Meeting Information - The shareholders' meeting of Tianyang New Materials (Shanghai) Technology Co., Ltd. is scheduled for May 19, 2025, at 14:30 in Shanghai [1] - Voting will be conducted through both on-site and online methods, with specific time slots for each [1] Board of Directors' Report - The Board of Directors reported that in 2024, the company completed various tasks according to its development strategy and annual work plan, with the support of all shareholders [3] - The Board held 7 meetings in 2024, discussing and approving multiple proposals [3][4] Financial Performance - The company reported a net profit attributable to shareholders of -21,265.51 million yuan in 2024, a decrease of 125.73% compared to the previous year [14] - Total revenue for 2024 was 1,318.70 million yuan, a slight decrease of 0.50% from 2023 [14] - The company’s cash flow from operating activities was 51.14 million yuan, down 29.8% from the previous year [15] Shareholder Proposals - Proposal 1: Approval of the 2024 Board of Directors' work report [6] - Proposal 2: Approval of the 2024 Supervisory Board's work report [10] - Proposal 3: Approval of the 2024 Independent Directors' performance report [12] - Proposal 4: Approval of the 2024 financial settlement report [14] - Proposal 5: No cash dividends or stock dividends will be distributed for 2024 due to negative net profit [17] - Proposal 6: Approval of the 2024 annual report and summary [18] - Proposal 7: Approval of the 2025 Directors' remuneration plan [20] - Proposal 8: Approval of the 2025 Supervisors' remuneration plan [21] - Proposal 9: Approval to apply for a bank comprehensive credit line of up to 2.5 billion yuan for 2025 [24][25] Future Outlook - The company plans to expand into high-margin markets such as wind power and new energy vehicles while optimizing its organizational structure and enhancing production efficiency [7][8] - The company aims to innovate its product lines in response to environmental policies and market demands, particularly in the adhesive materials sector [8][9]

登录新浪财经APP 搜索【信披】查看更多考评等级 1、本次计提减值准备的原因 根据《企业会计准则》和公司财务规章制度的规定，公司于2024年末对应收票据、应收账款、其他应收 款、合同资产、存货、固定资产、无形资产等相关资产进行了减值迹象判断，认为上述资产中的部分资 产存在一定的减值迹象。公司本着谨慎性原则，对可能发生减值损失的相关资产计提信用、资产减值准 备。 2、本次计提减值准备的范围和总金额 公司2024年末有迹象可能发生减值的资产有应收票据、应收账款、其他应收款、合同资产和存货。经减 值测试，本年度应计提信用、资产减值损失共计47,155,270.86元。 减值测试结果汇总如下表： ■ 3、公司对本次计提减值准备的审批程序 本次计提减值准备事项，已经公司第七届董事会第三十四次会议及第七届监事会第九次会议审议通过。 二、本次计提减值准备对公司的影响 本次计提减值准备，将减少公司2024年度归属于母公司所有者净利润39,913,516.53元，相应减少公司归 属于母公司股东的所有者权益。本次计提减值准备已经利安达会计师事务所（特殊普通合伙）审计确 认。 三、本次计提减值准备的确认标准及计提方法 本次计提的信 ...

