深圳市长方集团股份有限公司 董事和高级管理人员所持 公司股份及其变动管理规则 目 录 第一章 总则 第二章 股份管理 第一章 总则 第三章 信息申报与披露 第一条为加强对深圳市长方集团股份有限公司（以下简称"公司"或"本公司"） 董事、高级管理人员所持本公司股份及其变动的管理，做好相应的信息披露，根 据《中华人民共和国公司法》（以下简称"《公司法》"）、《中华人民共和国证 券法》（以下简称"《证券法》"）、《深圳证券交易所创业板股票上市规则》、 《深圳证券交易所上市公司自律监管指引第 2 号——创业板上市公司规范运 作》、《深圳证券交易所上市公司自律监管指引第 18 号——股东及董事、高级 管理人员减持股份》、《深圳证券交易所上市公司自律监管指引第 10 号——股 份变动管理》、《上市公司董事和高级管理人员所持本公司股份及其变动管理规 则》等法律法规以及《深圳市长方集团股份有限公司章程》（以下简称"《公司 章程》"）的相关规定，制定本制度。 第四章 责任追究 第二条 本制度适用于公司的董事和高级管理人员所持公司股份及其变动的 管理。 第五章 附则 第三条公司董事和高级管理人员所持本公司股份，是指登记在其名下和 ...

深圳市长方集团股份有限公司 第一章 总则 第二章 离职情形与程序 第三章 离职后的责任及义务 第四章 责任追究 第五章 附则 第一章 总则 第一条 为规范深圳市长方集团股份有限公司（以下简称"公司"）董事、高 级管理人员离职管理，保障公司治理稳定性和股东的合法权益，根据《中华人 民共和国公司法》《上市公司章程指引》《深圳证券交易所创业板股票上市规 则》《深圳证券交易所上市公司自律监管指引第2号——创业板上市公司规范 运作》等法律法规、规范性文件以及《深圳市长方集团股份有限公司章程》（ 以下简称"《公司章程》"）的有关规定，结合公司的实际情况，特制定本制度。 第二条 本制度适用于公司全体董事（包括独立董事）和高级管理人员因任 期届满、辞任、被解除职务或其他原因离职的情形。 第二章 离职情形与程序 第三条 公司董事、高级管理人员可以在任期届满前辞任，董事、高级管理 人员辞任应当向公司董事会提交书面辞职报告。公司收到辞职报告之日辞任生 效，公司将在两个交易日内披露有关情况。 第四条 如存在下列情形，在改选出的董事就任前，原董事仍应当依照法律 法规、规范性文件和《公司章程》的规定，继续履行董事职责，但存在相关法 规另 ...

Group 1 - The company ST Changfang (300301.SZ) plans to publicly transfer its assets, including the Pingshan Changfang Industrial Park and Changfang Group Building, through a public listing [1] - The initial listing price for the assets is set at 374 million yuan, based on an evaluation report from Shanghai Zhonghua Asset Appraisal Co., Ltd [1] - If the first listing does not attract qualified bidders, the company will conduct a second listing with a minimum price of 311 million yuan [1] Group 2 - Both listing periods will last for five working days, and if no qualified bidders are found after both attempts, the company will terminate the asset listing process [1]

Core Viewpoint - The company is actively advancing the development of new technologies in the smart lighting sector, focusing on plant adaptive control spectrum and wireless networking for intelligent control circuits [1] Group 1: Company Initiatives - The company is promoting the research and development of intelligent control circuits for smart lighting [1] - Some of the company's smart lighting products currently support intelligent control functions through 5G network environments and accompanying apps [1] Group 2: Industry Trends - The industry is moving towards increased product intelligence and connectivity, with a focus on integrating advanced technologies such as 5G and wireless networking [1]

