General Provisions - The company establishes an audit committee to enhance decision-making functions and improve corporate governance structure based on relevant laws and regulations [1][2] - The audit committee is composed of three independent directors who are not senior management, with an accounting professional serving as the chairperson [2][3] Responsibilities and Authority - The audit committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [7][8] - Key responsibilities include approving financial reports, hiring or dismissing external auditors, and overseeing changes in accounting policies [7][8] - The committee must ensure that external auditors operate independently and adhere to professional standards [3][4] Decision-Making Procedures - The audit committee meetings are held at least quarterly, with decisions requiring a majority vote from members present [8][9] - The committee can invite relevant personnel to meetings and must maintain confidentiality regarding discussed matters [10][9] Reporting and Disclosure - The audit committee must report its annual performance and activities to the board and disclose any significant issues found during audits [5][6] - If financial reports are found to contain false information, the committee must ensure timely disclosure and follow-up on corrective actions [5][6] Miscellaneous Provisions - The audit committee's operational guidelines are subject to national laws and regulations, and any conflicts with future regulations will necessitate amendments [10][10] - The interpretation rights of these guidelines belong to the company's board of directors [10]

General Principles - The purpose of the related party transaction management system is to ensure that transactions between the company and related parties are fair, just, and open, protecting the interests of the company and its shareholders, especially minority investors [1] - Related party transactions are defined as the transfer of resources or obligations between the company, its subsidiaries, and related parties [1] Scope of Related Parties and Transactions - Related parties include both legal entities and natural persons that have a special relationship with the company, which may lead to a tilt in the company's interests [2] - The types of related party transactions include but are not limited to asset purchases or sales, external investments, financial assistance, guarantees, leasing, and management of assets and businesses [3][4] Pricing Principles and Management - Related party transactions should follow pricing principles such as national pricing, market pricing, cost-plus pricing, and negotiated pricing [6] - The financial department of the company is responsible for tracking market prices and cost changes related to these transactions [7] Review Procedures and Disclosure - Transactions exceeding certain thresholds must be approved by a majority of independent directors and disclosed promptly [8][9] - For transactions over 30,000 yuan with natural persons or over 3 million yuan with legal entities, specific review and disclosure procedures are required [8][9] Board and Shareholder Meeting Procedures - Related directors must abstain from voting on transactions in which they have a conflict of interest, and decisions must be made by a majority of non-related directors [10] - Related shareholders must also abstain from voting on relevant transactions, ensuring that the decision-making process remains unbiased [11][12] Financial Assistance and Guarantees - The company is generally prohibited from providing financial assistance to related parties, with specific exceptions outlined for non-controlling related companies [12] - Guarantees provided to related parties require approval from a majority of non-related directors and must be disclosed to shareholders [13] Cumulative Calculations and Reporting - Related party transactions occurring within a 12-month period are to be cumulatively calculated for disclosure and approval purposes [14] - Daily related party transactions must be reported in annual and semi-annual reports, ensuring transparency in execution [16][17] Exemptions from Review and Disclosure - Certain transactions that provide unilateral benefits to the company without any obligations can be exempt from the review and disclosure process [20] - Transactions that meet specific criteria, such as receiving funds at market rates without guarantees, are also exempt [20] Record Keeping and Amendments - Records of related party transaction decisions must be maintained for a period of 10 years [26] - The management system can be amended by the board of directors and must be approved by the shareholders [28][29]

