登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：603978证券简称：深圳新星公告编号：2025-083 深圳市新星轻合金材料股份有限公司 关于以集中竞价交易方式回购 公司股份进展公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或者重大遗漏，并对其内容 的真实性、准确性和完整性承担法律责任。 重要内容提示： ■ 特此公告。 一、回购股份的基本情况 2024年2月7日，深圳市新星轻合金材料股份有限公司（以下简称"公司"）实际控制人、董事长兼总经理 陈学敏先生向公司董事会提议公司以自有资金通过集中竞价交易方式回购公司股份，回购股份用于员工 持股计划或股权激励。2024年2月20日，公司第五届董事会第四次会议审议通过了《关于以集中竞价交 易方式回购公司股份方案的议案》，同意公司以自有资金通过上海证券交易所交易系统以集中竞价交易 方式回购公司股份，回购股份用于员工持股计划或股权激励，回购股份的价格为不超过人民币18元/ 股；回购股份的资金总额不低于人民币3,000万元（含），不超过人民币6,000万元（含）；回购期限为 自董事会审议通过回购股份方案之日起12个月（即2024年2月2 ...

证券代码：603978 证券简称：深圳新星 公告编号：2025-079 监事会对公司编制的《2025年半年度报告及摘要》发表如下审核意见： （1）公司2025年半年度报告的编制和审议程序符合法律法规、《公司章程》 和公司内部管理制度的各项规定； （2）公司2025年半年度报告内容和格式符合中国证监会和上海证券交易所的 各项规定，所包含的信息能从各个方面真实反映公司报告期内的经营管理和财务 状况； （3）在提出本意见前，未发现参与公司2025年半年度报告编制和审议的人员 有违反保密规定的行为。 《2025年半年度报告摘要》同日刊登在《中国证券报》《上海证券报》《证券 时报》 《证券日报》以及上海证券交易所网站（http://www.sse.com.cn）上， 深圳市新星轻合金材料股份有限公司 本公司监事会及全体监事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担个别及连带责任。 一、监事会会议召开情况 深圳市新星轻合金材料股份有限公司（以下简称"公司"）第五届监事会第十 四次会议于 2025 年 8 月 27 日在深圳市光明区高新产业园区汇业路 6 号新星公司 ...

Core Viewpoint - Shenzhen New Star Light Alloy Materials Co., Ltd. is involved in a lawsuit concerning construction contract disputes, with its wholly-owned subsidiary, Ganzhou Songhui Fluorine New Materials Co., Ltd., as the defendant [2][3]. Group 1: Lawsuit Details - The lawsuit was initiated by China Construction Guoxin Engineering Construction Group Co., Ltd. against Ganzhou Songhui for unpaid construction fees totaling RMB 3,203,745 [3][4]. - The total contract value for the seven contracts in question is RMB 20.14 million, with the dispute arising from the remaining unpaid amount [3]. - The reasons for the unpaid amount include the plaintiff's failure to pay workers' wages and issues with project quality not meeting contract standards [4]. Group 2: Financial Implications - The court has frozen RMB 3,412,025 in the bank account of Ganzhou Songhui for one year as part of the asset preservation request [5]. - The lawsuit's outcome is currently uncertain, and it is not possible to assess its impact on the company's profits at this stage [2][6]. - Despite the frozen account, the company can still operate through other unfrozen accounts, ensuring stability in daily operations [6]. Group 3: Other Legal Matters - As of the announcement date, there are no other undisclosed significant lawsuits or arbitration matters involving the company or its subsidiaries [7].

