Core Viewpoint - Jiangsu Panya Micro透 Technology Co., Ltd. plans to commission Jiangsu Yuanqing New Energy Technology Co., Ltd. for the development of key technology for high-humidity and durable reversible expanded polytetrafluoroethylene-based aerosol agents, with a transaction amount of 1 million RMB (including tax) [1][2]. Summary by Sections 1. Overview of Related Transactions - The company intends to commission Jiangsu Yuanqing for the development of key technology, with a transaction amount of 1 million RMB (including tax) [1]. 2. Basic Information of Related Parties - Jiangsu Yuanqing is a company in which the company holds a 25% stake, and the actual controller, Mr. Zhang Yun, serves as a director [2]. - Jiangsu Yuanqing was established on January 24, 2022, with a registered capital of 400 million RMB and total assets of 447.13 million RMB as of December 31, 2024 [2]. 3. Basic Information of the Transaction Target - The company is commissioning Jiangsu Yuanqing to develop a high-humidity and durable reversible expanded polytetrafluoroethylene-based aerosol agent and its preparation method [3]. 4. Pricing of the Transaction - The pricing of this related transaction follows fair and reasonable principles, determined through negotiation based on market prices [4]. 5. Main Content of the Technology Development Agreement - The agreement stipulates that Jiangsu Yuanqing must complete the development task by December 30, 2025, and submit preliminary results [4]. - Both parties agree to keep technical and commercial information confidential and share ownership of jointly developed intellectual property [4]. 6. Impact of Related Transactions on the Company - This related transaction is necessary for the company to develop a new generation of gas management products and aligns with its operational needs [5]. 7. Review Procedures for Related Transactions - The transaction has been approved by the company's board of directors, with related directors abstaining from voting [5].

《上海证券交易所科创板股票上市规则》 《上海证 券交易所科创板上市公司自律监管指引第 1 号—规范运作（2023 年 12 月修订）》 《公司章程》及《公司独立董事工作制度》的规定。 全体独立董事本着认真、负责的态度，在认真阅读公司提供的资料，听取有 关人员的汇报并详细了解有关情况后，经出席会议的独立董事审议和表决，形成 以下决议： 一、审议通过《关于对参股公司增资暨关联交易的议案》 经审阅，我们认为：公司拟以货币加 TRT 电缆膜业务相关的固定资产及无形 资产对凌天达增资，增资金额为 8,600 万元人民币，本次增资完成后，公司持股 比例由 27.07%变更为 51.00%。凌天达成为公司控股子公司，将纳入公司合并报 表范围。通过此次关联交易，公司可以进一步加强双方的协同性，扩展公司的产 品线及产品应用领域，提升公司的综合实力以及市场竞争力，并减少关联交易。 因此，我们一致同意《关于对参股公司增资暨关联交易的议案》。 江苏泛亚微透科技股份有限公司 第四届董事会第五次独立董事专门会议决议 的方式召开。会议通知已于 2025 年 6 月 10 日通过微信、电话及电子邮件等方式 送达给独立董事，会议应出席独立董事 ...

Meeting Information - The shareholders' meeting is scheduled for June 30, 2025 [1] - The meeting will be held at the conference room of Beijing Aeronautical Materials Research Institute Co., Ltd [1] - Voting will be conducted through a combination of on-site and online methods [1] Voting Procedures - The online voting system used will be the Shanghai Stock Exchange's shareholder meeting online voting system [2] - Voting will be available from 9:15 AM to 3:00 PM on the day of the meeting [1][2] - Shareholders can vote via the trading system or the internet voting platform [2] Agenda Items - The main agenda item is the proposal regarding the use of raised funds for asset acquisition and related transactions [2] - The proposal has been approved by the company's board and supervisory board [2] - Certain related shareholders are required to abstain from voting [2] Attendance and Registration - Shareholders registered by the close of trading on June 23, 2025, are eligible to attend the meeting [3][4] - Registration for attendance can be done in person or through a proxy [4][5] - The registration period for in-person attendance is from 9:00 AM to 4:00 PM on June 27, 2025 [5] Additional Information - The company will utilize a one-click service for shareholder meeting notifications to enhance participation [4] - Contact information for the company’s securities department is provided for further inquiries [7]

