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英科再生: 国金证券股份有限公司关于英科再生资源股份有限公司部分募集资金投资项目延期的核查意见
Zheng Quan Zhi Xing· 2025-08-26 13:13
Summary of Key Points Core Viewpoint - The company has decided to postpone the completion date for certain fundraising investment projects to align better with its long-term strategic goals, without changing the investment content, purpose, total amount, or implementing entities of the projects [1][4]. Group 1: Fundraising Investment Project Overview - The company was approved to publicly issue 33,258,134 shares at a price of 21.96 RMB per share, raising approximately 65.69 million RMB [1][2]. - The total investment amount for the projects funded by the raised capital is 65.69 million RMB, with cumulative investments amounting to 47.58 million RMB as of June 30, 2025 [2][3]. Group 2: Postponement Details - The company has decided to extend the expected operational status date for certain projects to December 2027, based on strategic planning and actual project progress [3][4]. - The "100,000 tons/year multi-category plastic bottle high-quality recycling project" has seen a funding input progress of 62.60% as of June 30, 2025, indicating significant investment and high technical requirements [3][4]. Group 3: Impact and Compliance - The postponement is a cautious decision that does not alter the intended use of the raised funds and is compliant with regulations set by the China Securities Regulatory Commission and the Shanghai Stock Exchange [4][5]. - The company believes that the delay will not adversely affect its operations and is beneficial for long-term development [4][5].
英科再生: 英科再生资源股份有限公司内部控制制度
Zheng Quan Zhi Xing· 2025-08-26 11:21
Core Points - The internal control system of the company aims to enhance operational standards, protect investor rights, and ensure compliance with laws and regulations [1][2] - The internal control process includes ensuring legal compliance, improving operational efficiency, safeguarding assets, and ensuring accurate information disclosure [1][2] Group 1: General Principles - The internal control system applies to the company and its subsidiaries [2] - Internal control is influenced by various factors such as organizational structure, corporate culture, risk philosophy, and management policies [2][3] - The company is responsible for establishing and executing the internal control system according to its operational characteristics and environment [1][2] Group 2: Basic Requirements - The internal control framework includes elements like internal environment, goal setting, risk assessment, and control activities [2][3] - The company must continuously improve its governance structure and establish effective incentive mechanisms [3] - Internal control activities should cover all operational aspects, including sales, procurement, inventory management, and financial management [4] Group 3: Key Control Activities - The company should strengthen management control over its subsidiaries and establish control policies and procedures [11] - Internal controls for related party transactions must adhere to principles of honesty, equality, and fairness [13][14] - The company must ensure that external guarantees are managed prudently and in compliance with relevant regulations [21][22] Group 4: Fundraising and Investment Controls - The company should establish a management system for the use of raised funds, ensuring compliance and efficiency [29][30] - External investments should follow principles of legality, prudence, and safety, with a focus on risk control [37][38] - The company must regularly assess the progress and effectiveness of major investment projects [44] Group 5: Information Disclosure - The company must establish an information disclosure system to ensure timely and accurate reporting of significant information [45][46] - The board secretary is responsible for overseeing the information disclosure process and ensuring compliance with regulations [46][47] - The company should maintain confidentiality of undisclosed significant information and establish a mechanism for accountability [47][48] Group 6: Internal Audit and Evaluation - An internal audit department is established to supervise and evaluate the effectiveness of internal controls [50][51] - The internal audit department must report findings to the audit committee and ensure independence from financial departments [51][52] - The company must disclose any significant deficiencies in internal controls and the measures taken to address them [55][56]
英科再生: 英科再生资源股份有限公司对外担保决策制度
Zheng Quan Zhi Xing· 2025-08-26 11:21
