登录新浪财经APP 搜索【信披】查看更多考评等级 股票代码：000538 股票简称：云南白药 公告编号：2025-36 云南白药集团股份有限公司 第十届董事会2025年第六次会议决议公告 本公司及董事会全体成员保证信息披露内容的真实、准确、完整，没有虚假记载、误导性陈述或重大遗 漏。 云南白药集团股份有限公司（以下简称"公司"）第十届董事会2025年第六次会议（以下简称"会议"）于 2025年10月24日在公司总部会议室以现场结合通讯表决的方式召开，本次会议通知于2025年10月22日以 书面、邮件或传真方式发出，应出席董事11名，实际出席董事11名（独立董事戴扬先生、张永良先生及 何勇先生以视频方式参会，独立董事会刘国恩先生以通讯表决方式出席会议）。本次会议的召集、召开 程序符合《中华人民共和国公司法》《公司章程》的相关规定，会议合法有效。会议由公司董事长张文 学先生主持，与会董事经充分讨论，会议审议通过如下议案： 一、审议通过《关于取消监事会并修订〈公司章程〉的议案》 同意公司根据《中华人民共和国公司法（2023年修订）》《上市公司章程指引（2025年修订）》等相关 法律法规规定，并结合公司实际情况，取消 ...

Meeting Information - The company will hold its second extraordinary general meeting of shareholders in 2025 on June 30, 2025, at 15:00 [1] - The meeting will be conducted both in-person and via online voting through the Shenzhen Stock Exchange systems [2] Voting Procedures - Shareholders can vote through the Shenzhen Stock Exchange trading system or the internet voting system on June 30, 2025, from 9:15 to 15:00 [2] - Each shareholder can choose only one voting method, and duplicate votes will be counted based on the first valid vote [2] Agenda Items - The meeting will discuss the proposal for the company's share repurchase plan, which requires individual item voting [4][10] - The election of a non-independent director for the ninth board of directors will also be on the agenda [5][10] Registration and Attendance - All ordinary shareholders registered by the close of trading on June 23, 2025, are entitled to attend the meeting [2] - Specific registration procedures are outlined for both corporate and individual shareholders [6][7] Additional Information - The meeting will last half a day, and attendees are responsible for their own travel and accommodation expenses [7] - Detailed voting procedures and authorization forms for proxy voting are provided [8][9][11]

Group 1 - The company is holding a shareholder meeting on July 3, 2025, to discuss various agenda items including the revision of the company's articles of association and the election of a non-independent director [1][2]. - The first agenda item involves the revision of the company's articles of association and related documents, in compliance with the updated laws and regulations [1][2]. - The second agenda item is the election of Mr. Liu Zhao as a non-independent director of the company's eleventh board of directors, following a recommendation from the board [2][4]. Group 2 - The company has provided a brief biography of Mr. Liu Zhao, highlighting his educational background and extensive experience in financial management within the shipping industry [2][4].

Core Points - Hainan Mining Co., Ltd. is proposing to repurchase and cancel a total of 543,987 restricted stocks due to various reasons including non-compliance with incentive qualifications and performance standards [2][4] - The company will also change its registered capital and amend its articles of association following the repurchase of shares [4] - The company is electing new non-independent directors and supervisors as part of its governance structure adjustments [5][7] Group 1: Stock Repurchase and Cancellation - The company plans to repurchase 60,000 restricted stocks from one individual who became a supervisor and is no longer eligible for the incentive plan [2] - Additionally, 47,055 restricted stocks will be repurchased from four individuals who are no longer eligible due to various reasons such as illness or retirement [2] - A total of 436,932 restricted stocks will be canceled from individuals who did not meet performance standards or faced disciplinary actions [2] Group 2: Changes in Registered Capital - Following the repurchase of 14,013,575 shares, the company's registered capital will be adjusted accordingly [4] - The articles of association will be amended to reflect the new registered capital and total number of shares [4] Group 3: Governance Structure Adjustments - The company is nominating Zhou Hongxia as a candidate for a non-independent director position, following the resignation of a previous director [5] - The company is also nominating Cao Yu as a candidate for a non-employee representative supervisor, following the resignation of a previous supervisor [7] - Both candidates meet the necessary qualifications and have no significant conflicts of interest with the company [5][7]