Core Viewpoint - The announcement details the recognition of a related party transaction involving the purchase of a financial product from a bank that has become a related party due to a change in its board of directors, ensuring compliance with corporate governance procedures [1][2]. Summary by Sections 1. Overview of Related Party Transaction - The company purchased a financial product worth 15 million RMB from Yuhang Rural Commercial Bank, which is now a related party, and the transaction was approved by the board with related directors abstaining from voting [2][3]. 2. Related Party Information and Relationship - Yuhang Rural Commercial Bank is located in Hangzhou, Zhejiang, with a registered capital of approximately 1.635 billion RMB. The actual controller, Yang Linshan, was elected as a new director, establishing the bank as a related party [2][3]. 3. Previous Similar Transactions and Performance Analysis - The company holds another financial product from Yuhang Rural Commercial Bank, purchased before the bank became a related party, with a principal of 250 million RMB and an interest income of approximately 4.5288 million RMB for the year 2024 [3]. 4. Main Content and Pricing Policy of Related Transactions - The recent transaction involved a 2-year large-denomination certificate of deposit with a principal of 15 million RMB, yielding an interest of 72,600 RMB during its holding period. The annualized interest rate was set at 2.60% [4]. 5. Purpose and Impact of Related Transactions - The transaction is aimed at improving the efficiency of fund usage and overall company returns, with no adverse effects on the company's independence or interests of non-related shareholders [4]. 6. Review Procedures for Related Transactions - The independent directors confirmed that the transaction was based on normal business needs and was conducted fairly, with all necessary procedures followed for approval [4].

Core Viewpoint - The company Yangguang Nuohe (688621.SH) has restarted its acquisition plan for the related party Langyan Life after a half-month suspension, amidst concerns over performance fluctuations, regulatory risks, and industry policy impacts [1][2]. Group 1: Acquisition Details - Yangguang Nuohe plans to acquire 100% equity of Langyan Life controlled by its actual controller Li Qian through issuing shares and convertible bonds, marking the second attempt at this acquisition within two years [1]. - The first acquisition attempt in 2022 failed due to 26 regulatory inquiries, highlighting the challenges faced in this capital integration effort [1][4]. Group 2: Financial Performance and Risks - Langyan Life's projected net profits for 2023 and 2024 are 36.17 million and 54.38 million respectively, significantly lower than the previously promised 95 million for 2022 [2]. - The company faces pricing pressure on its core products due to collective procurement policies, with a projected 7.3% revenue decline in 2024 compared to earlier commitments [2]. Group 3: Challenges for Li Qian - Li Qian's capital strategy has consistently focused on integrating "R&D + manufacturing," but faces challenges including unmet performance commitments, regulatory pressures, and a strained financial situation with 36.51% of Langyan Life's shares pledged [3]. - The valuation logic has changed due to the failure to meet performance targets over consecutive years, raising concerns about the sustainability of the acquisition [3]. Group 4: Regulatory and Market Concerns - The transaction has not disclosed specific pricing, but past experiences indicate potential regulatory scrutiny due to significant valuation premiums and performance issues [4]. - There are concerns regarding "related party transactions" and potential conflicts of interest, as Li Qian controls substantial stakes in both companies, which could lead to valuation bubbles if market challenges are not addressed [4]. Group 5: Industry Context - The CRO industry is experiencing a slowdown, and the generic drug sector is entering a low-profit era, making the merger appear more like a self-rescue effort for both companies [5]. - The real test for Li Qian will be navigating the "R&D + production" narrative through challenging policy cycles, as market hesitance reflects broader uncertainties [5].

Group 1 - The company is planning to issue A-shares to specific investors, including its controlling shareholder, Anhui Jiuhua Mountain Cultural Tourism and Health Group Co., Ltd, which constitutes a related party transaction [1][2] - The issuance requires approval from higher-level state-owned asset management departments, the company's shareholders' meeting, and must be reviewed and registered by the Shanghai Stock Exchange and the China Securities Regulatory Commission [1][12] - The controlling shareholder holds 29.93% of the company's shares and is recognized as a related party under the Shanghai Stock Exchange's regulations [2][3] Group 2 - The transaction involves the subscription of A-shares at a price not lower than 80% of the average trading price over the previous 20 trading days, and not lower than the latest audited net asset value per share [4][5] - The final issuance price will be determined after the review and registration process, and the controlling shareholder will not participate in the pricing process but agrees to subscribe at the same price as other investors [5][7] - The funds raised will be used for various projects, including the renovation of hotels and improvements to transportation facilities, which will enhance the company's competitiveness and profitability [11][12] Group 3 - The company will not change its controlling shareholder or management structure as a result of this issuance [12] - The board of directors has approved the related party transaction, with related directors abstaining from voting [13] - The transaction is subject to various procedural requirements, including approvals from state-owned asset management departments and the shareholders' meeting [12][13]

