关联交易

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华英农业: 关于放弃优先购买权暨关联交易的公告
Zheng Quan Zhi Xing· 2025-09-03 16:19
Overview - The company has decided to waive its right of first refusal regarding the transfer of equity in its subsidiary, Huaying Xintang, which is a joint venture with Hangzhou Xinmei Feather Products Co., Ltd. [1][2] Group 1: Transaction Details - The equity transfer involves Hangzhou Xinmei holding 49% of Huaying Xintang, corresponding to a registered capital of 122.5 million yuan, which has been fully paid [1]. - The transfer of the equity will not change the company's ownership percentage in Huaying Xintang, which remains at 51% post-transfer [4]. - The transaction is classified as a related party transaction due to the involvement of the company's actual controller and his family members [1][2]. Group 2: Board Approval Process - The board has approved the proposal to waive the right of first refusal and the related party transaction, with related directors abstaining from voting [2]. - The proposal was reviewed by independent directors prior to being submitted to the board, and all independent directors unanimously agreed to submit it for board consideration [2][5]. Group 3: Financial Impact and Company Position - The transaction does not constitute a major asset restructuring as defined by relevant regulations and does not require approval from regulatory authorities [2]. - The company maintains that the transaction will not affect its operational independence or financial health, as the ownership structure remains unchanged [4][5]. Group 4: Related Party Transactions - The total amount of related party transactions involving the actual controller and his affiliates has reached 20.9039 million yuan, all of which have followed the necessary approval procedures [5]. - The company has also applied for a borrowing limit of up to 1.5 billion yuan from the actual controller or his controlled enterprises [5]. Group 5: Independent Directors' Opinion - The independent directors have expressed that waiving the right of first refusal will not adversely affect the company's operations or shareholder interests, and they unanimously support the proposal [5].
豪江智能: 第三届监事会第十二次会议决议公告
Zheng Quan Zhi Xing· 2025-09-03 16:18
Group 1 - The company held its 12th meeting of the third supervisory board on September 3, 2025, with all three supervisors present, confirming compliance with legal and regulatory requirements [1][2] - The supervisory board approved a proposal regarding a related party transaction, affirming that the transaction aligns with legal regulations and the company's development strategy, and that the transaction price is at market fair value [1][2] - The board confirmed that the transaction does not harm the interests of the company or its shareholders, particularly minority shareholders, and that the risk of providing financial assistance is controllable and will not affect normal business operations [1][2] Group 2 - The voting results for the proposal were unanimous, with 3 votes in favor and no votes against or abstaining [2] - The company disclosed additional details regarding the capital increase to Qingdao Fifth Element Technology Co., Ltd. on the same day through the official information platform [2]
六国化工: 2025年第三次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-09-03 16:08
Group 1 - The company held its third extraordinary general meeting of shareholders on September 10, 2025, to discuss various agenda items including the provision of guarantees and related transactions [1][2] - A proposal was made regarding the provision of counter-guarantees by the company's subsidiary, Hubei Huayang New Materials Co., Ltd., which is financing a project of 2.6 billion yuan with an 8-year term [1][2] - The counter-guarantee amounts are capped at 550 million yuan for Tongling Chemical Industry Group Co., Ltd. and 450 million yuan for Wanhua Chemical Group Co., Ltd., totaling no more than 1 billion yuan [2][6] Group 2 - The company plans to increase its expected annual related transactions for 2025, specifically for the procurement of sulfuric acid from its related party, Tongling Huaxing Chemical Co., Ltd. [7][8] - The increase in procurement is attributed to rising market prices for sulfuric acid, which the company anticipates will lead to higher purchasing volumes [8] - Tongling Huaxing Chemical Co., Ltd. is a subsidiary of the company's controlling shareholder, Tongling Chemical Industry Group Co., Ltd., establishing a related party relationship [8]
