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纽威数控: 纽威数控内幕信息知情人登记制度
Zheng Quan Zhi Xing· 2025-07-21 09:16
Core Viewpoint - The document outlines the insider information management system of Nuwei CNC Equipment (Suzhou) Co., Ltd, aiming to regulate insider information handling, enhance confidentiality, and ensure fair information disclosure in compliance with relevant laws and regulations [2][3][4]. Group 1: Insider Information Definition - Insider information refers to non-public information that significantly impacts the company's operations, finances, or the trading prices of its securities, including major changes in business strategy, significant asset transactions exceeding 30% of total assets, and major losses or debts [3][4][5]. Group 2: Insider Information Recipients - Insider information recipients include company directors, senior management, shareholders holding over 5% of shares, and personnel from related companies or regulatory bodies who can access insider information due to their roles [2][3][4]. Group 3: Confidentiality Responsibilities - Insider information recipients are obligated to maintain confidentiality and are prohibited from disclosing or trading based on insider information. Measures must be taken to limit the number of individuals aware of such information [6][7][9]. Group 4: Record-Keeping and Reporting - The company must maintain accurate records of insider information recipients and report this information to relevant authorities within five trading days after the public disclosure of insider information. Records must be kept for at least ten years [11][12][22]. Group 5: Accountability and Penalties - The company is responsible for investigating any breaches of insider information confidentiality and may impose penalties on individuals who leak information or engage in insider trading. Serious violations may lead to criminal prosecution [13][14][15].
纽威数控: 纽威数控独立董事工作制度
Zheng Quan Zhi Xing· 2025-07-21 09:16
Core Points - The independent director system aims to enhance the governance structure of Nuwei CNC Equipment (Suzhou) Co., Ltd, ensuring scientific decision-making and protecting the rights of all shareholders, especially minority shareholders [1][2] - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their independent judgment [1][2] - The board must include at least one-third independent directors, with at least one being a professional accountant [2][3] Group 1: Independent Director Responsibilities - Independent directors are required to participate in board decisions and provide clear opinions on matters discussed [16][17] - They have the authority to independently hire intermediaries for auditing, consulting, or verification of specific company matters [17] - Independent directors must report any violations of laws or regulations to the board and can escalate issues to regulatory bodies if necessary [30][31] Group 2: Independence and Qualifications - Independent directors must meet specific independence criteria, including not having significant business relationships with the company or its major shareholders [8][9] - Candidates for independent director positions must possess relevant experience and qualifications, including at least five years in legal, accounting, or economic roles [6][7] - Independent directors must maintain their independence and report any situations that may affect their impartiality [2][3] Group 3: Appointment and Termination - The nomination and election of independent directors must follow a transparent process, including obtaining consent from nominees and disclosing their qualifications [5][6] - Independent directors serve terms aligned with other board members, with a maximum continuous service of six years [13][14] - The company must promptly disclose reasons for the termination of independent directors if applicable [14][15] Group 4: Communication and Reporting - Independent directors are required to communicate regularly with minority shareholders and provide annual reports on their activities and performance [28][31] - They must ensure that they have access to all necessary information to perform their duties effectively [16][17] - Independent directors should maintain detailed records of their activities and decisions, which must be preserved for at least ten years [12][13]
纽威数控: 纽威数控信息披露暂缓与豁免管理制度
Zheng Quan Zhi Xing· 2025-07-21 09:16
纽威数控装备(苏州)股份有限公司 信息披露暂缓与豁免管理制度 第一章 总则 (一)属于核心技术信息等,披露后可能引致不正当竞争的; (二)属于公司自身经营信息,客户、供应商等他人经营信息,披露后可能 侵犯公司、他人商业秘密或者严重损害公司、他人利益的; (三)披露后可能严重损害公司、他人利益的其他情形。 第五条 公司和其他信息披露义务人暂缓、豁免披露商业秘密后,出现下列 情形之一的,应当及时披露: (一)暂缓、豁免披露原因已消除; (二)有关信息难以保密; 第一条 为规范纽威数控装备(苏州)股份有限公司(以下简称"公司") 的信息披露暂缓与豁免行为,促进公司依法规范运作,切实保护公司、股东、债 权人及其他利益相关者的合法权益,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》")、 《上市公司信息披露管理办法》《上市公司信息披露暂缓与豁免管理规定》《上 海证券交易所科创板股票上市规则》(以下简称"《上市规则》")、《上海证 券交易所科创板上市公司自律监管指引第 1 号——规范运作》(以下简称"《规 范运作指引》")等法律、法规、规范性文件及《纽威数控装备( ...
