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博汇股份: 关于向特定对象发行股票预案等相关文件更新情况说明的公告
Zheng Quan Zhi Xing· 2025-07-04 16:35
施,以及最新法律法规等情况 更新的具体内容详见公司同日披露的《宁波博汇化工科技股份有限公司 证券代码:300839 证券简称:博汇股份 公告编号:2025-092 债券代码:123156 债券简称:博汇转债 宁波博汇化工科技股份有限公司 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。 宁波博汇化工科技股份有限公司(以下简称"博汇股份"或"公司")于 2025 年 2 月 10 日召开第四届董事会第十九次会议、2025 年 2 月 26 日召开 2025 年第 二次临时股东大会,审议通过了关于公司 2025 年度向特定对象发行 A 股股票 的相关议案。公司于 2025 年 7 月 4 日召开第四届董事会第二十四次会议,根据 《公司法》《证券法》等有关法律法规及规范性文件的要求,结合公司实际情况 并根据股东大会的授权,审议通过了《关于公司 2025 年度向特定对象发行 A 股股票预案(修订稿)的议案》等议案。现将更新的主要情况说明如下: 一、关于公司 2025 年度向特定对象发行 A 股股票预案(修订稿) 章节 章节内容 主要更新情况 更新了本次发行已履行的审议程 ...
博汇股份: 宁波博汇化工科技股份有限公司2025年度向特定对象发行A股股票募集资金运用可行性分析报告(修订稿)
Zheng Quan Zhi Xing· 2025-07-04 16:35
Group 1 - The company plans to issue A-shares to specific investors to enhance its core competitiveness and sustainability [1] - The total amount to be raised from the issuance is not more than 416,826,805.92 yuan, which will be used to supplement working capital and repay bank loans [1][2] - As of March 2025, the company's debt-to-asset ratio stands at 79.41%, indicating a need for capital structure optimization [1] Group 2 - The issuance will be fully subscribed by Yuanxin Xi Wang Partnership, leading to a change in the controlling shareholder and actual controller to the Wuxi Huishan District State-owned Assets Management Office [2] - This change is expected to leverage state-owned assets for industrial cultivation and upgrading, supporting the company's long-term development [2] Group 3 - The company has established a fundraising management system to ensure the proper use and management of the raised funds [3] - The funds will be stored in a designated special account to ensure compliance and prevent misuse [3] Group 4 - The issuance is expected to enhance the company's financial strength, providing a solid foundation for growth and improving core competitiveness and profitability [4] - Following the issuance, both total assets and net assets will increase, while the debt-to-asset ratio will decrease, enhancing the company's ability to withstand financial risks [4] Group 5 - The funds raised will support future research and innovation, aligning with the company's development strategy and ensuring long-term sustainable growth [4]
中泰化学: 八届二十八次董事会决议公告
Zheng Quan Zhi Xing· 2025-07-04 16:34
证券代码:002092 证券简称:中泰化学 公告编号:2025-041 债券代码:148437 债券简称:23 新化 K1 新疆中泰化学股份有限公司 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。 新疆中泰化学股份有限公司(以下简称"公司")于2025年7月4日召开2025 年第二次临时股东会增补董事会成员后,经全体董事同意,于同日以通讯表决方 式召开八届二十八次董事会,会议应参加表决的董事9名,实际参加表决的董事 会议就提交的各项议案形成以下决议: 一、会议以赞成票9票,反对票0票,弃权票0票,审议通过关于选举董事长 的议案; 根据《公司法》、《公司章程》及有关法律、法规的规定,选举黄小虎先生 为公司董事长,任期自董事会审议通过之日起至本届董事会任期结束止。黄小虎 先生简历详见附件。 二、会议以赞成票 9 票,反对票 0 票,弃权票 0 票,审议通过关于增补公司 战略委员会委员的议案; 增补黄小虎先生、许鹏飞先生为公司第八届董事会战略委员会委员,黄小虎 先生担任主任委员。任期自董事会审议通过之日起至本届董事会任期结束止。黄 小虎先生、许鹏飞先生简历详见附件。 ...
亚星化学: 独立董事提名人声明与承诺
Zheng Quan Zhi Xing· 2025-07-04 16:34
Core Viewpoint - The nomination of Qi Zhiwen as an independent director candidate for Weifang Yaxing Chemical Co., Ltd. has been made, with the nominee agreeing to the position and meeting the necessary qualifications for independent directorship [1][5]. Group 1: Nominee Qualifications - The nominee possesses basic knowledge of the operation of listed companies and has over five years of relevant work experience in law, economics, accounting, finance, or management [1]. - The nominee has not yet obtained the independent director qualification certificate but commits to participating in training organized by the Shanghai Stock Exchange to acquire the necessary certification [1]. Group 2: Compliance with Regulations - The nominee's qualifications comply with various legal and regulatory requirements, including the Company Law of the People's Republic of China and the regulations set forth by the China Securities Regulatory Commission [2]. - The nominee meets the conditions outlined in the Shanghai Stock Exchange's self-regulatory rules regarding independent director qualifications [2]. Group 3: Independence Criteria - The nominee is independent and does not fall under any disqualifying conditions, such as holding significant shares in the company or having close relationships with major stakeholders [3][4]. - The nominee has no record of significant misconduct or penalties from regulatory bodies in the past 36 months [4][5]. Group 4: Additional Information - The nominee has not served as an independent director in more than three listed companies simultaneously and has not served on the board of Weifang Yaxing Chemical for more than six years [5]. - The nomination has been verified by the nomination committee of Weifang Yaxing Chemical, confirming no conflicts of interest exist between the nominator and the nominee [5].