证券代码：002963 证券简称：豪尔赛 公告编号：2025-018 豪尔赛科技集团股份有限公司 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或重大遗漏。 特别风险提示： ? 交易简要内容：豪尔赛科技集团股份有限公司（以下简称"公司"）拟 向关联方戴宝林先生购买其位于北京市丰台区南四环西路 128 号院 3 号楼 2210 室、2211 室、2212 室、2213 室和 2215 室房屋计 577.04 平方米，北京市海淀区 中关村南大街 17 号 3 号楼 19 层 1902 室和 1903 室房屋计 430.84 平方米，交易 价格以评估机构出具的评估结果作为依据，经评估的市场价值为 3,711.54 万元； 公司拟向关联方戴宝林先生购买其位于北京市丰台区南四环西路 128 号院 3 号楼 2210 室、2211 室、2212 室、2213 室和 2215 室房屋计 577.04 平方米，北京 市海淀区中关村南大街 17 号 3 号楼 19 层 1902 室和 1903 室房屋计 430.84 平方 米，根据公司委托的评估机构深圳中企华土地房地产资产评估有限公司出具 ...

一、监事会会议召开情况 证券代码：002963 证券简称：豪尔赛 公告编号：2025-017 豪尔赛科技集团股份有限公司 本公司及监事会全体成员保证信息披露的内容真实、准确和完整，没有虚 假记载、误导性陈述或重大遗漏。 （一）审议通过《关于房屋买卖暨关联交易的议案》 经审核，监事会认为：公司本次向关联方购买房屋有利于公司日常办公和经 营便利，对保障公司长期战略发展有重要意义，存在交易的必要性，交易价格遵 循了公允的市场价格和条件，本次关联交易的审议程序合法、有效，符合《公司 章程》《公司关联交易决策管理办法》的相关规定，交易价格遵循公允、合理原 则，交易的履行符合公司和全体股东利益，不会对公司独立性构成不利影响，不 存在损害公司股东尤其是中小股东利益的情形，同意本次房屋买卖暨关联交易事 项。 《关于房屋买卖暨关联交易的公告》详见《证券时报》和巨潮资讯网 （www.cninfo.com.cn）。 豪尔赛科技集团股份有限公司 豪尔赛科技集团股份有限公司（以下简称"公司"）第三届监事会第十二次 会议于2025年5月16日以书面和电子邮件的方式发出会议通知，会议于2025年5 月20日在公司会议室以现场结合通讯方式召 ...

Group 1 - The company, Yunnan Jiaotou Ecological Technology Co., Ltd., is part of a consortium that won the bid for the "G78 Shankun Expressway/G80 Guangkun Expressway Shilin to Kunming Section (Reconstruction and Expansion) Project" [1][2] - The consortium will establish a project company responsible for financing, construction, and operation management of the project, with a total investment estimated at 21.106 billion yuan [8][14] - The company will participate in the project mainly through green and environmental protection engineering construction, with an expected share of approximately 0.7% to 1.5% of the total investment [7][14] Group 2 - The project company will have a registered capital of 200 million yuan, with the company contributing 884.24 million yuan, representing 0.2% of the equity [6][8] - The project involves a total length of 73.80 kilometers, including 22.21 kilometers of new construction and 51.59 kilometers of reconstruction, with a bridge-tunnel ratio of 37.34% [7][14] - The construction period is set for four years, followed by a 30-year operation period, subject to government approval [7][14] Group 3 - The investment aims to enhance the company's operational capabilities and is expected to positively impact its financial performance if the project proceeds successfully [14] - The company will not be responsible for the original operating unit's compensation for revenue loss, which will be managed by Yunnan Jiaotou [3][14] - The independent directors have approved the investment, stating it aligns with the company's long-term development goals and does not harm the interests of shareholders [14][16]