Group 1 - Company has appointed Huaxing Certified Public Accountants (Special General Partnership) as the auditing and internal control auditing institution for the year 2024 [1][72] - Huaxing was established in 1981 and has undergone several name changes, with the current name adopted in 2019 [1][72] - As of December 31, 2024, Huaxing has 71 partners and 346 registered accountants, with 182 accountants having signed securities service audit reports [2][73] Group 2 - The total audited revenue for Huaxing in 2024 is 370.37 million yuan, with audit service revenue at 355.99 million yuan and securities service revenue at 197.15 million yuan [2][73] - Huaxing provided annual report audit services for 91 listed companies in various industries, including manufacturing, information technology, and real estate [2][73] Group 3 - The audit fee for listed companies in 2024 amounts to 119.06 million yuan, with the company having six audit clients in the same industry [3][73] - The project partner, Yang Xinchun, has been a registered accountant since 2006 and has experience in auditing listed companies since 2003 [3][73] Group 4 - Huaxing has not faced any criminal penalties or administrative sanctions in the past three years, maintaining a clean record [5][7] - The firm has purchased professional liability insurance with a cumulative compensation limit of 80 million yuan [8] Group 5 - Huaxing has established a comprehensive quality management system, including project quality review procedures and mechanisms for resolving professional disagreements [11][13] - The firm has a dedicated team with extensive experience in auditing listed companies, ensuring effective execution of audit tasks [16] Group 6 - The company plans not to distribute cash dividends, issue bonus shares, or convert capital reserves into share capital for the year 2024 [19][20] - The net profit attributable to shareholders for 2024 is reported as -385.99 million yuan, leading to a total distributable profit of 2.29 billion yuan [21][22] Group 7 - The company has proposed to allocate up to 4 billion yuan for financing guarantees for its subsidiaries, with specific limits based on their debt ratios [34][39] - The total amount of guarantees approved by the board will exceed 535 million yuan, which is 127.68% of the company's audited net assets [40] Group 8 - The company intends to use up to 2 billion yuan of idle funds for entrusted financial management, focusing on safe and liquid investment products [43][44] - The investment will be managed by the company's financial department, ensuring that it does not affect the normal operations of the company [52]

Group 1 - Neway Valve West Africa Fze is a wholly-owned subsidiary with total audited assets of 28.96 million yuan and a net profit of 6.52 million yuan for 2024 [1] - Neway Fluid Equipment Vietnam Company Limited, another wholly-owned subsidiary, reported total audited assets of 153.37 million yuan and a net profit of 9.32 million yuan for 2024 [2] - NEWAY ENERGY, a wholly-owned subsidiary, has total audited assets of 25.28 million yuan but reported a net loss of 0.70 million yuan for 2024 [3] Group 2 - C?NG TY TNHH NEWAY VALVE VI?T NAM, a proposed overseas subsidiary, has total audited assets of 11.89 million yuan and a net loss of 0.38 million yuan for 2024 [4] - Neway Flow Control Inc. has total audited assets of 35.48 million yuan and a net profit of 4.48 million yuan for 2024, despite a negative net asset position [5] - NEWAY VALVE (MALAYSIA) SDN. BHD. has total audited assets of 0.039 million yuan and reported a net loss of 0.0114 million yuan for 2024 [6] Group 3 - The company provides a guarantee for its subsidiaries with a total guarantee amount not exceeding 3.43 billion yuan [9] - The board believes that providing guarantees supports the normal operations of subsidiaries and aligns with the company's overall interests [10] - The supervisory board agrees that the guarantees benefit the subsidiaries' development and comply with legal regulations [11] Group 4 - The company has no overdue guarantees as of the announcement date [12] - The total guarantees provided to subsidiaries amount to 741 million yuan, representing 16.77% of the company's latest audited net assets [13] Group 5 - The company plans to use its own funds to purchase financial products up to 600 million yuan, with a maximum investment period of one year [20] - The financial products will be issued only by banks, securities companies, or trust companies to control risks [21] - The decision to invest will not affect the company's main business operations and aims to enhance fund utilization efficiency [27] Group 6 - The company intends to renew the appointment of Rongcheng Accounting Firm as its auditing and internal control auditing institution [29] - Rongcheng Accounting Firm has a strong track record, with no criminal penalties in the last three years and a good investor protection capability [34] - The audit fee for the annual report is set at 1.24 million yuan, excluding VAT [40]

参加网络投票的具体操作流程 一、网络投票的程序 登录新浪财经APP 搜索【信披】查看更多考评等级 1、第六届董事会第五次会议决议； 2、第六届监事会第五次会议决议。 特此公告。 浙江万里扬股份有限公司 董 事 会 2025年4月23日 附件一 股东对总议案与具体提案重复投票时，以第一次有效投票为准。如股东先对具体提案投票表决，再对总 议案投票表决，则以已投票表决的具体提案的表决意见为准，其他未表决的提案以总议案的表决意见为 准；如先对总议案投票表决，再对具体提案投票表决，则以总议案的表决意见为准。 二、通过深交所交易系统投票的程序 1、投票时间：2025年5月13日上午9：15至9：25，9：30 至11：30，下午13：00 至15：00。 2、股东可以登录证券公司交易客户端通过交易系统投票。 1、投票代码：362434。 2、投票简称："万里投票"。 3、填报表决意见 本次股东大会审议的所有提案均为非累积投票议案，填报表决意见为：同意、反对、弃权。 4、股东对总议案进行投票，视为对除累积投票提案外的其他所有提案表达相同意见。 三、通过深交所互联网投票系统投票的程序 股东根据获取的服务密码或数字证书，可登录 ...