Core Points - The document outlines the work rules for the Secretary of the Board of Directors of Xianhe Co., Ltd, based on relevant laws and regulations [2][10] - The Secretary is a senior management position responsible for liaising with the Shanghai Stock Exchange and ensuring compliance with disclosure obligations [2][3] Section Summaries General Provisions - The rules are established in accordance with the Company Law, Securities Law, and other relevant regulations [2] - The Secretary is accountable to the Board and must adhere to the Company’s Articles of Association [2] Qualifications of the Secretary - The Secretary must possess necessary professional knowledge in finance, management, and law, and must have a qualification certificate issued by the Shanghai Stock Exchange [3] - Certain individuals are prohibited from serving as Secretary, including those under regulatory sanctions or with recent disciplinary actions [3] Responsibilities of the Secretary - The Secretary is responsible for managing information disclosure, investor relations, and organizing board and shareholder meetings [4][5] - The Secretary must ensure confidentiality of undisclosed significant information and report any leaks to the Shanghai Stock Exchange [4][5] - The Secretary is tasked with training board members and senior management on their disclosure responsibilities [4] Appointment and Dismissal - The Secretary is nominated by the Chairman and appointed by the Board, with clear grounds required for dismissal [6] - In case of vacancy, a temporary replacement must be appointed, and the Board must fill the position within a specified timeframe [7] Board Meeting Responsibilities - The Secretary must prepare for board meetings, ensure proper notification and documentation, and maintain accurate meeting records [8][9] - The Secretary is also responsible for announcing board resolutions and managing related documentation [8][9] Shareholder Meeting Responsibilities - The Secretary must prepare for shareholder meetings, verify the qualifications of attendees, and maintain order during the meetings [9] - Timely announcements of shareholder resolutions are also part of the Secretary's duties [9] Information Disclosure - The Secretary must ensure that information disclosure is truthful, timely, fair, and compliant with regulations [9][10] Miscellaneous - The Secretary must adhere to laws and company regulations and complete any assigned tasks from regulatory authorities [10]

Core Viewpoint - The article outlines the selection and appointment system for accounting firms at Xianhe Co., Ltd, emphasizing the importance of maintaining shareholder interests and ensuring the quality and authenticity of financial information [1][2]. Group 1: General Principles - The system aims to standardize the selection (including reappointment and replacement) of accounting firms to protect shareholder interests and enhance financial information quality [1]. - The appointment of accounting firms must be approved by the board's audit committee and subsequently by the board and shareholders [3][4]. - The audit fees for the accounting firms are determined by the shareholders' meeting [4]. Group 2: Quality Requirements for Accounting Firms - Selected accounting firms must possess independent legal status and the necessary qualifications as per national regulations [6]. - Firms should have a fixed workplace, sound organizational structure, and robust internal management systems [6]. - The firms must be familiar with relevant financial laws and regulations and have a good reputation and record of audit quality [6]. Group 3: Selection and Reappointment Procedures - The audit committee of the board is responsible for the selection of accounting firms and must ensure the audit process is conducted properly [8]. - The selection process includes competitive negotiations, public selection, and invitation-based selection to ensure fairness [10][11]. - Evaluation criteria for accounting firms must include audit fees, qualifications, past performance, and quality management levels, with a minimum weight of 40% for quality management [11][12]. Group 4: Information Disclosure - The company must disclose information about the accounting firm, including service duration and audit fees, in annual financial reports [14]. - Annual evaluations of the accounting firm's performance and the audit committee's supervisory role must also be disclosed [14]. Group 5: Supervision and Penalties - The audit committee must report any violations of the selection system that lead to serious consequences to the board [31]. - Serious violations by accounting firms may result in their disqualification from future appointments [32][33].

Core Viewpoint - The article outlines the foreign exchange hedging management system of Xianhe Co., Ltd., aimed at standardizing the company's foreign exchange hedging operations and related information disclosure to mitigate foreign currency exchange rate risks and ensure asset safety [1][2]. Group 1: General Principles - The system applies to the foreign exchange hedging activities of the company and its subsidiaries, requiring that all hedging activities be approved by the company's decision-making bodies [2][4]. - Foreign exchange hedging activities are defined as measures taken to mitigate exchange rate risks through financial institutions, including but not limited to forward foreign exchange contracts, foreign exchange futures, swaps, options, and other derivatives [2][4]. - The company must adhere to national laws and regulations, as well as the internal management system when conducting foreign exchange hedging activities [2][4]. Group 2: Business Operation Principles - The company must conduct foreign exchange hedging activities based on legitimate, prudent, safe, and effective principles, avoiding speculative trading [4][5]. - Transactions are only permitted with financial institutions approved by the State Administration of Foreign Exchange and the People's Bank of China [4][5]. - The foreign exchange amounts involved in hedging must not exceed the actual foreign currency payment needs of the company [4][5]. Group 3: Approval Authority - All foreign exchange hedging activities, regardless of amount, require a feasibility analysis report to be submitted to the board of directors for approval [5][6]. - Specific conditions necessitate that certain transactions be submitted to the shareholders' meeting after board approval, particularly if the transaction value exceeds 50% of the company's latest audited net profit or 5 million RMB [5][6]. Group 4: Department Responsibilities and Internal Processes - The board of directors and shareholders' meeting are the decision-making bodies for foreign exchange hedging activities, while the general manager is responsible for approving specific transactions within the approved limits [7][8]. - The finance department is tasked with managing risks, planning, funding, and executing foreign exchange hedging operations [7][8]. - Internal audit is responsible for supervising the actual operations and financial outcomes of the hedging activities [7][8]. Group 5: Information Disclosure and Record Management - The company must disclose information regarding foreign exchange hedging activities in accordance with the regulations set by the China Securities Regulatory Commission and the Shanghai Stock Exchange [10]. - Records related to foreign exchange hedging must be maintained by the finance department for a minimum of 10 years [10].