豪江智能拟“输血”董事长女儿参股公司!标的持续亏损,评估增值率超160%
Sou Hu Cai Jing· 2025-09-03 14:59
Core Viewpoint - The company, Qingdao Haojiang Intelligent Technology Co., Ltd., announced an investment of 5.1 million yuan to acquire a 51% stake in Qingdao Fifth Element Technology Co., Ltd., which will be included in its consolidated financial statements. This move aims to enhance the company's business structure and long-term strategic development [1][3]. Group 1: Investment Details - The investment will increase Fifth Element's registered capital from 2.844547 million yuan to 5.805198 million yuan [1]. - Prior to the investment, Ms. Gong Tian held 4.75% of Fifth Element, and the transaction is classified as a related party transaction due to her relationship with the company's controlling shareholder [1][3]. - Fifth Element, established in 2019, focuses on technology research and development in the fields of household appliances and electronic products [1]. Group 2: Financial Performance - Fifth Element reported a net loss of 893,757.17 yuan for the year 2024 and a loss of 3,191,042.31 yuan for the first seven months of 2025 [2]. - The company's total assets as of July 31, 2025, were approximately 9.16 million yuan, with total liabilities of about 7.13 million yuan, resulting in a net asset value of around 2.03 million yuan [2]. - The evaluation report indicated a 35.82% increase in the assessed value of Fifth Element's total assets compared to its book value [2]. Group 3: Strategic Intent - The investment is intended to optimize the company's business structure and integrate Fifth Element into its electronic technology business group for synergistic development [3]. - The funds from the investment will primarily be used for research and development, marketing network expansion, and daily operational needs of Fifth Element [3]. - The company asserts that there will be no adverse effects on its financial status or operational results due to this transaction [3]. Group 4: Market Performance - Following the announcement, the company's stock price fell by 3.13%, closing at 18.57 yuan per share, with a total market capitalization of approximately 3.365 billion yuan [5].
福建水泥: 福建水泥2025年第一次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-09-03 12:20
福建水泥股份有限公司 会议时间:2025 年 9 月 15 日 目 录 议案 3 关于与集团财务公司重新签订金融服务协议(关联交易)的议案 .. 7 福建水泥股份有限公司 会 议 召 集 人 :公司董事会 会 议 主 持 人 :王振兴董事长 会 议 召 开 方 式 :现场投票与网络投票相结合的方式 现 场 会 议 时 间 :2025年9月15日 14点30分 现 场 会 议 地 点 :福建省福州市晋安区塔头路396号福建能源石化大厦 平台的投票时间为股东会召开当日的9:15-15:00 现场会议主要议程: 序号 议 案 名 称 网络投票起止时间:自2025年9月15日至2025年9月15日 网 络 投 票 时 间 :采用上海证券交易所网络投票系统,通过交易系统投票平 台的投票时间为股东会召开当日的交易时间段,即 关于与集团财务公司重新签订金融服务协议(关联交易)的 议案 总数;宣布第 3、4 项议案关联股东名单及非关联股东和股东代理人人数及 所持表决权股份总数。 议案 1 福建水泥股份有限公司 关于独立董事报酬的议案 各位股东: 根据公司情况,并参考同行业上市公司及省内国有控股上市公司独立董 事报酬标准的基础 ...
ST西发: 关于资金占用解决方案暨关联交易的公告
Zheng Quan Zhi Xing· 2025-09-03 12:19
Core Viewpoint - The company is addressing a significant issue of fund occupation, with a total outstanding balance of approximately 331.39 million yuan, and has proposed a resolution plan involving its controlling shareholder and restructuring investors [1][2]. Group 1: Fund Occupation Situation and Resolution - The total amount of funds occupied by related parties is 331,390,718.71 yuan, which includes 185,223,152.69 yuan owed to the company and 146,167,566.02 yuan owed to Lhasa Beer [1]. - The proposed resolution includes the controlling shareholder, Xizang Shengbang Holdings Co., Ltd., compensating 150 million yuan of the occupied funds through its existing debt, and restructuring investors providing 35,223,152.69 yuan and 146,167,566.02 yuan to repay the respective amounts [2]. Group 2: Related Transactions - The transaction involving Xizang Shengbang Holdings is classified as a related party transaction, having been approved by the company's board and independent directors [2][3]. - The related party transaction does not involve any other interest arrangements and is subject to approval at the upcoming temporary shareholders' meeting [3]. Group 3: Impact and Purpose of the Transaction - The transaction aims to support the company's development, improve its asset situation, and enhance its operational sustainability, which is expected to positively impact the company's financial condition and eliminate historical issues related to fund occupation [5]. - The company has not engaged in other significant related transactions with Shengbang Holdings apart from a donation of 182 million yuan earlier in the year [5].