Group 1 - The divorce of Xu Jianjun, a director of Lianyu Co., Ltd., will result in the division of his shares among his ex-wife and two children, with a total of 502,307 shares being affected [1][2] - Xu Jianjun will transfer 125,577 shares (0.17% of total shares) to his ex-wife, and 251,154 shares (0.34% of total shares) will be divided equally between his two children, each receiving 125,577 shares [1][2] - The market value of Xu Jianjun's shares before the division was approximately 16.77 million yuan, meaning each recipient will receive shares worth about 4.19 million yuan [2] Group 2 - Lianyu Co., Ltd. was established in 2012 and went public in November 2023, focusing on the R&D, production, and sales of medium and high-power LED lighting products [2] - The company is facing challenges with revenue growth not translating into profit, reporting a revenue of 1.471 billion yuan in 2024, a year-on-year increase of 6.45%, but a net profit of 101 million yuan, down 33.89% [2] - The company's 2025 semi-annual earnings forecast indicates a further decline in net profit, expected to be between 13.45 million and 17.13 million yuan, representing a year-on-year decrease of 77.57% to 82.39% [3]

Core Viewpoint - Ningbo Yaotai Optoelectronics Technology Co., Ltd. has had its IPO application accepted by the Beijing Stock Exchange, transitioning from the Shenzhen Stock Exchange's Growth Enterprise Market [1][2] Group 1: Company Overview - Yaotai specializes in the research, design, production, and sales of outdoor lighting fixtures, including courtyard lighting, smart lighting, solar lighting, and work lighting [1] - The company has established partnerships with major global retailers such as ADEO, Lowe's, Home Depot, and Kingfisher, and has its own brands "LUTEC" and "UME" [2] Group 2: Financial Performance - Revenue from overseas markets accounts for over 90% of total income, with international sales reported at 463 million yuan, 469 million yuan, and 535 million yuan from 2022 to 2024, representing 95.60%, 96.76%, and 97.18% of main business income respectively [6] - The company's projected revenues for 2022, 2023, and 2024 are 487 million yuan, 489 million yuan, and 552 million yuan, with net profits of 37.8 million yuan, 64.9 million yuan, and 85.2 million yuan respectively [2] Group 3: Management and Governance - The company has faced scrutiny regarding its management, particularly with the appointment of a former full-time housewife as a senior executive, raising concerns about professional qualifications [4][5] - The actual controllers of the company, Fang Yi and Zhang Liqing, hold nearly 80% of the shares, which raises potential risks related to governance and control [4][5] Group 4: Risks and Challenges - The company has high accounts receivable, with balances of 97.1 million yuan, 120 million yuan, and 108 million yuan from 2022 to 2024, which could lead to operational cash flow pressures [7] - Inventory levels have increased, with values of 87.9 million yuan, 85.8 million yuan, and 125 million yuan from 2022 to 2024, potentially affecting cash flow and operational efficiency [8]

为保障公司规范运作，监事会重新审议通过了《2024 年度非经营性资金占用及其他 关联资金往来情况的专项报告》，并同意将该议案再次提交股东大会审议。具体内容详 见公司于 2025 年 7 月 15 日在巨潮资讯网（http://www.cninfo.com.cn）上披露的相关 公告。 表决结果：同意 3 票，反对 0 票，弃权 0 票。 三、备查文件 一、监事会会议召开情况 广东三雄极光照明股份有限公司(以下简称"公司") 第六届监事会第二次会议（以 下简称"会议"）于 2025 年 7 月 9 日以电子邮件等方式发出通知，会议于 2025 年 7 月 事会主席区艳琼女士召集和主持。会议的召集、召开程序以及表决程序符合《公司法》 及《公司章程》等有关规定，形成的决议合法有效。 二、监事会会议审议情况 与会监事经过讨论，审议并以记名投票表决方式通过以下议案： 公司于 2025 年 4 月 24 日召开第五届监事会第十五次会议审议通过了《2024 年度非 经营性资金占用及其他关联资金往来情况的专项报告》，该议案经公司于 2025 年 5 月 22 日召开的 2024 年度股东大会审议未获通过。具体内容详见公司于 2 ...