Summary of Key Points Core Viewpoint - Shenzhen Xinxing Light Alloy Materials Co., Ltd. has signed a maximum guarantee contract with CITIC Bank for a credit application of 160 million yuan for its subsidiary, Luoyang Xinxing, indicating a strategic move to support its subsidiaries' financial needs and operational stability [2][9]. Group 1: Guarantee Overview - The company has provided a joint liability guarantee for its subsidiary Luoyang Xinxing to secure a credit line of 160 million yuan from CITIC Bank [2]. - The total expected guarantee for the year 2025 includes 1.8 billion yuan for Luoyang Xinxing, 350 million yuan for Songyan New Energy, and 350 million yuan for Ganzhou Songhui, with a total of 2.5 billion yuan in guarantees planned [3]. Group 2: Internal Decision-Making Process - The board of directors approved the guarantee during meetings held on April 24, 2025, and May 15, 2025, confirming the necessity of the guarantees for the subsidiaries' operational needs [3][9]. - The board believes that the guarantees align with the company's strategic development and will not harm the interests of the company or its shareholders [9]. Group 3: Guarantee Details - The guarantee covers the principal amount, interest, penalties, and all related costs associated with the debt [7]. - The guarantee period is set for three years from the maturity date of the main contract, with specific conditions outlined for various types of financial agreements [7][8]. Group 4: Financial Position and Risk Assessment - As of the announcement date, the total external guarantees provided by the company and its subsidiaries amount to 3.4017524 billion yuan, which is 196.58% of the company's audited net assets for 2024 [9]. - There are no overdue guarantees, and the company has not provided guarantees for controlling shareholders or related parties [9].

Core Points - Shenzhen New Star Light Alloy Materials Co., Ltd. has completed the registration of its 2025 stock option incentive plan, granting a total of 2 million stock options to 6 individuals [1][11] - The stock options were granted on July 16, 2025, with an exercise price set at 13.33 yuan per option [4][11] - The incentive plan has a maximum validity period of 36 months, with a waiting period of 12 to 24 months before the options can be exercised [5][11] Decision Process and Disclosure - The decision-making process for the incentive plan included multiple meetings of the board of directors and the supervisory board, with approvals obtained on June 16 and July 2, 2025 [2][3] - The names and positions of the incentive recipients were publicly disclosed internally from June 17 to June 26, 2025, with no objections raised [2][3] Specifics of the Stock Option Grant - The stock options are sourced from company repurchases and/or directed issuance of A-shares to the incentive recipients [4] - The exercise conditions include the company not having any adverse audit opinions and the recipients not being disqualified by regulatory authorities [7][8] Financial Impact - The fair value of the stock options was calculated using the Black-Scholes model, with a reference stock price of 16.83 yuan per share and a historical volatility of approximately 20.42% [11][12] - The costs associated with the stock options will be recognized in the company's regular financial results over the implementation period of the incentive plan [12]

Core Viewpoint - The legal opinion letter confirms that Shenzhen Xinxing Light Alloy Materials Co., Ltd. has obtained the necessary approvals and authorizations for its 2025 stock option incentive plan, which aims to grant stock options to eligible employees under specified conditions [1][4][9]. Group 1: Legal Framework and Approval - The legal opinion is issued by Guangdong Prometheus (Longgang) Law Firm, confirming compliance with relevant laws and regulations, including the Company Law and Securities Law [2][3]. - The company has received approval from the board of directors and the supervisory board for the stock option incentive plan, ensuring that all necessary procedures have been followed [4][6]. Group 2: Granting Conditions and Specifics - The stock option incentive plan specifies that stock options can only be granted if certain conditions are met, including the absence of negative audit opinions in the most recent financial reports [6][8]. - The stock options have a maximum validity period of 36 months from the date of grant, with a waiting period of 12 to 24 months before they can be exercised [7][9]. Group 3: Performance Assessment and Targets - The performance assessment for the stock options is based on the company's revenue growth compared to the 2024 fiscal year, with specific growth targets set for the years 2025 and 2026 [9]. - The plan outlines that if performance targets are not met, the stock options will be canceled, and the individual performance assessments will also affect the ability to exercise options [9][10].

Core Viewpoint - Shenzhen Xinxing Light Alloy Materials Co., Ltd. has announced the public disclosure and verification opinions regarding the list of incentive objects for the 2025 stock option incentive plan, confirming that the process is compliant with relevant regulations and that no objections were raised during the public notice period [1][2]. Disclosure and Verification Process - The company held the 29th meeting of the fifth board of directors and the 12th meeting of the fifth supervisory board to review and approve the draft of the 2025 stock option incentive plan and related proposals [1]. - The public notice period for the incentive object list was from June 17, 2025, to June 26, 2025, during which employees could provide feedback through various channels [1][2]. - No objections were received by the supervisory board by the end of the public notice period [1]. Supervisory Board Verification Opinions - The supervisory board verified the list of proposed incentive objects, their identification documents, employment contracts, and positions held within the company [2]. - The verification was conducted in accordance with the Management Measures, the company's articles of association, and relevant laws and regulations [2][3]. - The supervisory board concluded that the public disclosure process was legal and effective, and all individuals included in the incentive object list met the necessary qualifications as per the relevant regulations [3].