Group 1 - The company held its 11th meeting of the 8th Supervisory Board on May 19, 2025, via telecommunication, with all three supervisors present, complying with legal and regulatory requirements [1][2] - The Supervisory Board approved a proposal for external investment and related transactions, specifically to establish a project company for the "G78 Shankun Expressway/G80 Guangkun Expressway Shilin to Kunming Section (Reconstruction and Expansion) Project" through capital increase and share expansion [1] - The company invested a total of 8.8424 million yuan, with 400,000 yuan as registered capital, representing a 0.2% equity stake in the project company, and the remaining 8.4424 million yuan to be paid in installments during the construction period [1][2] Group 2 - The Supervisory Board confirmed that the investment aligns with project bidding requirements and the joint venture agreement, which will help the company secure future business orders related to greening and environmental protection [1] - The decision-making process for the related transaction was properly followed, with related directors and supervisors abstaining from voting, resulting in a vote of 2 in favor, 0 against, and 0 abstentions [2]

Core Viewpoint - The company plans to sign a "Management Entrustment Agreement" with China Pingmei Shenma Group and its subsidiaries to manage certain coal mining assets, addressing competition issues and ensuring the protection of minority shareholders' interests [1][2][3] Group 1: Overview of the Transaction - The company will manage 60% of the equity in Ruiping Coal Power, 51% in Jingsheng Coal Industry, 100% in Pingyu Coal Power and Xiadian Coal Industry, and 75% in Liangbei No. 2 Mine, with a management period of 3 years and an annual fee of 600,000 per entity [1][3] - This transaction is classified as a related party transaction and does not constitute a major asset restructuring, thus not affecting the company's consolidated financial statements [1][3][9] Group 2: Purpose and Impact of the Transaction - The transaction aims to resolve the competition issue between the company and its controlling shareholder, China Pingmei Shenma Group, without adversely affecting the company's financial status or operational results [8][9] - The agreement will not harm the company's independence or change the scope of its consolidated financial statements, ensuring the interests of minority shareholders are protected [8][9] Group 3: Approval Process - The independent directors have reviewed and approved the proposal for the agreement, which will be submitted to the board for further approval [9] - Related directors have abstained from voting to ensure compliance with regulations, and the supervisory board has also reviewed the proposal with related supervisors abstaining [9]

| | | 单位：万元 | | | --- | --- | --- | --- | | 资产总额及交易金 | | 资产净额及交易金 | | | | 项目 | 营业收入 | | | 额孰高 | 额孰高 | | | | 382,886.24 | 新昇晶投 46.7354%股权 | 185,156.68 | 53,080.45 | | 381,585.96 | 新昇晶科 49.1228%股权 | 381,585.96 | 29,717.38 | | 137,219.51 | 48.7805%股权 新昇晶睿 | 137,219.51 | 4,247.02 | | 901,691.72 | 本次交易标的资产合计 | 703,962.15 | 87,044.85 | | | 最近 12 个月购买资产太原晋科硅 | | | | | 材料技术有限公司 | | | | 1,151,691.72 | 累计计算 | 953,962.15 | 87,044.85 | | 资产总额及交易金 | | 资产净额及交易金 | | | | 项目 | | 营业收入 | | 额孰高 | 额孰高 | | | | 2,926,984.24 | 上市公 ...

Core Viewpoint - The company reported a significant decline in financial performance for 2024, with a net loss of 4.66 billion yuan, a 251.06% increase in losses compared to the previous year, and a revenue drop of 17.30% to 81.82 billion yuan, indicating ongoing challenges in the steel industry [6][20]. Group 1: Board of Directors' Work - The board held 17 meetings in 2024, focusing on strategic decision-making, risk management, and operational efficiency, including the establishment of a wholly-owned subsidiary [2][3]. - The board emphasized compliance with legal regulations and improved corporate governance by revising the company's articles of association and internal management systems [3][4]. Group 2: Financial Performance - The company produced 18.08 million tons of pig iron and reported a revenue of 81.82 billion yuan, reflecting a 17.30% decrease year-on-year [6][20]. - The net loss attributable to shareholders was 4.66 billion yuan, with total assets decreasing to 78.96 billion yuan, down 6.73% from the previous year [6][19]. Group 3: Risk Management and Internal Control - The company maintained effective internal controls and risk management, with no significant risk events reported during the year [5][17]. - The internal control audit received a standard unqualified opinion, indicating compliance with financial reporting standards [17][18]. Group 4: Social Responsibility and ESG Efforts - The company actively engaged in social responsibility initiatives, donating 1.3 million yuan for poverty alleviation and rural revitalization projects [6]. - The company was recognized in the "ESG Pioneer 100 Index" by the State-owned Assets Supervision and Administration Commission, highlighting its commitment to sustainable development [6]. Group 5: Future Outlook - The company plans to focus on becoming a core player in special long products and H-beams, aiming for high-quality development amid ongoing market challenges [6][11]. - The board will enhance governance and decision-making processes to ensure effective implementation of strategies aimed at improving financial performance [11][12].