respectively, with net profits of 18.2246 million yuan, 79.9412 million yuan, and 30.6865 million yuan [4][5] - As of March 31, 2025, Fokexima's total assets were 2.487 billion yuan, with owner’s equity of 1.968 billion yuan [5] Group 3: Historical Context - Shijia Photon was listed on the Shanghai Stock Exchange's Sci-Tech Innovation Board on August 12, 2020, with an initial issuance of 46 million shares at a price of 10.82 yuan per share [6] - The company raised a total of 498 million yuan during its IPO, with net proceeds of 445 million yuan, which was lower than the planned amount by 55.1025 million yuan [7]

Core Viewpoint - The inquiry into Xiangyuan Cultural Tourism's financial transactions raises significant concerns about potential conflicts of interest and the legitimacy of business operations between its suppliers and customers, particularly Shandong Rongrun and Shandong Meiheng [1][2][3] Group 1: Transactional Relationships - Shandong Rongrun has been the primary supplier for Xiangyuan Cultural Tourism's SMS services, while Shandong Meiheng is its largest customer, with sales amounting to 30.56 million yuan in the reporting period [3] - Both companies share the same registered phone number, prompting regulatory scrutiny regarding their potential connection and the authenticity of their business dealings [4][6] - Xiangyuan Cultural Tourism's response to the inquiry failed to clarify why these two companies, with established business ties, would utilize a third-party intermediary from Zhejiang for transactions [4][8] Group 2: Corporate Connections - The actual controller of Shandong Rongrun, Liu Ming, has a history of working with key figures in Xiangyuan Cultural Tourism's supply chain, raising questions about the independence of these companies [10][11] - Liu Ming's connections extend to Shandong Meiheng, where he has previously partnered with its supervisor, further complicating the narrative of independent operations [13] - The overlapping relationships among these companies suggest a potential for financial manipulation or misrepresentation of business activities [2][12] Group 3: Regulatory Implications - The inquiry highlights the increasing regulatory scrutiny on related-party transactions, which are often used to obscure financial realities and manipulate reported earnings [2] - The situation underscores the need for transparency in corporate governance, particularly in the context of interconnected businesses that may engage in non-market transactions [2][4] - Ongoing investigations may reveal deeper issues regarding financial practices within Xiangyuan Cultural Tourism and its affiliates [12][13]

Core Viewpoint - Guangdong Guanhao High-tech Co., Ltd. plans to renew the Financial Service Agreement with Chengtong Financial Co., Ltd. for another three years, emphasizing the importance of maintaining efficient financial management and resource utilization [3][9]. Group 1: Meeting Details - The shareholders' meeting is scheduled for July 17, 2025, at 15:00 in Guangzhou, Guangdong Province [1]. - The equity registration date is set for July 10, 2025, allowing shareholders registered by this date to attend the meeting [2]. - The meeting will combine on-site voting and online voting through the Shanghai Stock Exchange system [2]. Group 2: Agenda and Voting - The agenda includes introducing shareholder representatives, reviewing proposals, and announcing voting results [2]. - A key proposal involves renewing the Financial Service Agreement with Chengtong Financial, which requires approval from the shareholders' meeting [3][9]. Group 3: Financial Service Agreement - The agreement with Chengtong Financial, initially signed in 2022, is set to continue under the same terms for another three years [3]. - Chengtong Financial is a subsidiary of China Chengtong Holdings Group, and the transaction is classified as a related party transaction [4][5]. - The agreement includes provisions for deposit, settlement, and credit services, with a maximum credit limit of RMB 2 billion [6][9]. Group 4: Financial Health of Chengtong Financial - As of December 31, 2024, Chengtong Financial reported total assets of RMB 334.48 billion and net profit of RMB 1.79 billion [4]. - The company is recognized for its strong financial standing and ability to fulfill its obligations [6]. Group 5: Risk Control and Compliance - The agreement includes various risk control measures to mitigate potential financial risks [7]. - The agreement will take effect upon approval at the shareholders' meeting and is subject to arbitration for any disputes [8][9].

Core Viewpoint - Guangdong Dongyangguang Technology Holdings Co., Ltd. is participating in the absorption merger of its associate company, Yichang Dongyangguang Changjiang Pharmaceutical Co., Ltd., with its related party, Guangdong Dongyangguang Pharmaceutical Co., Ltd. This transaction involves a share swap where Dongyangguang Pharmaceutical will issue H shares to absorb Changjiang Pharmaceutical, and the company will exchange its shares accordingly [1][2][3] Summary by Sections 1. Overview of Related Transactions - The merger agreement has been signed between Changjiang Pharmaceutical and Dongyangguang Pharmaceutical, with a share swap ratio of 1:0.263614, meaning each share of Changjiang Pharmaceutical will be exchanged for approximately 0.263614 shares of Dongyangguang Pharmaceutical [2][3] - The company holds 21,815,200 shares of Changjiang Pharmaceutical, which is expected to convert into approximately 5,750,792 shares of Dongyangguang Pharmaceutical [2][3] 2. Reasons for the Transaction - Dongyangguang Pharmaceutical proposed this share swap to privatize Changjiang Pharmaceutical, with all preconditions for the merger agreement already met [2][3] 3. Details of the Merger and Share Swap - The merger will result in Dongyangguang Pharmaceutical acquiring all assets, liabilities, and responsibilities of Changjiang Pharmaceutical, which will be delisted from the Hong Kong Stock Exchange [4][5] - The estimated theoretical value of each new H share of Dongyangguang Pharmaceutical is approximately RMB 67.02, with a value range between RMB 61.18 and RMB 74.32 [6] 4. Impact on the Company - The completion of this share swap will allow the company to share in the potential benefits of Dongyangguang Pharmaceutical's listing, without harming the interests of the company or minority investors [6][7] 5. Approval Procedures - The independent directors unanimously agreed that the transaction is beneficial for the company and does not harm the interests of minority shareholders, thus it was submitted for board approval [6][7]