登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：001332 证券简称：锡装股份 公告编号：2025-053 无锡化工装备股份有限公司 第四届董事会第十八次会议决议公告 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。 一、董事会会议召开情况 无锡化工装备股份有限公司（以下简称"公司"）第四届董事会第十八次会议通知已于2025年11月13日通 过电子邮件或电话等方式送达所有董事，会议于2025年11月19日10:00在公司三楼会议室以现场会议结 合通讯方式召开。本次会议应到董事8名，实到董事8名，公司高级管理人员列席参会。会议由董事长曹 洪海先生主持。本次会议的召集和召开符合《中华人民共和国公司法》和《公司章程》的相关规定。 二、董事会会议审议情况 （一）审议通过了《关于对外投资暨拟设立新加坡全资子公司的议案》。 表决结果：8票同意，0票反对，0票弃权。 根据公司自身发展战略及业务拓展需求，为积极拓展海外业务，提升公司核心竞争力，董事会同意公司 以自有资金对外投资设立新加坡全资子公司，注册资本1,000美元，投资金额100,000美元。 董事会同意授 ...

Group 1 - The company held its 37th meeting of the sixth board of directors on November 10, 2025, where all resolutions were deemed legal and effective [1][2]. - The board approved the proposal to change the registered capital, abolish the supervisory board, and amend the Articles of Association [3][20]. - The company will cancel the supervisory board, transferring its powers to the audit committee of the board [3][50]. Group 2 - The company will repurchase and cancel a total of 21,007,000 shares, reducing the total share capital from 3,408,388,753 shares to 3,387,381,753 shares [4][22]. - The company also approved the repurchase and cancellation of 2,370,000 restricted shares due to the departure of seven incentive targets, reducing the total share capital from 3,410,758,753 shares to 3,408,388,753 shares [4][48]. Group 3 - The board approved the revision of the "Rules of Procedure for Shareholders' Meetings," renaming it to "Rules of Procedure for Shareholders' Meetings" [7][9]. - The board also approved the revision of the "Rules of Procedure for Board Meetings" [10][11]. - A series of internal governance documents were revised and approved, including the "President's Work Guidelines" and "Independent Director Work System" [11][12]. Group 4 - The company plans to hold its first extraordinary general meeting of shareholders on November 28, 2025, to discuss the approved proposals [16][28]. - The meeting will be conducted both in-person and via online voting, with specific time slots for each voting method [30][40].

Core Viewpoint - Guangzhou Restaurant Group Co., Ltd. has held its 38th meeting of the fourth board of directors, where several key resolutions were passed, including the proposal to abolish the supervisory board and amend the company's articles of association [4][5][13]. Group 1: Board Meeting Details - The board meeting was convened on October 31, 2025, with all directors present, and the meeting was conducted in accordance with the company's regulations [4][2]. - All resolutions proposed during the meeting were approved unanimously, with no dissenting or abstaining votes [3][4]. Group 2: Resolutions Passed - The proposal to abolish the supervisory board and amend the articles of association was passed, requiring further approval at the upcoming extraordinary general meeting [5][11][13]. - The proposal to amend the rules of the shareholders' meeting was also approved and will be submitted for shareholder review [6][13]. - The proposal to amend the rules of board meetings was approved, pending shareholder approval [7][13]. - A resolution to convene the 2025 third extraordinary general meeting was passed, scheduled for November 28, 2025 [8][9]. Group 3: Governance Structure Changes - The company will no longer have a supervisory board; the audit committee of the board will assume the supervisory functions [13][14]. - The current supervisors will be relieved of their duties upon shareholder approval of the abolition of the supervisory board [14]. - Amendments to the articles of association and related governance documents will standardize terminology and remove references to the supervisory board [15][16].