纽威数控: 纽威数控董事及高级管理人员薪酬管理制度
Zheng Quan Zhi Xing· 2025-07-21 09:16
Group 1 - The purpose of the remuneration management system is to standardize the compensation for the board of directors and senior management, establish effective incentive and restraint mechanisms, and align with the company's strategic development goals [1] - The system applies to the secretary of the board and the chief financial officer, as well as other senior management as defined in the company's articles of association [1] - The remuneration principles and structure are designed to link compensation to performance and compliance with relevant laws and regulations [1][2] Group 2 - All expenses incurred in the course of performing duties will be borne by the company, including basic salary and allowances for directors [1][2] - Social insurance and housing provident fund contributions will be made according to national and local laws and regulations [2] - The remuneration management institution is responsible for guiding the implementation of this system and ensuring compliance with the company's articles of association [2]
纽威数控: 纽威数控股东会议事规则
Zheng Quan Zhi Xing· 2025-07-21 09:16
Core Points - The document outlines the rules governing the shareholders' meetings of Nuwei CNC Equipment (Suzhou) Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3] Group 1: General Provisions - The company must convene shareholders' meetings in accordance with the law, ensuring shareholders can exercise their rights [1][2] - Shareholders have rights to information, speech, inquiry, and voting at the meetings [1][3] Group 2: Powers of the Shareholders' Meeting - The shareholders' meeting is the company's authority body, responsible for electing and replacing directors, approving reports, and deciding on profit distribution [2][3] - The meeting can also make decisions on capital changes, bond issuance, mergers, and amendments to the company's articles of association [2][3] Group 3: Meeting Procedures - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year, with temporary meetings called as necessary [7][8] - Legal opinions must be obtained for the meeting's legality, attendance qualifications, and voting procedures [9] Group 4: Proposals and Notifications - Proposals must fall within the powers of the shareholders' meeting and be clearly defined [16][17] - Notifications for meetings must be sent out 20 days in advance for annual meetings and 15 days for temporary meetings [18][19] Group 5: Voting and Resolutions - Resolutions can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions needing two-thirds approval [54][56] - Voting must be conducted in a transparent manner, with results announced immediately [42][44] Group 6: Execution of Resolutions - The board of directors is responsible for executing the resolutions made by the shareholders' meeting [61] - Any amendments to the rules must be approved by the shareholders' meeting [62][63]
6月27日晚间重要公告一览
Xi Niu Cai Jing· 2025-06-27 10:35
Group 1 - Hengbang Co., Ltd. plans to establish a joint venture with Huasheng Development with a registered capital of 10 million yuan, where Hengbang will contribute 8 million yuan (80%) and Huasheng will contribute 2 million yuan (20%) [1] - Hunan Gold's subsidiary Anhua Zhazi Creek Smelting Plant will undergo temporary maintenance starting from the end of June 2025, expected to last no more than 30 days [2] - Defu Technology's subsidiary signed supply agreements for lithium battery copper foil products with two leading global companies, with contract durations of 3 years and 5 years respectively [3] Group 2 - Binjiang Group won the rights to two residential land parcels for a total price of 4.368 billion yuan [5] - Zhong'an Technology announced the resignation of its executive vice president and board secretary due to personal reasons [7] - Changqing Technology's project for special polymer materials and electronic materials has officially commenced production, adding a capacity of 120,500 tons per year [10] Group 3 - Gansu Energy received approval from the China Securities Regulatory Commission to publicly issue bonds totaling up to 2 billion yuan [10] - Shuoshi Biology obtained a medical device registration certificate for an in vitro diagnostic reagent, valid until June 2030 [12] - Yawen Co., Ltd. plans to issue shares to specific investors, with the application accepted by the Shenzhen Stock Exchange [13] Group 4 - Guoyao Modern's subsidiary received approval for the listing of a raw material drug, which is a selective anticholinergic agent [16] - Inner Mongolia First Machinery's subsidiary signed a railway freight car procurement contract worth 130 million yuan [18] - Xining Special Steel plans to raise up to 1 billion yuan through a private placement to its controlling shareholder [39] Group 5 - Huadong Medicine's subsidiary received approval for a clinical trial of a new injectable drug targeting advanced solid tumors [29] - Warner Pharmaceutical's compound potassium hydrogen phosphate injection passed the consistency evaluation for generic drugs [30] - North Special Technology plans to raise up to 300 million yuan through a private placement for a production base project in Thailand [30] Group 6 - Xiangyang Technology is the first candidate for a 533 million yuan Airbus project [45] - Haishun New Materials intends to acquire 100% of Guangdong Zhengyi Packaging [46] - Jida Zhengyuan's shareholder plans to reduce their stake by up to 0.73% due to personal financial needs [47]
