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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。 ...
中泰化学: 陕西稼轩律师事务所关于新疆中泰化学股份有限公司2025年第二次临时股东会之法律意见书
Zheng Quan Zhi Xing· 2025-07-04 16:34
Core Viewpoint - The legal opinion letter confirms the legality and validity of the convening, holding procedures, qualifications of attendees, and voting procedures of the 2025 Second Extraordinary General Meeting of Xinjiang Zhongtai Chemical Co., Ltd. [1][2][6] Group 1: Meeting Procedures - The board of directors approved the proposal to supplement board members on June 19, 2025, which required submission to the shareholders' meeting for approval [2][3]. - The meeting was held on July 4, 2025, using a combination of on-site and online voting methods, with specific time slots for online voting [3][4]. Group 2: Attendee Qualifications - A total of 2 shareholders participated in on-site voting, representing shares of 123,657,313, which accounted for 4.7744% of the total voting shares [5][6]. - The qualifications of the shareholders participating in the online voting were verified and deemed valid according to relevant laws and regulations [5][6]. Group 3: Voting Procedures and Results - The meeting had no temporary proposals, and the shareholders voted on the listed proposals in the meeting notice [6][7]. - The first proposal received 799,089,584 votes in favor, representing 98.3654% of the total valid votes, while the second proposal received 799,619,784 votes in favor, representing 98.4307% of the total valid votes [6][7]. Group 4: Conclusion - The legal opinion concludes that the meeting's convening, holding procedures, qualifications of attendees, and voting results are in compliance with the Company Law, Shareholders' Meeting Rules, and the company's articles of association [6][7].
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].
莱尔科技: 董事会薪酬与考核委员会关于公司2025年员工持股计划相关事项的核查意见
Zheng Quan Zhi Xing· 2025-07-04 16:34
Core Viewpoint - The company is set to implement a 2025 employee stock ownership plan (ESOP) that complies with relevant laws and regulations, aiming to enhance employee engagement and align interests among stakeholders [2][3]. Summary by Sections Legal Compliance - The company confirms that there are no prohibitive circumstances under the Company Law, Securities Law, and other relevant regulations that would prevent the implementation of the employee stock ownership plan [2][3]. - The draft of the 2025 employee stock ownership plan aligns with the legal requirements and does not harm the interests of the company or its shareholders [2][3]. Procedural Validity - The procedures for formulating the employee stock ownership plan are deemed legal and effective, with proper decision-making processes followed during the review of related proposals [2][3]. Eligibility and Participation - All proposed participants in the employee stock ownership plan meet the eligibility criteria set forth in the relevant guidelines and regulations, ensuring that participation is voluntary and not enforced [3]. - The plan adheres to principles of legality, voluntary participation, and self-borne risk, with employee opinions gathered through democratic means prior to implementation [3]. Benefits and Objectives - The implementation of the employee stock ownership plan is expected to enhance employee cohesion and company competitiveness, motivating employees and aligning the long-term interests of the company, shareholders, management, and employees [3].
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]
汇得科技: 汇得科技公司章程(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-04 16:34
上海汇得科技股份有限公司 章 程 中国·上海 (2025 年 7 月修订) 上海汇得科技股份有限公 司 公司章程 上海汇得科技股份有限公司 公司章程 上海汇得科技股份有限公司 章 程 第一章 总则 第一条 为维护上海汇得科技股份有限公司(以下简称"公司")、股东、 职工和债权人的合法权益,规范公司的组织和行为,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》)和其他有关规定,制定本公司章程。 第二条 公司系依照《公司法》和其他有关规定发起设立的股份有限公 司。 公司系由上海汇得化工有限公司整体变更设立,在上海市市场监督管理局 注册登记,取得营业执照,统一社会信用代码 91310116662478847M。 第三条 公司于 2018 年 6 月 19 日经中国证券监督管理委员会(以下简称 "中国证监会")核准,首次向社会公众公开发行人民币普通股 26,666,667 股, 于 2018 年 8 月 28 日在上海证券交易所上市。 第四条 公司的注册名称:上海汇得科技股份有限公司 英文名称:Shanghai Huide Science & Technology ...
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]