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伟明环保: 伟明环保关于2023年限制性股票激励计划首次授予部分第二个解除限售期解除限售条件成就的公告
Zheng Quan Zhi Xing· 2025-06-20 09:43
证券代码:603568 证券简称:伟明环保 公告编号:临2025-046 转债代码:113652 转债简称:伟 22 转债 转债代码:113683 转债简称:伟 24 转债 浙江伟明环保股份有限公司 关于 2023 年限制性股票激励计划首次授予部分 第二个解除限售期解除限售条件成就的公告 本公司及董事会全体成员保证公告内容不存在虚假记载、误导性陈述或者重 大遗漏,并对其内容的真实、准确和完整承担法律责任。 重要内容提示: ? 本次符合解除限售条件的激励对象人数:158 人 ? 本次可解除限售的限制性股票数量:3,084,000 股,占目前公司总股本 的 0.18%。 ? 本次限制性股票在相关部门办理完成解除限售手续后、上市流通前,公 司将发布相关解除限售暨上市的公告,敬请投资者注意。 浙江伟明环保股份有限公司(以下简称"公司")于 2025 年 6 月 20 日召开 第七届董事会第十六次会议和第七届监事会第十次会议,审议通过了《关于公司 的议案》,本激励计划首次授予部分第二个解除限售期的解除限售条件已经成就, 根据公司《2023 年限制性股票激励计划(草案)》 (以下简称" 《激励计划(草案)》") 的相关规 ...
伟明环保: 浙江伟明环保股份有限公司2022年公开发行可转换公司债券及2024年向不特定对象发行可转换公司债券受托管理事务报告(2024年度)
Zheng Quan Zhi Xing· 2025-06-20 09:43
Group 1 - The report outlines the management of the convertible bonds issued by Zhejiang Weiming Environmental Co., Ltd, including the "Wei 22 Convertible Bonds" and "Wei 24 Convertible Bonds" [1][2] - The total amount approved for the "Wei 22 Convertible Bonds" is up to 1.477 billion RMB, with a net fundraising amount of approximately 1.465 billion RMB after deducting fees [3][4] - The "Wei 22 Convertible Bonds" have a maturity period from July 22, 2022, to July 21, 2028, with annual interest rates starting at 1.80% in the fifth year and 2.00% in the sixth year [4][5] Group 2 - The "Wei 24 Convertible Bonds" are approved for issuance up to 285 million RMB, with a net fundraising amount of approximately 282.17 million RMB after deducting fees [13][14] - The initial conversion price for the "Wei 24 Convertible Bonds" is set at 18.28 RMB per share, with a maturity period of six years starting from the issuance date [15][16] - The report specifies that the funds raised from both bond issuances will be used for specific investment projects, with a total investment amount of 171.15 million RMB for "Wei 22" and 33.01 million RMB for "Wei 24" [12][23]
三达膜: 公司章程(2025年6月修订)
Zheng Quan Zhi Xing· 2025-06-20 08:42
Core Points - The company, Suntar Environmental Technology Co., Ltd., was established in accordance with the Company Law of the People's Republic of China and other relevant regulations, with its predecessor being Suntar (Xiamen) Environmental Engineering Co., Ltd. [3][4] - The company was registered on September 28, 2018, and listed on the Shanghai Stock Exchange's Sci-Tech Innovation Board on November 15, 2019, after receiving approval from the China Securities Regulatory Commission [3][4]. - The registered capital of the company is RMB 332,012,066, and it is a permanent joint-stock company [4][6]. - The company aims to achieve satisfactory economic benefits and investment returns by leveraging various technological, management, operational, and sales advantages within its approved business scope [5]. Company Structure - The company’s shares are issued in the form of stocks, with each share having a par value of RMB 1 [6][7]. - The total number of shares issued by the company is 332,012,066, all of which are ordinary shares [6][7]. - Major shareholders include Suntar Technology (Singapore) Co., Ltd. holding 58.85%, Qingyuan (China) Co., Ltd. holding 34.83%, and other smaller shareholders [6][7]. Governance and Management - The company has established a legal framework to protect the rights and interests of shareholders and creditors, and to regulate its organizational behavior [3][4]. - The company’s governance structure includes a board of directors, supervisors, and senior management, with the chairman serving as the legal representative [4][5]. - The company is required to establish a Communist Party organization and conduct party activities in accordance with the Party Constitution [4]. Business Operations - The company’s business scope includes environmental protection and resource utilization engineering design and construction, as well as the development, design, manufacturing, and installation of related technologies and equipment [5]. - The company is committed to complying with relevant laws and regulations while conducting its business activities [5].