广信材料: 上市公告书
Zheng Quan Zhi Xing· 2025-07-04 16:34
Core Viewpoint - Jiangsu Kuangshun Photosensitivity New-Material Stock Co., Ltd. is set to issue new shares through a simplified procedure aimed at specific investors, with the total amount raised expected to be approximately 143.5 million yuan [2][10][12]. Company Overview - Company Name: Jiangsu Kuangshun Photosensitivity New-Material Stock Co., Ltd. - Stock Code: 300537 - Established: May 12, 2006 - Listed: August 30, 2016 - Registered Capital: 200,395,122 yuan - Main Business: Research and development of photosensitive materials, production of photoresist inks, and related products [2][3][10]. New Share Issuance Details - Type of Shares: Domestic listed ordinary shares (A shares) with a par value of 1 yuan per share [3]. - Total Shares Issued: 7,915,057 shares [9]. - Issuance Price: 18.13 yuan per share, which is 91.97% of the average trading price over the previous 20 trading days [9][11]. - Total Funds Raised: 143,499,983.41 yuan, with net proceeds after expenses amounting to 140,666,101.28 yuan [10][11]. Issuance Process - The issuance was approved by the board and shareholders, and the necessary regulatory approvals were obtained from the China Securities Regulatory Commission [18]. - The issuance process adhered to relevant laws and regulations, ensuring fairness and transparency in the selection of investors [18] [19]. Investor Participation - A total of 12 investors participated in the issuance, with no involvement from the company's major shareholders or related parties [13][18]. - The investors include various private equity funds and asset management companies, ensuring a diverse investor base [14][16][17]. Lock-up Period - The shares acquired by the investors will be subject to a lock-up period of 6 months from the listing date, which is set for July 10, 2025 [19]. Future Implications - The issuance is expected to enhance the company's capital base, supporting its growth in the photosensitive materials sector and aligning with its strategic objectives [10][12].
三维股份: 三维控股集团股份有限公司关于2024年年度报告信息披露监管问询函的回复公告
Zheng Quan Zhi Xing· 2025-07-04 16:34
Core Viewpoint - The company has responded to the Shanghai Stock Exchange's inquiry regarding its 2024 annual report, addressing issues related to internal control and financing practices, particularly concerning loans obtained through suppliers and the management of restricted funds [1]. Summary by Relevant Sections Internal Control Audit Opinion - The internal control audit opinion for the 2024 annual report is a qualified opinion with emphasis on matters, specifically regarding the company's practice of obtaining bank loans through suppliers. As of the end of 2024, the bank loan balance was 1.278 billion yuan, with corrective measures already initiated [1]. - The company reported a cash balance of 332 million yuan at the end of 2024, with restricted funds amounting to 180 million yuan, which includes various guarantees [1]. Financing through Suppliers - The company has engaged in financing through suppliers, where loans are first deposited into the company's account and then paid to suppliers, who subsequently return the funds to the company. The outstanding balance of such loans as of June 10, 2025, was 927.5294 million yuan [1][4]. - The company has not signed formal loan agreements for these transactions, and the suppliers do not charge fees, with the company bearing the principal and interest costs [1]. Specific Loan Details - The report includes detailed tables of loans issued to various suppliers over the past three years, indicating the amounts, repayment timelines, and the nature of the transactions. For instance, loans to suppliers like Zhejiang Hongbang Textile Co., Ltd. and Inner Mongolia Guangju New Materials Co., Ltd. are highlighted [2][5][6]. - The total amount of loans issued to suppliers in 2022 was 2.173 billion yuan, with a repayment of 580 million yuan by June 10, 2025, leaving an outstanding balance of 927.5294 million yuan [4]. Compliance and Future Actions - The company is required to provide additional disclosures regarding its financing practices, including the specific circumstances of loans obtained from suppliers, the nature of the relationships, and the management of restricted funds [1]. - The company has committed to improving its internal control systems and has initiated self-assessments to identify any potential deficiencies [1].
