Workflow
模具制造
icon
Search documents
瑞鹄模具: 关于瑞鹄汽车模具股份有限公司2025年第二次临时股东大会的法律意见书
Zheng Quan Zhi Xing· 2025-08-06 10:17
Core Viewpoint - The legal opinion letter confirms that the procedures for the second extraordinary general meeting of shareholders of Ruihu Automobile Mould Co., Ltd. on August 6, 2025, comply with Chinese laws and regulations, as well as the company's articles of association [2][5][10] Group 1: Meeting Procedures - The board of directors approved the meeting agenda on July 21, 2025, and the notice was published on July 22, 2025, in designated media [2][3] - The notice included details such as the meeting date, time, location, and voting procedures, ensuring all shareholders could participate either in person or by proxy [2][3] Group 2: Attendance and Voting - A total of 2 shareholder representatives attended the meeting in person, representing 2 shareholders, while 260 shareholders participated via online voting, representing 29,139,070 shares, which is approximately 98.9780% of the total shares [3][4] - The meeting included participation from company directors, supervisors, and the company secretary [4] Group 3: Resolutions and Voting Results - Three resolutions were discussed: 1. Approval of the expected increase in related party transactions for 2025, which passed with over 90.4589% approval from small shareholders [5] 2. Amendment of the articles of association, which required a two-thirds majority and was approved [5] 3. Revision and establishment of corporate governance related systems, with various sub-resolutions passing with over two-thirds majority [5][6][7][8][9] Group 4: Conclusion - The legal opinion concludes that the meeting's convening, attendance, and voting procedures were all in accordance with applicable laws and the company's articles of association, affirming the validity of the resolutions passed [5][10]
瑞鹄模具: 2025年第二次临时股东大会决议公告
Zheng Quan Zhi Xing· 2025-08-06 10:17
Meeting Overview - The shareholder meeting was held on August 6, 2025, with voting conducted through both on-site and online systems [1][2] - A total of 262 shareholders participated, representing 62,796,600 shares (30.0001% of total voting shares) in person and 29,139,070 shares (13.9207% of total voting shares) via online voting [1][2] Voting Results - The proposal for the expected increase in daily related transactions for 2025 was approved with 64,731,570 votes in favor (99.6857% of valid votes) [2] - The amendment to the company's articles of association was approved with 91,779,370 votes in favor (99.8300% of valid votes) [3] - The proposal for revising and establishing corporate governance-related systems was approved with 91,588,326 votes in favor (99.6222% of valid votes) [4] - Additional proposals were also passed with similar overwhelming support, with approval rates generally above 99% [5][6][7][8][9] Legal Compliance - The meeting was witnessed by legal representatives from Beijing Jingtian Gongcheng Law Firm, confirming that the meeting's procedures complied with relevant laws and regulations [9][10]
瑞鹄模具:截至2025年7月31日公司股东名册人数为24999户
Zheng Quan Ri Bao Wang· 2025-08-05 12:42
Group 1 - The company, Ruihu Mould (002997), reported that as of July 31, 2025, the latest number of shareholders listed in the shareholder register is 24,999 households [1]
600421,再次筹划“卖身”
Di Yi Cai Jing· 2025-08-05 12:08
Core Viewpoint - *ST Huaron is once again planning a change of control after a failed attempt six months ago, with its major shareholders Zhejiang Hengshun Investment Co., Ltd. and Shanghai Tianji Investment Co., Ltd. negotiating a share transfer agreement that may lead to a change in control [1][2] Group 1: Control Change and Share Transfer - The company has suspended trading since August 5, with the suspension expected to last no more than two trading days [1] - Previous attempts to transfer control were unsuccessful, with a planned transfer last year terminated just four days after the