军信股份: 关于2024年年度权益分派实施后调整回购股份价格上限和数量的公告
Zheng Quan Zhi Xing· 2025-06-20 08:20
Group 1 - The company has approved a share repurchase plan to buy back a portion of its public shares, with a maximum repurchase price set at RMB 30.57 per share [1][2] - The annual equity distribution plan for 2024 includes a cash dividend of RMB 9 per 10 shares and a capital reserve conversion of 4 shares for every 10 shares held, resulting in a total of 225,457,383 new shares issued [2][3] - The adjusted maximum repurchase price is recalculated to be RMB 21.19 per share, effective from June 17, 2025, following the equity distribution [3] Group 2 - The total amount allocated for the share repurchase is between RMB 200 million and RMB 300 million, with an estimated repurchase quantity ranging from approximately 9,438,415 shares to 14,157,621 shares, depending on the price [3] - The company will continue to fulfill its information disclosure obligations during the repurchase period [3][4]
中科环保: 非金融企业债务融资工具信息披露事务管理制度
Zheng Quan Zhi Xing· 2025-06-19 12:33
Core Points - The company establishes a comprehensive information disclosure management system to enhance the quality and management of information disclosure, ensuring the protection of investors and stakeholders' rights [1][2][3] - The information disclosure must adhere to principles of truthfulness, accuracy, completeness, timeliness, and fairness, avoiding any misleading statements or omissions [1][3] - The board of directors is responsible for overseeing the information disclosure process, with the chairman as the primary responsible person and the board secretary managing the disclosure affairs [2][3] Group 1 - The company must disclose information related to debt financing tools in accordance with relevant regulations, including audited financial reports and other necessary documents prior to issuance [4][5] - The company is required to disclose significant events that may affect the repayment ability of debt financing tools or investor rights in a timely manner [7][19] - The company must maintain confidentiality regarding significant information and ensure that all disclosures are made through approved channels [2][3][12] Group 2 - The information disclosure department is responsible for drafting and managing disclosure documents, ensuring compliance with self-regulatory rules [2][6] - The company must disclose any changes in the information disclosure officer within two working days of the change [9][22] - The company must ensure that all financial information disclosed is accurate and complete, with any corrections to financial data being audited and reported [10][11]
中科环保: 关于拟变更董事的公告
Zheng Quan Zhi Xing· 2025-06-19 12:33
北京中科润宇环保科技股份有限公司 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。 北京中科润宇环保科技股份有限公司(以下简称"公司")于 2025 年 6 月 19 日召开的第二届董事会第十九次会议,审议通过了《关于变更董事的议案》。现 将有关情况公告如下: 一、拟变更董事情况 董事沈波先生因工作调动原因申请辞去公司董事职务,辞职后不再担任公司 任何职务。沈波先生原定任期为 2023 年 1 月 16 日至 2026 年 1 月 15 日。截至本 公告披露日,沈波先生未持有公司股份,其配偶或其他关联人未持有公司股份, 不存在应履行而未履行的减持承诺事项。公司董事会对沈波先生在任职期间为公 司发展做出的贡献表示衷心感谢。 经董事会提名委员会审核,并经公司第二届董事会第十九次会议审议通过, 董事会提名童琳先生(简历详见附件)为董事候选人。任期自股东会审议通过之 日起至第二届董事会届满之日止。 二、董事会提名委员会审查意见 证券代码:301175 证券简称:中科环保 公告编号:2025-052 北京中科润宇环保科技股份有限公司 董事会 附件:个人简历 董事候选人简历 ...
中科环保: 内部审计管理规定
Zheng Quan Zhi Xing· 2025-06-19 12:33
Core Viewpoint - The document outlines the internal audit regulations for Beijing Zhongke Runyu Environmental Protection Technology Co., Ltd., emphasizing the establishment of a robust internal audit system to enhance supervision, risk control, and ensure the company's sustainable development in line with national standards and regulations [1][2]. Group 1: Internal Audit Structure and Responsibilities - The company must establish an independent internal audit department responsible for supervising the implementation of internal control systems and the authenticity of financial information [1][2]. - The internal audit department reports to the audit committee and must maintain independence from the financial management department [1][3]. - The audit committee is tasked with guiding and supervising the internal audit department, reviewing annual audit plans, and ensuring the implementation of audit findings [3][5]. Group 2: Audit Procedures and Reporting - Internal audit personnel are required to conduct independent and objective supervision of financial activities, risk management, and internal controls [2][4]. - The internal audit department must submit at least one internal audit report annually to the audit committee, detailing the execution of audit plans and any identified issues [4][14]. - The internal audit department has the authority to request relevant documents and attend meetings related to audit matters [8][9]. Group 3: Compliance and Accountability - The company must ensure that all internal audit findings are addressed, with specific responsibilities assigned for rectifying identified issues [12][13]. - Any refusal to cooperate with the internal audit process or failure to correct identified problems may lead to disciplinary actions against responsible personnel [13][14]. - The internal audit results can be used as a basis for evaluating and making decisions regarding personnel management and accountability [36][39].