三维股份: 天健会计师事务所问询函专项说明〔2025〕739号
Zheng Quan Zhi Xing· 2025-07-04 16:34
Group 1: Internal Control Audit Opinion - The internal control audit opinion for the company's 2024 annual report is an unqualified opinion with an emphasis of matter, indicating issues related to obtaining bank loans through supplier lending and discounting financing via letters of credit and supply chain notes [1][2] - As of the end of 2024, the company had an outstanding bank loan balance of 1.278 billion yuan, with cash and cash equivalents amounting to 332 million yuan, of which 180 million yuan was restricted [1][2] - The company has taken corrective measures regarding the identified issues, and preliminary improvements have been noted as of the audit report date [1] Group 2: Supplier Lending and Financing - The company has engaged in supplier lending, where approved bank loans are first deposited into the company's account and then paid to suppliers, who return the funds shortly thereafter [3][4] - As of June 10, 2025, the outstanding balance of supplier lending was 927.5294 million yuan, with 581 million yuan repaid [3][4] - Specific details regarding supplier lending over the past three years include various suppliers, amounts, and repayment timelines, indicating a structured approach to managing supplier financing [3][4][5] Group 3: Discount Financing via Letters of Credit - The company has utilized letters of credit and supply chain notes for discount financing, with specific suppliers and financing methods detailed [8] - The financing process involves the company issuing letters of credit to suppliers, who then discount these letters, with associated costs deducted directly from the company's account [8] - The financing activities are structured to ensure that funds are utilized for legitimate business transactions, maintaining compliance with industry standards [8]
双环科技: 2025年半年度业绩预告
Zheng Quan Zhi Xing· 2025-07-04 16:22
Group 1 - The company expects a net profit loss for the period from January 1, 2025, to June 30, 2025, with total profit loss estimated between 10 million to 14 million yuan, while profit for the same period last year was approximately 30,750.35 million yuan [1] - The net profit attributable to shareholders is also projected to be a loss of 10 million to 14 million yuan, compared to a profit of 30,753.66 million yuan in the previous year [1] - The company anticipates a loss of 15 million to 19 million yuan in net profit after deducting non-recurring gains and losses, while last year's profit was around 30,089.55 million yuan [1] Group 2 - Basic earnings per share are expected to be a loss of 0.0215 yuan to 0.0302 yuan per share, contrasting with earnings of 0.6626 yuan per share in the same period last year [1] - The decline in profit is attributed to a significant decrease in the sales prices of the company's main products, soda ash and ammonium chloride, compared to the same period last year [1]
振华新材: 关于公司取消监事会并修订《公司章程》及修订、制定部分治理制度的公告
Zheng Quan Zhi Xing· 2025-07-04 16:22
Core Viewpoint - Guizhou Zhenhua New Materials Co., Ltd. has decided to abolish its supervisory board and amend its articles of association to enhance corporate governance in compliance with relevant laws and regulations [1][2]. Group 1: Cancellation of Supervisory Board - The company will no longer establish a supervisory board and supervisors, with the audit committee of the board of directors assuming the powers previously held by the supervisory board [1][2]. - The rules governing the supervisory board will be abolished, and any references to the supervisory board in the company's regulations will no longer apply [1][2]. Group 2: Amendments to Articles of Association - The amendments to the articles of association aim to improve the corporate governance structure and adapt to the regulatory requirements for companies listed on the Sci-Tech Innovation Board [2][3]. - The term "shareholders' meeting" will be uniformly modified to "shareholders' assembly," and references to "supervisors" and "supervisory board resolutions" will be removed [2][3]. - The amendments will also include changes in the numbering of articles and minor wording adjustments without altering the substantive content [2][3].
芳源股份: 独立董事候选人声明与承诺(梁健帮)
Zheng Quan Zhi Xing· 2025-07-04 16:22
广东芳源新材料集团股份有限公司 独立董事候选人声明与承诺 本人 梁健帮 ,已充分了解并同意由提名人广东芳源新材料集团股份有限公 司董事会提名为广东芳源新材料集团股份有限公司第四届董事会独立董事候选 人。本人公开声明,本人具备独立董事任职资格,保证不存在任何影响本人担任 广东芳源新材料集团股份有限公司独立董事独立性的关系,具体声明并承诺如下: 一、本人具备上市公司运作的基本知识,熟悉相关法律、行政法规、部门规 章及其他规范性文件,具有五年以上法律、经济、会计、财务、管理等履行独立 董事职责所必需的工作经验。 (八)中国证监会《证券基金经营机构董事、监事、高级管理人员及从业人 员监督管理办法》等的相关规定(如适用); (九)《银行业金融机构董事(理事)和高级管理人员任职资格管理办法》 《保险公司董事、监事和高级管理人员任职资格管理规定》《保险机构独立董事 管理办法》等的相关规定(如适用); 二、本人任职资格符合下列法律、行政法规和部门规章以及公司规章的要求: (一)《中华人民共和国公司法》等关于董事任职资格的规定; (二)《中华人民共和国公务员法》关于公务员兼任职务的规定(如适用); (三)中国证监会《上市公司独 ...