Group 1 - The company plans to acquire 100% equity of Cangzhou Xuyang Chemical Co., Ltd. through the issuance of shares, involving Xuyang Group Co., Ltd., Xingtai Xuyang Coal Chemical Co., Ltd., and other investors [1][2] - The transaction is expected to constitute a major asset restructuring and related party transaction, with the controlling shareholder changing from Xuyang Holdings Co., Ltd. to Xuyang Group Co., Ltd., while the actual controller remains Mr. Yang Xuegang [2][3] - The company has disclosed the progress of the transaction, indicating that due diligence, auditing, and evaluation work are still ongoing, and a formal plan will be submitted to the board and shareholders for approval once completed [3][4] Group 2 - The company has adhered to relevant regulations and has been timely in disclosing information regarding the transaction, including a suspension of trading and subsequent resumption of trading on May 19, 2025 [2][3] - The company emphasizes the need for board approval and regulatory approval for the formal implementation of the transaction, highlighting the uncertainties involved in obtaining such approvals [4]

Transaction Overview - The company plans to acquire approximately 40% of the equity of Shanghai Zijiang New Materials Technology Co., Ltd. through cash payment, aiming to gain control over Zijiang New Materials [1] - The initial transaction counterparties include, but are not limited to, Shanghai Zijiang Enterprise Group Co., Ltd. [1] - The acquisition does not involve issuing new shares and will not change the company's controlling shareholder or actual controller [1] Progress of the Transaction - The company has engaged independent financial advisors, auditing firms, valuation agencies, and legal consultants to conduct due diligence, auditing, and evaluation of the target assets [2] - Progress announcements regarding the transaction were made on January 17, February 15, March 15, April 15, and May 15, 2025 [2] - The company will convene a board meeting to review related matters after the completion of auditing and evaluation [2]

Group 1 - The company held its ninth meeting of the fourth board of directors on June 12, 2025, with all seven directors present, and the meeting was conducted in accordance with relevant laws and regulations [1][2][3]. - The board approved a proposal to reduce the investment amount in the Hangzhou Licheng Qiyue Equity Investment Fund Partnership, which constitutes a related party transaction [2][4][9]. - The proposal will be submitted to the company's second extraordinary general meeting of shareholders on June 30, 2025, for approval [5][4]. Group 2 - The company’s wholly-owned subsidiary, Zhongshan Shenghe Decheng Investment Development Co., Ltd., plans to reduce its investment in the partnership from RMB 100 million to RMB 26.79 million, reflecting a significant decrease in its stake [7][8][9]. - The total registered capital of the partnership will decrease from RMB 244 million to RMB 122.98 million following the reduction [9][10]. - The board's decision was made with a unanimous vote of 7 in favor, with no abstentions or objections [3][10]. Group 3 - The investment in the partnership is part of a broader strategy to align with market conditions and the company's financial arrangements, and the reduction is not expected to adversely affect the company's financial status or operations [24][25]. - The company has not engaged in any related party transactions with Licheng Chensheng since the beginning of 2025, aside from the current transaction [25]. Group 4 - The company will hold its second extraordinary general meeting of shareholders on June 30, 2025, to discuss the proposals approved by the board [28][30]. - The meeting will be conducted both in-person and via online voting, with specific procedures outlined for shareholder participation [30][35].

登录新浪财经APP 搜索【信披】查看更多考评等级 ■ 根据《公司法》《上海证券交易所股票上市规则》等相关法律法规、规范性文件和《公司章程》的最新 规定，公司将规则中的"股东大会"全部修改为"股东会"，并对《董事会议事规则》中的其他条款修订如 下： ■ 除上述修改之外，《凌源钢铁股份有限公司董事会议事规则》其他条款序号顺延，内容不变。 股票代码：600231 转债代码：110070 股票简称：凌钢股份 转债简称：凌钢转债 除上述修改之外，《凌源钢铁股份有限公司章程》其他章节条款序号顺延，内容不变。 二、《股东会议事规则》修订案 根据《公司法》《上市公司股东会规则》《上海证券交易所股票上市规则》等相关法律法规、规范性文 件和《公司章程》的最新规定，公司将规则中的"股东大会"全部修改为"股东会"，删除规则中涉及监事 会和监事的有关内容，对《股东会议事规则》中的其他条款修订如下： ■ 除上述修改之外，《凌源钢铁股份有限公司股东会议事规则》其他条款序号顺延，内容不变。 三、《董事会议事规则》修订案 编号：临2025-043 凌源钢铁股份有限公司 关于吸收合并全资子公司凌钢股份 北票钢管有限公司的公告 本公司董事会及全体 ...

国信证券：公司发行股份购买资产暨关联交易事项6月19日上会 智通财经6月12日电，国信证券(002736.SZ)公告称，公司拟通过发行A股股份的方式购买万和证券股份 有限公司96.08%股份。根据深圳证券交易所并购重组审核委员会公告，该事项将于2025年6月19日进行 审议。该交易尚需通过深圳证券交易所审核并取得中国证券监督管理委员会同意注册的批复，存在不确 定性。 ...