Core Viewpoint - The internal audit management system of Xianhe Co., Ltd. aims to strengthen internal supervision and risk control, ensuring compliance with relevant laws and regulations while enhancing the effectiveness of internal audits [1][2]. Group 1: General Provisions - The internal audit system is established to enhance internal supervision and risk control based on various laws and regulations [1]. - The scope of the internal audit includes the company, its subsidiaries, and significant equity investees [1]. Group 2: Internal Audit Department Structure - The audit department is established under the board of directors and is responsible for reporting to the audit committee [2][4]. - The audit department must maintain independence and is not to be under the financial department's leadership [4]. Group 3: Responsibilities of the Audit Department - The audit department is responsible for evaluating the effectiveness of internal controls, financial information, and compliance with laws [6][11]. - The audit committee supervises and evaluates the internal audit work, including reviewing annual plans and reports [6][11]. Group 4: Internal Audit Work Content - Internal audit work includes financial audits, internal control audits, and special audits related to specific business matters [10][16]. - The audit department must conduct audits on significant transactions, including fundraising, asset purchases, and related party transactions [12][13]. Group 5: Audit Procedures and Documentation - The internal audit process involves planning, executing audits, and reporting findings to management and the audit committee [15][16]. - Audit documentation must be maintained for at least ten years, ensuring proper management and accessibility [26][27]. Group 6: Internal Control Evaluation - The audit department is responsible for the organization and implementation of internal control evaluations, which are reported to the board and disclosed publicly [29][30]. - The board must address any significant deficiencies in internal controls identified by external auditors [30][31].

亦不存在处于筹划阶段的重大事项。 三、是否存在应披露而未披露信息的说明 证券代码： 000488 200488 证券简称：ST 晨鸣 ST 晨鸣 B 公告编号：2025-048 山东晨鸣纸业集团股份有限公司 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。 一、股票交易异常波动的情况 山东晨鸣纸业集团股份有限公司（以下简称"公司"）B 股股票（股票代码：200488， 股票简称：ST 晨鸣 B）交易价格于 2025 年 8 月 4 日、2025 年 8 月 5 日、2025 年 8 月 6 日连续三个交易日收盘价格跌幅偏离值累计超过 12%，根据《深圳证券交易所股票交易 规则》的有关规定，属于股票交易异常波动的情况。 二、公司关注并核实情况的说明 的未公开重大信息。 在落实提款条件、签署贷款协议等，公司将根据资金状况、市场情况等陆续推进各生产 基地的复工复产。 山东晨鸣纸业集团股份有限公司董事会 二〇二五年八月六日 本公司董事会确认，公司目前没有任何根据《深圳证券交易所股票上市规则》等规 定应予以披露而未披露的事项或与该事项有关的筹划、商谈、意向、协议等；董事会 ...