announcement [2] - The latest share transfer agreement involved Shanghai Tianji attempting to transfer 9.78 million shares to Beisoft Intelligent Technology (Zhejiang) Co., Ltd., but this was also terminated [2] Group 2: Financial Performance and Losses - *ST Huaron has faced continuous operational difficulties, reporting a net profit loss for eight consecutive years since 2016, with total losses exceeding 40 million yuan [1][4] - The company reported net losses of 886.37 million yuan, 648.71 million yuan, 827.95 million yuan, and 468.38 million yuan from 2021 to 2024, totaling over 28 million yuan in losses [4] - The company has triggered delisting indicators due to net profit losses and revenue below 300 million yuan, with a reported revenue of 117 million yuan last year [5] Group 3: Business Transformation Efforts - To address its financial struggles, *ST Huaron is seeking to transform its business from traditional construction to the wind power mixed tower mold market, primarily through its subsidiary Zhejiang Zhuangchen Construction Technology Co., Ltd. [6] - The company has increased its stake in Zhejiang Zhuangchen to 85% and plans to support its transformation into non-construction mold business [6] - Despite these efforts, the company continues to face challenges, with expected net losses of 2.7 million to 4 million yuan for the first half of this year due to intense competition and low demand in the traditional mold market [6]
扣非净利连亏九年,*ST华嵘“卖身”失败再找接盘方
Di Yi Cai Jing· 2025-08-05 11:02
Core Viewpoint - *ST Huaron is facing significant challenges, including failed control transfers and share auctions, while its financial performance continues to deteriorate, raising concerns about its future viability [1][2][5]. Group 1: Control Transfer and Share Auction - The company is once again planning a control transfer after a previous attempt failed six months ago, with its major shareholders Zhejiang Hengshun and Shanghai Tianji in discussions for a share transfer agreement [1][2]. - The previous control transfer attempt was halted due to a lack of agreement with the counterparty, and a subsequent share transfer to Beisoft Smart Technology was also terminated [2][3]. - Recently, shares held by significant shareholders were put up for auction but failed to attract any bids, leading to a complete failure of the auction [3]. Group 2: Financial Performance - The company has reported continuous losses, with net profits declining from 2021 to 2024, totaling over 2.8 million yuan in losses, and non-recurring net profits have been in the red for nine consecutive years, accumulating losses exceeding 46 million yuan [4][5]. - Due to these ongoing losses, the company is on the brink of delisting, having triggered delisting indicators under new regulations, with reported revenues of only 1.17 billion yuan last year [5]. Group 3: Business Transformation Efforts - In an attempt to reverse its fortunes, the company is shifting from traditional construction to the wind power mixed tower mold market, primarily through its subsidiary Zhejiang Zhuangchen [6]. - Despite these efforts, the company has not seen significant improvement in its financial situation, with ongoing losses expected in the first half of the year due to intense competition and low demand in its traditional mold market [6].
*ST华嵘公布重大事项前股价涨停,为何总有人提前“嗅”到风声?
Mei Ri Jing Ji Xin Wen· 2025-08-05 05:34
8月4日晚间,*ST华嵘宣布因控股股东恒顺投资及其一致行动人天纪投资筹划重大事项,可能导致公司 控制权变更,公司股票自8月5日起停牌。值得注意的是,4日当天交易时段,股价涨停,晚上就发布重 大事项公告,这一异常表现,或引发市场对内幕交易的强烈质疑。 从过往案例来看,重大事项发布前股价异常波动的情况会引发市场的广泛关注和监管层的高度警觉。 *ST华嵘在公告发布前股价提前涨停,无疑再次将内幕交易的嫌疑推到了风口浪尖。按照规定,上市公 司在发布重大事项公告前应严格保密,避免信息泄露。然而,*ST华嵘的股价却在公告前"提前起舞", 这种异常表现不得不让人怀疑,是否有人提前知晓了重大事项并借此获利。 值得注意的是,*ST华嵘的业绩表现并不理想。根据2025年半年度业绩预告,*ST华嵘预计上半年亏损 270万元至400万元。公司称,其子公司浙江庄辰所处行业竞争较为激烈,传统模具类产品市场需求没有 明显提升,毛利率仍处于较低水平。同时,其子公司杭州华嵘北软科技业务处于开拓期,报告期内亏 损。在这样的背景下,此次重大事项虽可能涉及控制权变更,但公司财务状况不佳,重组计划的合理性 与潜在风险需进一步评估。笔者认为,公司需向投资 ...
公司快评|*ST华嵘公布重大事项前股价涨停,为何总有人提前“嗅”到风声?