Core Viewpoint - The company has announced significant changes in its governance structure, including the cancellation of the supervisory board and amendments to its articles of association to enhance corporate governance and compliance with legal regulations [10][11][12]. Financial Data - The third-quarter financial report has not been audited, and the company assures the accuracy and completeness of the financial information presented [3][8]. - The company has reported non-recurring gains and losses, with specific details to be disclosed as per regulatory requirements [4]. Shareholder Information - The company has approved the acquisition of a 62% stake in Shandong Jiaxiang Yilong Port Co., Ltd. for 148.8 million yuan, with the transaction completed on September 8, 2025 [6]. - The company has also agreed to increase its investment in Jincheng Northwest Railway Company, raising its total investment to 182.8 million yuan, maintaining a 25% ownership stake [7]. Governance Changes - The company has decided to abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors, in compliance with relevant laws and regulations [10][11]. - Amendments to the articles of association include the removal of references to the supervisory board and adjustments to the structure of the governance documents to streamline operations [12][13].

Core Viewpoint - The company has decided to cancel its supervisory board and amend its articles of association and related rules to enhance corporate governance and compliance with new regulations [9][10][41]. Financial Data - The third quarter financial statements for 2025 have not been audited [3]. - The company reported that the financial information in the quarterly report is accurate and complete, with no significant omissions [2][32]. Shareholder Information - The company has proposed to eliminate the supervisory board, with the audit committee taking over its responsibilities [10][41]. - The board has approved the nomination of three independent directors, pending shareholder approval [16][17]. Management System Amendments - The board has agreed to revise and establish several management systems to improve operational standards [12][44]. - The revised articles of association and management rules will be submitted for shareholder approval [42][44]. Stock Incentive Plan - The board has approved the conditions for lifting restrictions on a portion of the stock incentive plan, affecting 230 individuals and totaling 32,140,596 shares [21][24]. - The company will also repurchase and cancel a portion of the restricted stock due to certain conditions being met [24][26].

Meeting Overview - The company will hold its first extraordinary general meeting of shareholders in 2025 on November 14, 2025, at 1 PM in the company meeting room [1] - The meeting will be convened by the board of directors, and voting will be conducted through a combination of on-site and online methods [1][2] Voting Procedures - The online voting system will be provided by the Shanghai Stock Exchange, with voting available from 9:15 AM to 3:00 PM on the day of the meeting [2] - Shareholders can vote through the trading system or the internet voting platform, with specific time slots for each method [2][3] Agenda Items - The meeting will review proposals that were previously approved by the board of directors on October 28, 2025, and disclosed on October 29, 2025 [4] - There are no proposals requiring separate voting for minority investors or involving related shareholders [5] Attendance and Registration - Shareholders registered by the close of trading on the registration date are entitled to attend the meeting, and they may appoint proxies to vote on their behalf [9] - Registration for attendance will occur on November 13, 2025, with specific documentation required for different types of shareholders [11][12] Additional Information - The company will provide contact information for inquiries related to the meeting [6] - The announcement was made by the board of directors of Zhejiang Zhongma Transmission Co., Ltd. on October 29, 2025 [36]

Group 1 - The company has decided to change its registered capital and abolish the supervisory board, transferring its powers to the audit committee under the board of directors, which is in compliance with relevant laws and regulations [1][3] - The supervisory board unanimously agreed to the proposal, which aims to improve the corporate governance structure and better meet the company's operational needs [1][2] - The specific details of the changes were disclosed on the Shanghai Stock Exchange website [1] Group 2 - The company held its 13th meeting of the third board of directors on October 23, 2025, where it approved the appointment of Hu Yuanyuan as a member of the Strategy and ESG Committee [4][6] - The composition of the Strategy and ESG Committee after the appointment includes Fang Yongsheng (Chairman), Wang Guoqiang, Gao Guangxia, and Hu Yuanyuan [4] Group 3 - The company has scheduled its second extraordinary general meeting of shareholders for November 11, 2025, at 13:30 [7][8] - The meeting will be held at the company's conference room located at 837 Yaowang Avenue, Taizhou, Jiangsu Province [8] Group 4 - The company plans to conduct charitable donations in 2025, with a total amount not exceeding RMB 1.5 million, aimed at fulfilling its social responsibilities [27][28] - The donations will include cash and physical assets, and the management is authorized to handle all related matters [28][29] Group 5 - The company appointed Tu Xiaobao as the vice president, effective from the date of the board's approval until the end of the current board's term [31][32] - Tu Xiaobao has extensive experience in the company and meets the qualifications required for the position [31][33]