6月23日晚间重要公告一览
Xi Niu Cai Jing· 2025-06-23 10:22
Group 1 - Beixin Road and Bridge's application for issuing shares to specific targets has been approved by the Shenzhen Stock Exchange, pending approval from the China Securities Regulatory Commission [1] - Wangbian Electric's shareholders plan to reduce their holdings by a total of up to 2.99% of the company's shares, with specific reductions detailed for each shareholder [1] - Guotou Zhonglu is planning a major asset restructuring, leading to a suspension of its stock trading for up to 10 trading days [2] Group 2 - Baiotai has signed a licensing agreement with SteinCares for the commercialization of BAT2406 in Brazil and Latin America, with total payments potentially reaching up to $10 million [3] - Dongfang Bio has obtained two medical device registration certificates for its products, which are valid until June 1, 2030 [4] - Pulaike's subsidiary has received a new veterinary drug registration certificate [5] Group 3 - Wanyi Technology has signed an agreement to establish a joint laboratory with the Energy Research Institute, with a total research and development budget of 6 million yuan [6] - Yingboer plans to use up to 300 million yuan of idle funds for financial management [7] - Blue Biological has received two new veterinary drug registration certificates [8] Group 4 - Jinkai New Energy intends to inject up to 1.247 billion yuan into its wholly-owned subsidiary to enhance its operational capabilities [9] - China Pacific Insurance's assistant general manager's qualification has been approved [10] - Zhaoyan New Drug is reducing its registered capital and notifying creditors [11] Group 5 - Weili Medical plans to invest 37.5 million yuan in establishing a medical industry investment fund [12] - Hongbai New Materials has signed a deposit agreement for idle raised funds [13] - Tongyou Technology is applying for a credit limit of 10 million yuan from a bank [14] Group 6 - Warner Pharmaceutical's subsidiary has received approval for its magnesium sulfate raw material drug [15] - Fuda Co. plans to establish a wholly-owned subsidiary with a capital contribution of 475 million yuan [16] - Yabao Pharmaceutical has obtained a loan commitment letter for stock repurchase of up to 90 million yuan [17] Group 7 - Zhongyin Securities' chairman has resigned due to work adjustments [18] - Aili Home has terminated its share reduction plan ahead of schedule [19] - Samsung New Materials has appointed a new financial officer [20] Group 8 - Guobang Pharmaceutical's subsidiary has received EU GMP certification for its product [21] - Yipin Hong has received a drug registration certificate for its injection solution [22] - Wenzhou Hongfeng's subsidiary has obtained a utility model patent certificate [23] Group 9 - Cangge Mining plans to sign a financial service agreement with Zijin Mining Group [24] - Naipu Mining's application for convertible bonds has been accepted by the Shenzhen Stock Exchange [25] - Shenyang Machine Tool has completed its major asset restructuring [26] Group 10 - Xinlaifu plans to distribute a cash dividend of 5 yuan per 10 shares [27] - Jiashitang plans to distribute a cash dividend of 1.7 yuan per 10 shares [28] - Manbuer plans to distribute a cash dividend of 2.5 yuan per 10 shares [29] Group 11 - Guo Wang Yingda plans to distribute a cash dividend of 0.51 yuan per 10 shares [30] - Changsha Bank's shareholder plans to reduce holdings by up to 0.92% [31] - Hu Nong Commercial Bank plans to distribute a cash dividend of 1.93 yuan per 10 shares [32] Group 12 - Huaxiang Co. plans to distribute a cash dividend of 1.17 yuan per 10 shares [33]
第28届青岛国际机床展在即墨启幕,众多展商携最新产品亮相
Qi Lu Wan Bao Wang· 2025-06-19 01:57