Core Points - The company has established a decision-making system for external guarantees to regulate its guarantee behavior and mitigate financial risks [1] - The system applies to the company, its wholly-owned subsidiaries, and significant equity investees [1][2] - External guarantees must be approved by the board of directors or the shareholders' meeting, with specific thresholds for different types of guarantees [2][3] Group 1: General Principles - The company defines external guarantees as actions taken to provide security for debts owed by third parties, including guarantees, mortgages, and pledges [1] - All directors and senior management must carefully manage and control the risks associated with external guarantees [1] - The principles governing external guarantees include legality, prudence, mutual benefit, and safety [1] Group 2: Approval Authority - Any external guarantee must be approved by the board of directors or the shareholders' meeting [2] - Guarantees exceeding 50% of the latest audited net assets or 30% of total assets require shareholder approval [2] - Specific conditions, such as guarantees for entities with over 70% debt-to-asset ratio or single guarantees exceeding 10% of net assets, also necessitate shareholder approval [2] Group 3: Guarantee Procedures - The company must conduct a thorough review of the creditworthiness of the party requesting the guarantee [3][4] - The financial department is responsible for investigating and analyzing the financial status and operational conditions of the guaranteed party [4] - The board of directors must carefully evaluate the financial and operational status of the guaranteed party before making a decision [4] Group 4: Risk Management - The company must track and supervise the financial condition and debt repayment status of the guaranteed party during the guarantee period [6] - If the guaranteed party fails to fulfill its obligations, the company must initiate recovery procedures [6][7] - The company is required to disclose any guarantees and related information in accordance with legal and regulatory requirements [5][6]
英科再生: 英科再生资源股份有限公司总经理工作细则
Zheng Quan Zhi Xing· 2025-08-26 11:21
Core Points - The document outlines the operational guidelines for the General Manager of Yingke Recycling Resources Co., Ltd, aiming to enhance governance structure and operational efficiency [1][3][10] Group 1: General Provisions - The guidelines are established to improve the governance structure and operational efficiency of the company, ensuring the protection of shareholders' rights [1][3] - The company has a General Manager and several Vice General Managers, with the General Manager being responsible to the Board of Directors [3][4] Group 2: Qualifications and Appointment of the General Manager - Specific disqualifications for the General Manager include lack of civil capacity, criminal convictions related to corruption, and being listed as a dishonest executor by the court [4][5] - The appointment and dismissal of the General Manager must follow legal procedures and company regulations, with a term of three years [6][7] Group 3: Powers of the General Manager - The General Manager has the authority to manage daily operations, implement board resolutions, and report to the board [5][6] - Responsibilities include organizing annual business plans, proposing management structures, and overseeing financial budgets of subsidiaries [5][6] Group 4: Responsibilities of the General Manager - The General Manager must ensure compliance with national policies, protect company interests, and maintain safety in production [12][13] - The role includes setting specific duties for Vice General Managers and the Chief Financial Officer [12][13] Group 5: General Manager's Meeting System - The General Manager's office meetings are held to discuss significant management decisions, ensuring scientific and reasonable decision-making [14][15] - Meeting records must be maintained for ten years, and confidentiality must be upheld [17][21] Group 6: Major Business Activities - The General Manager is responsible for decisions on significant business matters, including financial operations and major contracts [23][24] - Timely reporting to the board on significant contracts and financial situations is required [26][28] Group 7: Responsibilities and Obligations - The General Manager must adhere to laws and company regulations, maintaining integrity and diligence in their duties [31][32] - Misuse of company funds or assets for personal gain is strictly prohibited [33][34]
英科再生: 英科再生资源股份有限公司内幕信息知情人登记管理制度
Zheng Quan Zhi Xing· 2025-08-26 11:21
Core Viewpoint - The company has established a comprehensive insider information management system to ensure compliance with relevant laws and regulations, aiming to protect the integrity of insider information and prevent insider trading. Group 1: Insider Information Management - The board of directors is responsible for managing insider information and must ensure the accuracy and completeness of insider information records [1][2] - Insider information includes significant events that could impact the company's stock price, such as major asset transactions exceeding 30% of the asset's value [7][8] - The company must maintain a record of individuals who have access to insider information and ensure they comply with confidentiality obligations [9][10] Group 2: Responsibilities of Insider Information Holders - Individuals with insider information must not trade the company's stock or disclose insider information without board approval [4][13] - The company must provide training and ensure that all insider information holders understand their responsibilities regarding confidentiality [11][12] - Any breach of confidentiality by insiders may lead to disciplinary actions, including termination and legal consequences [26][30] Group 3: Reporting and Documentation - The company is required to submit insider information records to the Shanghai Stock Exchange within five trading days after the information is publicly disclosed [9][10] - A detailed record of the decision-making process for significant events must be maintained, including timelines and involved parties [6][8] - The company must ensure that all documentation related to insider information is accurate and stored for at least ten years [16][18]