【品大事】 仙鹤股份：拟110亿元投建林浆纸用一体化高性能纸基新材料项目 仙鹤股份公告，公司拟投资约110亿元建设林浆纸用一体化高性能纸基新材料项目，其中一期投资约55 亿元，二期投资约55亿元，正式动工之日起计三年内实现一期投产。一期项目计划投资约55亿元，预计 年产值约51.5亿元，年税收约4.5亿元，提供就业岗位约2000人。二期项目将根据一期项目的实施情况， 参照市场形势和企业经营情况，适时投资建设。 8月6日晚间，沪深两市多家上市公司发布公告，以下是第一财经对一些重要公告的汇总，供投资者参 考。 中信证券公告，公司控股子公司华夏基金2025年上半年实现营业收入42.58亿元，净利润11.23亿元，综 合收益总额11.06亿元。截至2025年6月30日，华夏基金母公司管理资产规模为28512.37亿元。上述数据 为初步核算数据，未经会计师事务所审计，具体数据以公司2025年半年度报告中披露的数据为准。 百济神州：上半年净利润4.5亿元 同比扭亏为盈 百济神州公告，2025年半年度公司产品收入为173.60亿元，较上年同比上升45.8%；营业总收入175.18 亿元，较上年同比上升46.0%；归属于母公 ...

Core Viewpoint - The company plans to invest approximately 11 billion RMB in a new integrated high-performance paper-based material project in Hejiang County, Luzhou City, Sichuan Province [1] Investment Details - The project will be executed in two phases, with a total investment of about 11 billion RMB [1] - Phase one involves an investment of approximately 5.5 billion RMB, covering an area of about 2000 acres, and aims to establish a production line with an annual output of 400,000 tons of bamboo pulp and 600,000 tons of high-performance paper-based materials [1] - Phase two will also require an investment of around 5.5 billion RMB, with the same land area, and will include the construction of another production line with the same output capacity [1] Economic Impact - Upon completion and reaching full production, phase one is expected to generate an annual output value of approximately 5.15 billion RMB and contribute about 450 million RMB in tax revenue [1] - The project is anticipated to create around 2,000 job opportunities [1]

Group 1: Paper Pulp Price Data - Futures prices: SP2601 was 5404 with a daily increase of 0.15% and a weekly decrease of 2.53%; SP2605 was 5388 with a daily decrease of 0.37% and a weekly decrease of 0.07%; SP2509 was 5160 with a daily decrease of 0.15% and a weekly decrease of 3.98% [1] - Spot prices: Coniferous pulp Silver Star was 5850 with no daily change and a weekly decrease of 1.18%; Russian Needle was 5180 with no daily change and a weekly decrease of 4.43%; Hardwood pulp Goldfish was 4080 with a daily decrease of 0.97% and a weekly decrease of 1.69% [1] - Outer - disk quotes: Chilean Silver Star was 720 dollars with a monthly decrease of 2.70%; Chilean Star was 500 dollars with a monthly decrease of 10.71%; Chilean Venus was 620 dollars with no monthly change [1] - Import costs: Chilean Silver Star was 5884 with a monthly decrease of 2.68%; Chilean Star was 4101 with a monthly decrease of 10.60%; Chilean Venus was 5073 with no monthly change [1] Group 2: Paper Pulp Fundamental Data Supply - Import volume: In June 2025, coniferous pulp import volume was 67.8 tons, a 6.09% decrease from May; Hardwood pulp import volume data was not shown in a comparable way here [1] - Shipment volume: The shipment volume of paper pulp to China in May 2025 was 140 tons, a 3.3% increase from April [1] - Company offer: Chilean Arauco announced July wood pulp outer - disk quotes. Coniferous pulp Silver Star had no new offer; Venus was priced at 590 dollars per ton, and Uruguayan Hardwood pulp New Star was 500 dollars per ton [1] Demand - Main finished paper production: This week, the production of main finished papers decreased slightly, and paper prices were low, providing weak support for paper pulp [2] Inventory - As of July 31, 2025, the inventory of Chinese paper pulp main ports was 210.5 tons, a 3.8 - ton decrease from the previous period, a 1.8% decrease, showing a de - stocking trend [2] Group 3: Paper Pulp Valuation Data - Basis: On August 5, 2025, the Russian Needle basis was 20 with a quantile level of 0.739; Silver Star basis was 690 with a quantile level of 0.914 [1] - Import profit: Coniferous pulp Silver Star's import profit was - 34 with a quantile level of 0.545; Hardwood pulp Goldfish was - 21 with a quantile level of 0.613 [1] Group 4: Strategy - This week, paper pulp futures returned to fundamental pricing and are expected to fluctuate widely between 5100 - 5400 [2]