Group 1 - The company has applied for a total credit limit of RMB 16 million from various banks to support the daily operational liquidity of its subsidiary, Nengrui Electric [1][2] - The credit limits include RMB 3 million from Industrial Bank, RMB 3 million from Ningbo Bank, RMB 4 million from Agricultural Bank, and RMB 6 million from China Construction Bank [1][2] - The company will provide joint liability guarantees for these credit applications, which are expected to positively impact the business development of Nengrui Electric [1][2] Group 2 - The company has reported a total of RMB 31,095.91 million in external guarantees, which accounts for 13.6% of its latest audited net assets [2] - There are no overdue guarantees or violations related to external guarantees reported by the company [2] Group 3 - The company has announced a provision for asset impairment totaling RMB 24,313.76 million, which includes RMB 17,401.69 million for asset impairment and RMB 6,912.08 million for credit impairment [4][5] - The impairment provisions are based on comprehensive testing of goodwill, long-term equity investments, inventory, and other receivables as of December 31, 2024 [4][5] Group 4 - The company has recognized a goodwill impairment of RMB 6,973.74 million related to the acquisition of Nengrui Co., which had a carrying amount exceeding its recoverable amount [6][7] - Long-term equity investment impairment provisions amount to RMB 5,556.08 million due to significant impairment indicators from associated companies [7] Group 5 - The company has also recorded inventory impairment losses of RMB 4,898.05 million, reflecting the lower net realizable value of its inventory [8] - The total impact of these impairment provisions has reduced the company's consolidated profit for the year 2024 by RMB 24,313.76 million before tax considerations [8][9] Group 6 - The company has announced a change in accounting policies effective January 1, 2024, in accordance with new regulations issued by the Ministry of Finance [30][31] - The changes are not expected to have a significant impact on the company's financial position or operating results [30][31]

Group 1 - The audit committee believes that the retrospective adjustment of financial statements related to the merger under common control complies with relevant regulations and accurately reflects the company's financial status and operating results [1][2][3] - The board of directors agrees that the retrospective adjustments are fair and do not harm the interests of the company and all shareholders [2][3] - The supervisory committee confirms that the decision-making process for the retrospective adjustments adheres to legal and regulatory requirements, ensuring no harm to the interests of shareholders, especially minority shareholders [3] Group 2 - The company plans to conduct forward foreign exchange transactions from July 1, 2025, to June 30, 2026, with a maximum transaction balance of $20.09 billion, primarily involving USD, AUD, and EUR [6][7][8] - The purpose of these transactions is to mitigate exchange rate risks associated with the company's growing overseas export business [7][8] - The company will utilize its own or self-raised funds for these foreign exchange transactions [9] Group 3 - The company has identified potential risks associated with the forward foreign exchange transactions, including market risk, receivables forecasting risk, bank default risk, operational risk, and legal risk [9][10][11] - To mitigate these risks, the company has established a comprehensive risk control framework, including strict adherence to operational procedures and the selection of reputable banks for transactions [12][13] Group 4 - The board of directors has approved the application for credit limits from various banks, totaling 8 billion RMB from Bank of Communications, 5 billion RMB from Ping An Bank, and additional amounts from other banks, all with a one-year term [19][20][21][22][23] - The credit facilities are intended to support the company's operational funding needs and enhance its sustainable development capabilities [23] Group 5 - The company has decided to implement a bill pool business to improve the efficiency of its liquid assets and reduce the capital occupied by receivables [26][27][28] - The bill pool business will involve applying for special credit limits from banks, allowing for centralized management of commercial bills [27][29] - The company aims to maximize shareholder value through efficient management of its receivables and cash flow [28][36]