Group 1 - The core viewpoint of the report is to provide an overview of the management and operational status of the convertible bonds issued by Shenzhen Sunxing Light Alloys Materials Co., Ltd. [1][2] - The company issued a total of 5.95 billion yuan in convertible bonds, with a maturity of 6 years and an initial coupon rate of 0.4% in the first year, increasing to 1% in the third year [1][2] - The company reported a net loss of 291.88 million yuan for the year 2024, attributed to asset impairment losses and increased operational costs [2][3] Group 2 - As of the end of 2024, the company had total assets of 389.87 million yuan, a 8.86% increase from the previous year, while total liabilities rose by 9.34% to 216.84 million yuan [2][3] - The company utilized 240.53 million yuan of the raised funds for investment projects, with a remaining balance of 33.88 million yuan in the special account for raised funds [3][5] - The company has established a pledge guarantee for the convertible bonds, with the controlling shareholder pledging 32,148,795 shares as collateral [5][6] Group 3 - The company has faced challenges in project progress, particularly in the construction of the engineering research center and the production capacity of the refined agent project, due to market demand fluctuations [4][5] - The company has temporarily supplemented working capital with 310 million yuan from the raised funds, which is expected to be returned within 12 months [3][5] - The company has complied with its information disclosure obligations, providing regular updates on the status of the convertible bonds and related financial activities [6][7]

Core Viewpoint - The independent financial advisor report by Shenwan Hongyuan Securities evaluates the stock option incentive plan of Shenzhen New Star Light Alloy Materials Co., Ltd. for 2025, confirming its feasibility and alignment with relevant regulations [1][2][3]. Group 1: Stock Option Incentive Plan Overview - The stock option incentive plan aims to grant stock options to a total of 6 individuals, representing 0.95% of the company's total share capital [4][6]. - The plan includes a waiting period of 12 to 24 months before the options can be exercised, with a maximum validity of 36 months [8][10]. - The exercise price for the stock options is set at 13.33 RMB per share, which is based on the average trading price of the company's shares prior to the announcement [7][20]. Group 2: Performance Assessment Criteria - The performance assessment for the incentive plan is divided into company-level and individual-level evaluations, with the company-level targets based on revenue growth compared to the previous year [19][21]. - The revenue growth targets for the first assessment year (2025) are set at a minimum of 18% compared to 2024, while for the second year (2026), the target is 48% [15][19]. - Individual performance will be assessed annually, determining the proportion of options that can be exercised based on performance ratings [19][21]. Group 3: Compliance and Feasibility - The report confirms that the company meets the conditions for implementing the stock option incentive plan as outlined in the relevant regulations, with no disqualifying circumstances present [21][22]. - The plan has been structured to ensure that it does not harm the interests of the company or its shareholders, with provisions in place to terminate the plan if certain negative conditions arise [21][22]. - The independent financial advisor believes that the implementation of this incentive plan will positively impact the company's operational sustainability and shareholder equity in the long term [21].

证券代码：603978 证券简称：深圳新星 公告编号：2025-056 深圳市新星轻合金材料股份有限公司 本公司监事会及全体监事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担个别及连带责任。 一、监事会会议召开情况 深圳市新星轻合金材料股份有限公司（以下简称"公司"）第五届监事会第十 二次会议于 2025 年 6 月 16 日在深圳市光明区高新产业园区新星公司红楼会议室 以通讯会议的形式召开。本次会议由监事会主席谢志锐先生主持，应出席监事 3 人，实际出席监事 3 人。本次会议的召集和召开符合《公司法》和《公司章程》 的规定，合法有效。 二、监事会会议审议情况 案》 案》 经核查，监事会认为：公司《2025 年股票期权激励计划实施考核管理办法》 符合国家的有关规定和公司的实际情况，能确保公司股票期权激励计划的顺利实 施，将进一步完善公司治理结构，形成良好、均衡的价值分配体系，建立股东与 员工之间的利益共享与约束机制。我们同意将本次议案提交公司股东大会审议。 具体内容详见同日刊登在上海证券交易所网站（http://www.sse.com.cn）上 的《2025 ...