中科环保: 董事会战略与ESG委员会议事规则
Zheng Quan Zhi Xing· 2025-06-19 12:33
Core Viewpoint - The establishment of the Strategic and ESG Committee aims to enhance the company's governance structure, improve ESG performance, and increase decision-making efficiency regarding major investments [1][2]. Group 1: Committee Structure - The Strategic and ESG Committee consists of three directors, with the chairman of the board serving as the committee's head [2]. - Committee members are nominated by the chairman, independent directors, or a third of the board, with terms aligned with the board's tenure [2]. Group 2: Responsibilities and Authority - The committee is responsible for researching and advising on the company's long-term development strategy and major investment decisions, as well as managing ESG governance [3][4]. - The committee can invite external experts for independent professional opinions, with costs covered by the company [4]. Group 3: Meeting Procedures - Meetings can be held in person or via communication methods, requiring attendance from at least two-thirds of the members to be valid [3][4]. - Regular meetings must occur at least once per fiscal year, focusing on reviewing past performance and planning for the upcoming year [3]. Group 4: Documentation and Reporting - Meeting records must include details such as date, attendees, agenda, key points of discussion, and voting results [6]. - Resolutions made by the committee must be reported in writing to the board of directors [4].
中科环保: 公司章程
Zheng Quan Zhi Xing· 2025-06-19 12:33
Core Points - The company, Beijing China Sciences Runyu Environmental Technology Co., Ltd., was established as a joint-stock company in accordance with the Company Law of the People's Republic of China and other relevant regulations [3][4] - The company registered its capital at RMB 1,471,880,000 and issued 367,219,884 shares to the public on April 8, 2022, with its shares listed on the Shenzhen Stock Exchange on July 8, 2022 [4][5] - The company's business scope includes environmental protection technology development, air and water pollution control, waste management, and related services [6][14] Company Structure - The company is governed by a board of directors, with the chairman serving as the legal representative [4][5] - The company has established a party organization in accordance with the Communist Party of China regulations, which plays a role in overseeing major company decisions [12][13] - Shareholders are liable for the company's debts only to the extent of their subscribed shares, while the company is liable for its debts with all its assets [5][14] Share Issuance and Management - The company issues shares in the form of stocks, with each share having a par value of RMB 1 [17] - The total number of shares issued by the company is 1,471,880,000, all of which are ordinary shares [21] - The company has regulations in place regarding the transfer of shares, ensuring that all shares are transferred legally and that major shareholders disclose their holdings [10][30] Corporate Governance - The company holds annual and extraordinary shareholder meetings to discuss and approve major corporate actions, including capital increases, profit distribution, and board member elections [50][54] - The board of directors is responsible for the company's operational decisions and must report to the shareholders [80][81] - Shareholders have the right to propose agenda items for meetings and to request the convening of extraordinary meetings under certain conditions [64][28] Financial Management - The company is required to disclose financial information and ensure that any financial assistance provided to subsidiaries complies with legal regulations [52][24] - The company must seek shareholder approval for significant financial transactions, including changes in the use of raised funds and guarantees exceeding certain thresholds [51][53] Compliance and Legal Obligations - The company must adhere to the laws and regulations set forth by the China Securities Regulatory Commission and the Shenzhen Stock Exchange [20][22] - Shareholders and directors are subject to legal responsibilities, including the obligation to act in the best interests of the company and its stakeholders [44][46]
中科环保: 董事会议事规则
Zheng Quan Zhi Xing· 2025-06-19 12:32
北京中科润宇环保科技股份有限公司 第一章 总 则 第一条 为了进一步规范北京中科润宇环保科技股份有限公司(以下简称"公司") 董事会的议事方式和决策程序,促使董事和董事会有效地履行其职责,提高董事会规 范运作和科学决策水平,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》等有关法律法规、规范性文件的要求,以及《北京中科润 宇环保科技股份有限公司章程》(以下简称"《公司章程》")的有关规定,制定本 规则。 第二条 董事会应当在《公司法》和《公司章程》规定的范围内行使职权。 第三条 董事会由 9 名董事组成,其中独立董事 3 名,设董事长 1 名,公司可以 视情况设副董事长 1 名。 第四条 董事会设立战略与 ESG、审计、提名、薪酬与考核四个专门委员会。专门 委员会成员全部由董事组成,其中审计委员会、提名委员会、薪酬与考核委员会中独 立董事应占多数并担任召集人,审计委员会的召集人为会计专业人士。 第五条 董事会下设董事会办公室,处理董事会日常事务。 董事会秘书负责管理董事会办公室,证券事务代表为董事会办公室主任,保管董 事会印章。 (一)召集股东会,并向股东会报告工作; (七 ...