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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
Core Viewpoint - The company is proposing several resolutions for shareholder approval during the meeting scheduled for September 15, 2025, including the renewal of a financial services agreement with its affiliated financial company and the election of new board members [1][2][3]. Group 1: Financial Services Agreement - The company plans to renew its financial services agreement with Fujian Energy and Petrochemical Group Financial Co., Ltd., which includes a clause limiting the maximum daily deposit balance to 600 million yuan [3][4]. - The financial services provided will include deposit accounts, payment services, and comprehensive credit services, with a total credit limit of up to 1.2 billion yuan [5][6]. - The agreement aims to enhance the company's financing channels, optimize financial management, and improve capital efficiency while reducing financing costs and risks [7]. Group 2: Independent Director Compensation - The proposed annual compensation for independent directors is set at 70,000 yuan per person, including tax, based on industry standards and peer company practices [2]. Group 3: Revision of Related Party Transaction Management - The company has revised its related party transaction management system in accordance with relevant regulations and has disclosed the updated system on the Shanghai Stock Exchange [2]. Group 4: Coal Joint Procurement Agreement - The company intends to sign a coal joint procurement agreement with Fujian Funen Logistics Co., Ltd. to ensure stable coal supply, leveraging the affiliate's advantages in resource procurement and logistics [7][8]. - The procurement will follow a pricing model that includes procurement costs, logistics fees, and service fees, with a service fee of 10 yuan per ton [9][10]. Group 5: Board Member Elections - The company is nominating six candidates for the 11th board of directors, all of whom are current directors, for election during the upcoming shareholder meeting [16][19]. - The election will utilize a cumulative voting system to allow shareholders to express their preferences for board representation [17].
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
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]
人福医药: 人福医药2025年第四次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-09-03 09:17
Meeting Details - The meeting is scheduled for September 12, 2025, at 14:00 [1] - The location is at the conference room of Renfu Pharmaceutical Group in Wuhan [1] - Voting will be conducted both on-site and through the Shanghai Stock Exchange online voting system [1] Agenda - The meeting will start with the announcement of attendance and reading of the meeting guidelines [2] - Shareholders will review two main proposals: 1. Reappointment of Da Xin Accounting Firm as the auditor for the fiscal year 2025 [5] 2. Signing a financial services agreement with China Merchants Group Finance Co., Ltd. [10] Proposal 1: Reappointment of Da Xin Accounting Firm - The company proposes to reappoint Da Xin Accounting Firm for the 2025 financial year, with the audit fee not exceeding the 2024 fee of 5.2 million yuan [5][9] - Da Xin Accounting Firm has over 30 years of experience in securities services and has a network of 39 member firms globally [6] - The firm had a total revenue of 1.378 billion yuan in 2024, with 405 million yuan from securities services [6] Proposal 2: Financial Services Agreement with China Merchants Group Finance Co., Ltd. - The agreement aims to enhance the company's financing channels and reduce financing costs, with a maximum daily deposit balance of 200 million yuan and a maximum loan balance of 500 million yuan [10][11] - The agreement is classified as a related party transaction due to the ownership structure of China Merchants Group Finance Co., Ltd. [11] - The financial services agreement is set for a duration of three years [13]
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 Zhi Xing· 2025-09-03 09:17
Overview - Hason Trading (China) Co., Ltd. plans to jointly invest with related parties to establish a subsidiary named Zhongke Zhongcheng Supply Chain (Chengdu) Co., Ltd. with a registered capital of RMB 100 million, where Hason will contribute RMB 10 million for a 10% stake [1][2][3] Investment and Related Transactions - The investment involves Hason, Suzhou Chenling Optical Co., Ltd., and Zhongke Zhongcheng Robot Technology (Chengdu) Co., Ltd., with the latter two being controlled by Mr. Xia Yulong, who will hold over 5% of Hason's shares post-acquisition [2][3] - The total investment structure includes Chenling Optical contributing RMB 51 million (51%), Guangdong Zhigao contributing RMB 29 million (29%), Zhongke Zhongcheng contributing RMB 10 million (10%), and Hason contributing RMB 10 million (10%) [1][2][3] Approval and Compliance - The investment has been approved by Hason's board of directors and is exempt from shareholder meeting approval under Shanghai Stock Exchange regulations [3][11] - The independent directors have also recognized the transaction as compliant with legal regulations and fair to all shareholders [11] Company and Related Parties - Suzhou Chenling Optical Co., Ltd. was established in January 2022 with a registered capital of RMB 60 million, focusing on optical instruments and AI applications [4] - Zhongke Zhongcheng Robot Technology (Chengdu) Co., Ltd. was established in August 2025 with a registered capital of RMB 10 million, also focusing on robotics and AI [4][5] Future Operations - The new subsidiary will engage in various activities including industrial design, software development, and manufacturing of industrial robots, with the actual business scope subject to regulatory approval [8][10]
哈森股份: 独立董事专门会议2025年第三次会议决议
Zheng Quan Zhi Xing· 2025-09-03 09:17
Group 1 - The independent directors of Hason Trading (China) Co., Ltd. held their third special meeting on September 2, 2025, via communication methods [1] - The meeting was convened and presided over by independent director Ms. Guo Chunran, with all independent directors present [1] - The independent directors reviewed and approved the proposal regarding the investment in a joint venture with related parties, concluding that the transaction complies with relevant laws and regulations, and is fair and reasonable [1] Group 2 - The independent directors unanimously agreed to submit the proposal for board review, with a voting result of 3 votes in favor, 0 votes against, and 0 abstentions [2]
浙江禾川科技股份有限公司关于控股子公司少数股东股权转让暨关联交易的公告
Core Viewpoint - Zhejiang Hechuan Technology Co., Ltd. is transferring 13% equity of its subsidiary, Zhejiang Hechuan Humanoid Robot Co., Ltd., from minority shareholder Wang Zhibin to Ningbo Youlong Venture Capital Partnership for 1.5 million yuan, establishing a related party transaction [2][4][14]. Summary by Sections 1. Overview of Related Transactions - Wang Zhibin plans to transfer 13% equity (subscription amount of 6.5 million yuan, paid-in amount of 1.5 million yuan) of Hechuan Robot to Ningbo Youlong for 1.5 million yuan, with Ningbo Youlong assuming the corresponding paid-in capital obligations [2][4]. 2. Basic Information of Related Parties - Ningbo Youlong is associated with Wang Zhibin, who is the executive partner and holds 22.08% of its financial interests. Other partners include Yan Pengfei and Xiang Yandong, with Yan serving as a director and executive president of Hechuan Technology [5][8]. 3. Necessity and Impact of Related Transactions - The transaction is necessary for binding the core talent strategy of Hechuan Robot, facilitating employee equity incentives, and enhancing business stability. It will not adversely affect the company's operations or financial status [14][15]. 4. Approval Process for Related Transactions - The transaction was approved by the fifth board of directors and the supervisory board of Hechuan Technology, with independent directors expressing agreement. The transaction does not require shareholder meeting approval [3][15][16].