Performance Forecast - The company expects a net profit attributable to shareholders of 81 million to 99 million yuan, representing a year-on-year increase of 87.64% to 129.34% compared to 43.1672 million yuan in the same period last year [1] - The net profit after deducting non-recurring gains and losses is projected to be between 61 million to 78 million yuan, indicating a year-on-year growth of 203.82% to 288.50% from 20.0774 million yuan [1] - The basic earnings per share are estimated to be between 0.1050 yuan and 0.1283 yuan, compared to 0.056 yuan per share in the previous year [1] Reasons for Performance Change - The company has maintained a strong market competitiveness by focusing on its core business and responding to customer needs through timely technological and product innovations [1] - Continuous efforts to eliminate management waste and enhance organizational efficiency have further improved overall profitability [1]

Core Viewpoint - The major shareholder, Chen Songhui, has made significant progress in increasing his stake in Guangdong Sanxiong Aurora Lighting Co., Ltd, having already acquired 1,537,600 shares, which is 0.5505% of the total share capital, as part of a planned increase of at least 1,398,000 shares [2][3]. Group 1: Shareholder's Increase Plan - Chen Songhui plans to increase his holdings by a minimum of 1,398,000 shares and a maximum of 2,793,310 shares within a six-month period starting from April 8, 2025 [2][3]. - The increase is based on confidence in the company's future development and investment value, with no set price range for the purchases [2][3]. Group 2: Progress of the Increase Plan - As of the date of the announcement, Chen Songhui has already met the minimum target of the increase plan, having spent approximately RMB 16.6068 million (including transaction fees) [2][3]. - Prior to the increase, Chen held 24,540,417 shares (8.7854% of total share capital), and after the increase, he holds 26,078,017 shares (9.3359% of total share capital) [3]. Group 3: Compliance and Future Considerations - The company assures that the increase plan will not lead to changes in the controlling shareholder or actual controller [5]. - Chen Songhui will consider further increases based on market conditions and will comply with legal disclosure obligations [3][4].

Core Points - Guangdong Jiuliang Co., Ltd. is proposing amendments to its articles of association, primarily changing references from "shareholders' meeting" to "shareholders' assembly" [1][2] - The amendments include non-substantive changes such as adjustments to clause numbers and punctuation, which are not listed individually [1] - The company aims to protect the legal rights of shareholders, employees, and creditors while ensuring compliance with relevant laws and regulations [1][2] Summary by Sections - **Article Amendments**: The articles of association will be revised to reflect the change from "shareholders' meeting" to "shareholders' assembly" without detailing each specific change due to the volume of affected clauses [1] - **Company Establishment**: The company is established as a joint-stock company in accordance with the Company Law and other relevant regulations, transitioning from a limited liability company [1][2] - **Company Name and Location**: The registered name will change from Guangdong Jiuliang Co., Ltd. to Hubei Jiuliang Co., Ltd., with the registered address updated accordingly [1][2] - **Legal Representative**: The chairman of the board will serve as the legal representative, with provisions for appointing a new representative within thirty days if the current one resigns [1][2] - **Shareholder Responsibilities**: Shareholders are liable for the company's debts only to the extent of their subscribed shares, while the company is responsible for its debts with all its assets [2] - **Capital Increase Methods**: The company may increase capital through various methods, including public and private offerings, as decided by the shareholders' assembly [2][3] - **Share Buyback Conditions**: The company can repurchase its shares under specific conditions, such as capital reduction or dissenting shareholder requests, with limitations on the total number of shares repurchased [2][3] - **Shareholder Rights**: Shareholders have rights to dividends, participation in meetings, and access to company documents, with provisions for legal recourse if their rights are violated [2][3] - **Board and Shareholder Meeting Procedures**: The articles outline the procedures for convening board and shareholder meetings, including voting requirements and the ability to challenge decisions in court if they violate laws or regulations [2][3]