Mei Ri Jing Ji Xin Wen· 2025-08-05 05:33
Group 1 - The core point of the news is that *ST Huaron announced a potential change in control due to significant matters being planned by its controlling shareholder, Hengshun Investment, leading to a stock suspension starting August 5 [2] - On the day of the announcement, *ST Huaron's stock price hit the daily limit up, raising suspicions of insider trading as the stock price surged before the major announcement [2] - The company is facing financial difficulties, with a projected loss of between 2.7 million to 4 million yuan for the first half of 2025, attributed to intense competition in its subsidiary's industry and low demand for traditional mold products [3] Group 2 - The company needs to provide detailed explanations regarding the restructuring plan, including funding sources, integration strategies, performance commitments, and compensation mechanisms to avoid investor speculation due to information asymmetry [3] - The unusual stock price movement before the announcement necessitates a reasonable explanation from the company and strict oversight from regulatory authorities to ensure a fair investment environment [3]
*ST华嵘涨停后紧急停牌!控股股东筹划股权转让,12.56亿市值公司控制权或生变
Jin Rong Jie· 2025-08-04 23:59
Group 1 - The core point of the news is that *ST Huaron is planning a major event that may lead to a change in control, with its stock being suspended for up to two trading days [1] - The controlling shareholder, Zhejiang Hengshun Investment Co., Ltd., and its concerted party, Shanghai Tianji Investment Co., Ltd., are planning a share transfer [1] - As of the end of Q1 this year, Zhejiang Hengshun holds 38.14 million shares (19.50% stake) and Shanghai Tianji holds 24.38 million shares (12.46% stake) in *ST Huaron [1] Group 2 - *ST Huaron has been underperforming financially, with net profit and net profit excluding non-recurring items in a loss state since 2021 [2] - The company expects a loss of between 2.7 million and 4 million yuan for the first half of 2025 [2] - In 2024, the revenue composition shows that molds account for 65.28%, steel truss production lines for 22.25%, and other businesses for 4.5% [2]
600421,筹划控制权变更,明起停牌,今日涨停
Core Viewpoint - *ST Huazhong's major shareholder, Zhejiang Hengshun Investment Co., Ltd., is planning a share transfer that may lead to a change in control of the company, with stock trading suspended since August 5 due to uncertainties surrounding this matter [2][9]. Shareholding Structure - As of the first quarter of 2025, Zhejiang Hengshun Investment Co., Ltd. holds 19.5% of *ST Huazhong's shares, while its concerted action partner, Shanghai Tianji Investment Co., Ltd., holds 12.46%, together accounting for 31.96% of the total shares [2][3]. - The total number of shareholders at the end of the reporting period is 19,152, with the top ten shareholders holding significant stakes [3]. Auction and Control - A total of 42.23 million shares, representing 21.59% of the company, were put up for auction but failed to attract any bids, resulting in the shares being unsold [6][9]. - The auctioned shares belong to Wuhan New Generation Technology Co., Ltd. and its concerted action partner, Cai Shouping, who are not the controlling shareholders and thus do not affect the company's control or daily operations [9]. Financial Performance - *ST Huazhong is expected to report a net loss of between 2.7 million and 4 million yuan for the first half of 2025, with a projected net profit after deducting non-recurring items ranging from -2.8 million to -4.2 million yuan [10][13]. - The company attributes its losses to intense competition in the traditional mold market and low demand, alongside ongoing losses from its subsidiary, Hangzhou Huazhong Beisuo Technology Co., Ltd. [13]. Stock Performance - On August 4, *ST Huazhong's stock price closed at 6.42 yuan per share, with a market capitalization of 1.26 billion yuan, reflecting a 5.07% increase [13][16].
*ST华嵘:筹划控制权变更事项,股票将于8月5日(星期二)开市起停牌
Mei Ri Jing Ji Xin Wen· 2025-08-04 10:41
Group 1 - The core revenue composition of *ST Huaron for the year 2024 is as follows: molds account for 65.28%, rebar truss production lines account for 22.25%, mold tables account for 7.97%, and other businesses account for 4.5% [1] Group 2 - On August 4, 2025, *ST Huaron announced that its controlling shareholder, Zhejiang Hengshun Investment Co., Ltd., and its concerted party, Shanghai Tianji Investment Co., Ltd., are planning a share transfer that may lead to a change in company control [3] - Due to the ongoing negotiations and uncertainties regarding the share transfer, *ST Huaron has applied for a trading suspension, effective from August 5, 2025, for no more than two trading days to ensure fair information disclosure and protect investor interests [3]