哈森股份:关于与关联方共同投资设立参股公司暨关联交易的公告
Zheng Quan Ri Bao Zhi Sheng· 2025-09-03 11:29
Core Viewpoint - Hason Co., Ltd. plans to establish a joint venture named Zhongke Zhongcheng Supply Chain (Chengdu) Co., Ltd. with related parties and an unrelated party, with a registered capital of RMB 100 million, in which Hason will contribute RMB 10 million for a 10% stake [1] Group 1 - The joint venture involves Hason, Suzhou Chenling Optical Co., Ltd., Zhongke Zhongcheng Robotics Technology (Chengdu) Co., Ltd., and Guangdong Zhigao Gongying Investment Enterprise (Limited Partnership) [1] - Hason is in the process of acquiring 100% equity of Chenling Optical, which will result in a significant increase in the shareholding of Mr. Xia Yulong, exceeding 5% post-transaction [1] - The investment constitutes a related party transaction as Chenling Optical and Zhongke Zhongcheng are controlled by Mr. Xia Yulong [1]
*ST天山: 第五届董事会独立董事专门会议2025年第一次临时会议决议
Zheng Quan Zhi Xing· 2025-09-03 10:17
Core Points - The independent directors of Xinjiang Tianshan Animal Husbandry Biotechnology Co., Ltd. held their first temporary meeting of 2025 on September 3, 2025, via communication methods, with all three independent directors present [1][2] - The meeting was conducted in accordance with relevant regulations, ensuring its legality and effectiveness [2] - The independent directors unanimously approved a proposal regarding the acceptance of interest-free loans from the controlling shareholder, viewing it as supportive for the company's operational funding needs and not detrimental to the interests of the company or minority shareholders [2] Summary by Sections - **Meeting Details** - The meeting was convened on September 3, 2025, with all independent directors present [1] - The meeting was legally compliant with the Company Law and internal regulations [2] - **Proposal Review** - The independent directors reviewed and approved the proposal for accepting interest-free loans from the controlling shareholder [2] - The directors expressed that this action reflects the shareholder's support and is beneficial for the company's development [2] - The voting results were unanimous, with 3 votes in favor and no opposition or abstentions [2]
*ST天山: 第五届董事会2025年第二次临时会议决议公告
Zheng Quan Zhi Xing· 2025-09-03 10:17
Group 1 - The board of directors of Xinjiang Tianshan Animal Husbandry Biotechnology Co., Ltd. held its second temporary meeting of 2025 on September 3, 2025, via communication methods, with all procedures complying with relevant laws and regulations [1][2] - The board approved a proposal to accept a non-interest-bearing loan from the controlling shareholder, Xiamen Shed Supply Chain Management Co., Ltd., amounting to a total of up to 80 million yuan, with a term of 18 months [1][2] - The voting results for the proposal were unanimous, with 5 votes in favor, 0 against, and 0 abstentions [2] Group 2 - The loan agreement will be signed between the company, its wholly-owned subsidiary Tongliao Tianshan Animal Husbandry Co., Ltd., and the controlling shareholder, indicating a strategic financial support for operational needs [1] - The loan will have a zero percent interest rate, which may enhance the company's liquidity without incurring additional financial costs [1]
哈森股份: 第五届监事会第十五次会议决议公告
Zheng Quan Zhi Xing· 2025-09-03 09:17
Group 1 - The supervisory board of Hason Trading (China) Co., Ltd. held its 15th meeting of the 5th supervisory board on August 28, 2025, with 3 supervisors present, including 2 participating via remote voting [1][2] - The meeting concluded that the proposed transaction was negotiated on a voluntary, equal, and mutually beneficial basis, adhering to the principles of fair trading [1] - The related party transaction was deemed not to affect the company's independence and did not harm the interests of the company and its shareholders [1][2] Group 2 - The voting results of the meeting showed unanimous support with 3 votes in favor, 0 against, and 0 abstentions [2] - The decision and materials from the supervisory board meeting are available on the Shanghai Stock Exchange website [2] - The supervisory board confirmed the legality and validity of the meeting's convening and resolutions [1]