Core Viewpoint - The report outlines the independent financial advisory opinion regarding the major asset sale and related transactions of Wolong New Energy Group Co., Ltd, emphasizing the transaction's compliance with relevant regulations and its strategic significance for the company's future direction [1][2][3]. Summary by Sections Transaction Overview - The transaction involves the sale of 90% equity in Shanghai Mining Co., Ltd by Wolong New Energy to Zhejiang Wolong Shunyu Investment Co., Ltd for a total price of 191.11 million yuan [8][10]. - The transaction is classified as a major asset sale and constitutes a related party transaction [8][9]. Financial Assessment - The valuation of the 100% equity of Shanghai Mining is assessed at 226.90 million yuan, resulting in a 19.11 million yuan transaction price for the 90% stake, reflecting a valuation increase [8][10]. - The transaction price was adjusted due to a cash dividend of 29.39 million yuan paid by Shanghai Mining to the company prior to the sale [10]. Impact on Company Operations - Post-transaction, the company will cease its involvement in copper concentrate trading, allowing it to focus on renewable energy sectors such as solar, wind, and hydrogen storage [11][12]. - The transaction is expected to reduce the company's total assets and liabilities, with total assets decreasing from 866,248.57 million yuan to 821,705.94 million yuan, and total liabilities decreasing from 408,514.93 million yuan to 360,445.85 million yuan [13][14]. Strategic Direction - The company aims to enhance its core competitiveness and operational efficiency by reallocating resources towards high-quality renewable energy projects, aligning with national "dual carbon" policies [11][14]. - The company plans to strengthen its technological capabilities in the renewable energy sector, focusing on projects that promise sustainable growth [11][12]. Governance and Compliance - The independent financial advisor confirms that there are no conflicts of interest in the transaction and that all necessary due diligence has been conducted [2][3]. - The transaction has received preliminary approval from the company's board and requires further approvals from shareholders and regulatory bodies [15][16]. Investor Protection Measures - The company commits to strict adherence to information disclosure obligations to protect the interests of minority shareholders during the transaction process [16][17]. - Measures are in place to ensure that the transaction does not adversely affect the immediate returns for shareholders, with commitments from major stakeholders to refrain from selling shares during the transaction period [21][22].

Core Viewpoint - The company plans to transfer the income rights of 9.79% of shares in Longli Biological to Shandong Jinzi for 4.3962 million yuan, while also entrusting the corresponding voting rights to Shandong Jinzi, constituting a related party transaction [2][3][10]. Summary by Sections Related Party Transaction Overview - Shandong Gaoxin Investment intends to transfer the income rights of its 9.79% stake in Longli Biological to Shandong Jinzi, a subsidiary of its controlling shareholder, Shandong Lixin Investment Holding Group [2][3]. - The transaction requires approval from the company's shareholders' meeting, with related shareholders abstaining from voting [3][12]. Related Party Introduction - Lixin Group holds 69.57% of the company's A shares, while Shandong Jinzi is a subsidiary of Lixin Group [2][3]. - As of March 31, 2025, Shandong Jinzi reported total assets of 1139.44 billion yuan and net assets of 70.186 billion yuan [4]. Transaction Target Overview - The target asset is the income rights of 58,722,408 shares in Longli Biological, which has been suspended from trading since May 2022 [4][5]. - The shares are free from any encumbrances or legal disputes [4]. Financial Information of the Transaction Target - Longli Biological reported total assets of 478.272 million yuan and a net asset deficit of 583.18739 million yuan as of December 31, 2024 [5]. - The company has faced consecutive years of audit reports with disclaimers since 2017, affecting the valuation of its equity [5]. Pricing of the Transaction - The transfer price of 4.3962 million yuan was determined based on pre-suspension prices and the company's restructuring plan, considering asset risks and liquidity [5][6]. Agreement Details - The transaction involves signing a "Share Income Rights Transfer Agreement" and a "Voting Rights Entrustment Agreement" between Shandong Gaoxin Investment and Shandong Jinzi [6][10]. - The income rights transferred include all cash income and property rights derived from the shares [7][8]. Impact of the Transaction on the Company - The transaction is expected to help reduce the company's non-performing asset ratio and aligns with its long-term development strategy [10][11]. - After the transaction, the company anticipates an increase in investment income of approximately 15.7831 million yuan [11]. Approval Process for the Transaction - The board of directors has approved the transaction, which will be submitted for shareholder approval, with related parties abstaining from voting [12][13].