Core Insights - The 28th Qingdao International Machine Tool Exhibition and the 8th China-Japan-Korea Intelligent Manufacturing Conference showcased advanced precision processing technologies and applications, highlighting industry innovation and upgrades [1][3] Group 1: Exhibition Highlights - The exhibition focused on international market demands, featuring top-quality machine tool brands and their latest products, including intelligent cutting, laser sheet metal forming technologies, industrial automation, robotics, 3D printing, and flexible production lines [3] - Jinan Bond Laser Co., Ltd. demonstrated laser cutting equipment capable of cutting carbon steel plates up to 160 millimeters thick, positioning itself advantageously in heavy industries such as machinery, automotive parts, and petrochemicals [3] - Youjia International CNC Machine Tool showcased its leading precision machining capabilities, with a vertical machining center achieving a three-axis repeat positioning accuracy of 0.002 millimeters, placing it among the top tier of similar international equipment [5] Group 2: Industry Demand and Trends - The demand for high-precision components is continuously growing due to the global emphasis on new energy and intelligent manufacturing, particularly in sectors like new energy vehicles, aviation, low-altitude economy, humanoid robots, semiconductors, medical devices, photovoltaic energy storage, wind power, and construction machinery [7] - The conference served as a platform for over 1,500 mechanical manufacturing engineers to discuss core technologies and future trends in high-precision components, including bearings, gears, motors, and automation [7] - The event also facilitated a "Belt and Road" advanced manufacturing procurement matchmaking meeting, promoting cross-border equipment procurement discussions and enhancing global manufacturing cooperation [7]
华东数控: 2024年年度股东大会法律意见
Zheng Quan Zhi Xing· 2025-06-13 10:30
Core Viewpoint - The legal opinion issued by Shandong Taixiang Law Firm confirms that the 2024 annual general meeting of Weihai Huadong CNC Co., Ltd. was convened and conducted in accordance with relevant laws and regulations, ensuring the legitimacy of the meeting and the validity of the voting results [1][9]. Group 1: Meeting Procedures - The annual general meeting was convened by the company's seventh board of directors and announced on April 25, 2025, through various media outlets, detailing the time, location, and agenda of the meeting [2]. - The meeting took place at the company's office in Weihai Economic and Technological Development Zone, and the actual time and location matched the prior announcement [2]. Group 2: Attendance and Voting - A total of 317 participants attended the meeting, representing 53,825,800 shares, which is 17.5046% of the total shares [3][4]. - Online voting was conducted with 316 shareholders participating, representing 2,139,603 shares, or 0.6958% of the total voting shares [3]. Group 3: Voting Results - The voting results showed that 55,699,603 shares were in favor of the proposals, accounting for 99.5251% of the valid votes cast [4]. - The dissenting votes totaled 196,400 shares, representing 0.3509%, while 69,400 shares were abstained, which included 2,800 shares defaulted as abstentions due to non-voting [4][5]. - The overall voting results confirmed that all proposals were approved, with a significant majority supporting the decisions made during the meeting [6][9].
沈阳机床攻坚“制器之器” 国产工业母机冲刺高端化
Zhong Guo Zheng Quan Bao· 2025-06-06 21:00
Core Insights - The rapid development of new energy vehicles has led to increased orders and repeat purchases for industrial mother machines from automotive manufacturers [1] - Industrial mother machines are crucial for new industrialization, with high-end product production capabilities directly impacting the manufacturing level of high-end equipment in the country [1][2] - The production of industrial mother machines requires high precision and stability, with many components undergoing extensive manual refinement to ensure quality [2] Industry Overview - The industrial mother machine industry has seen overall technological improvements since the launch of the National Medium- and Long-Term Science and Technology Development Plan [3] - The market share of high-end products like five-axis linkage machining centers and CNC systems has increased from nearly zero to around 30% [3] - The import value of machine tool products in China decreased by 5.6% year-on-year to 2.37 billion yuan, while export value increased by 5.9% to 5.32 billion yuan in the first quarter of 2025 [3] Technological Development - High-end industrial mother machines are essential for national industrial development, serving as a foundation for the industrial chain and a driver for technological innovation [2] - The precision level of industrial mother machines must exceed that of the processed parts by one to two orders of magnitude, indicating a need for continuous optimization and iteration [3][5] - The industry is experiencing a transition from micron-level to sub-micron and nanometer-level precision, driven by breakthroughs in key technologies [5] Company Initiatives - Shenyang Machine Tool plans to invest over 1 billion yuan from 2021 to 2027 to enhance manufacturing capabilities and digital transformation [4] - The company has implemented a "three-step" strategy and "five principles" for production automation, flexible manufacturing systems, and digital management [4] - Shenyang Machine Tool's high-precision gantry machining center is set to achieve industrialization by 2025, showcasing significant advancements in precision and efficiency [5]