Core Points - The company has announced the cancellation of the supervisory board and the revision of its articles of association to enhance its governance structure [44][45] - The company will hold its fourth extraordinary general meeting on November 20, 2025, to discuss the proposed changes [28][29] Financial Data - The third quarter financial report for 2025 has been prepared and approved by the board and supervisory committee, confirming its compliance with relevant laws and regulations [11][23] - The financial statements for the third quarter are unaudited, and the company has not reported any significant non-recurring gains or losses [3][4] Shareholder Information - The company has provided details regarding the number of shareholders and the voting process for the upcoming extraordinary general meeting [30][34] - The voting will be conducted through both on-site and online systems, allowing shareholders to participate conveniently [29][31] Governance Changes - The supervisory board's responsibilities will be transferred to the audit committee of the board, following the cancellation of the supervisory board [44][45] - The company plans to revise several governance documents to align with the latest regulatory requirements [16][45]

Core Points - The board of directors of Shenyang Huitian Thermal Power Co., Ltd. held its 13th temporary meeting on October 22, 2025, where several key resolutions were passed [1][2][4]. Meeting Details - The meeting was conducted via telecommunication, with all 8 board members present, except for the resigned member [2][3]. - The meeting complied with the Company Law, Stock Listing Rules, and the company's articles of association [4]. Resolutions Passed - The board approved the amendment to the company's articles of association with unanimous support (8 votes in favor) [5]. - The board approved the related party transaction regarding electricity purchase, also with unanimous support (8 votes in favor) [6]. - The board approved the supplementary election of a non-independent director, receiving unanimous support (8 votes in favor) [7]. - The board approved the appointment of a board secretary, with unanimous support (8 votes in favor) [8]. - The board approved the addition of temporary proposals for the 7th extraordinary general meeting of shareholders, with unanimous support (8 votes in favor) [9]. Other Meetings - The independent directors held a separate meeting on October 22, 2025, where they unanimously approved the related party transaction regarding electricity purchase [10]. - The board nomination committee also convened on October 22, 2025, and unanimously approved the proposals for the supplementary election of a non-independent director and the appointment of a board secretary, which were then submitted to the board for review [11]. Governance Changes - The company decided to abolish the supervisory board and supervisors, transferring the supervisory functions to the audit committee of the board, and will amend the relevant provisions in the articles of association accordingly [13][15]. - The company plans to set up employee representative directors in accordance with legal requirements, which will also necessitate amendments to the articles of association [14].

Core Points - The company has decided to cancel the supervisory board and amend its Articles of Association to enhance its governance structure and comply with the new Company Law effective from July 1, 2024 [1][2] - The amendments to the Articles of Association include changing "shareholders' meeting" to "shareholders' assembly" and other adjustments that will require approval at the upcoming extraordinary shareholders' meeting [2][3] - The company is also revising several governance systems to align with the latest legal and regulatory requirements, which will be submitted for approval at the shareholders' meeting [3] Group 1: Cancellation of Supervisory Board - The supervisory board will be replaced by the audit committee of the board of directors, which will assume the powers previously held by the supervisory board [1] - The relevant rules governing the supervisory board will be abolished as part of this restructuring [1] Group 2: Amendments to Articles of Association - The specific amendments to the Articles of Association include the renaming of "shareholders' meeting" to "shareholders' assembly" and other necessary adjustments to the numbering and references within the document [2] - The revised Articles of Association will require a special resolution at the company's second extraordinary shareholders' meeting in 2025 for final approval [2] Group 3: Governance System Revisions - The company plans to revise several governance systems, including the rules for shareholders' meetings, board meetings, independent directors' work, related party transactions, external guarantees, and the management of raised funds [3] - These revised governance systems will also be subject to approval at the upcoming shareholders' meeting before they can take effect [3]