英科再生: 英科再生资源股份有限公司会计师事务所选聘制度
Zheng Quan Zhi Xing· 2025-08-26 11:21
Core Viewpoint - The document outlines the selection and management procedures for accounting firms at Yingke Recycling Resources Co., Ltd, aiming to enhance audit quality and protect shareholder interests [2][3]. Group 1: General Principles - The selection of accounting firms must comply with relevant laws and regulations, including the Company Law of the People's Republic of China and the Shanghai Stock Exchange rules [2]. - The selection process involves the audit committee's review and approval before submission to the board and ultimately the shareholders [2][3]. Group 2: Quality Requirements for Accounting Firms - Selected accounting firms must possess independent qualifications, a stable operational structure, and a good record of audit quality [4]. - Firms must be familiar with national financial regulations and have qualified registered accountants to ensure audit quality [4]. Group 3: Selection Procedures - The audit committee is responsible for the selection process, which includes developing policies, initiating selection, and evaluating proposals [3][4]. - The selection must be conducted through competitive negotiation, public bidding, or other methods to ensure fairness [3][4]. Group 4: Evaluation Criteria - Evaluation criteria for selecting accounting firms include audit fees, qualifications, past performance, quality management, and resource allocation [5]. - Quality management must account for at least 40% of the evaluation score, while audit fees should not exceed 15% [5]. Group 5: Documentation and Record Keeping - All documents related to the selection process must be archived for at least ten years after the selection concludes [5]. - The audit committee must provide a written review of the selected accounting firm, which will be archived alongside board resolutions [5]. Group 6: Reappointment and Replacement Procedures - The audit committee must evaluate the performance of the accounting firm before reappointment, and if the evaluation is negative, a new firm must be appointed [6][7]. - If a firm is to be replaced, the reasons for termination and the new firm's qualifications must be disclosed [7][8]. Group 7: Supervision and Penalties - The audit committee is tasked with supervising the audit work of the appointed accounting firm and must report on their performance annually [20]. - Serious violations by the accounting firm can lead to termination of their services and potential penalties for responsible individuals [20][21].
英科再生: 英科再生资源股份有限公司内部审计管理制度
Zheng Quan Zhi Xing· 2025-08-26 11:21
Core Viewpoint - The internal audit management system of Yingke Recycling Resources Co., Ltd. aims to enhance internal management and control, ensuring the legality and compliance of management actions, while protecting the interests of the company and its shareholders [1]. Group 1: Internal Audit Definition and Purpose - Internal audit is defined as the independent and objective evaluation of the company's business activities, financial transactions, and internal controls to ensure the appropriateness, authenticity, legality, and effectiveness of operations [1]. - The internal audit department is responsible for checking the implementation of company decisions and providing constructive audit suggestions to achieve business objectives [1]. Group 2: Audit Department Structure and Responsibilities - The audit department operates under the leadership of the board of directors and is accountable to the audit committee [2]. - The audit department consists of specialized personnel, including auditors, legal experts, and technical management staff [2]. - The audit department has various responsibilities, including auditing financial management, internal control systems, and compliance with national financial regulations [3][4]. Group 3: Audit Authority and Ethical Standards - The audit department has the authority to request necessary documents, participate in relevant meetings, and suggest corrective actions for identified issues [3][4]. - Auditors must adhere to professional ethics, maintain independence, and avoid conflicts of interest while performing their duties [5]. Group 4: Audit Procedures and Implementation - The internal audit process includes planning, notifying the audited units, collecting evidence, and drafting audit reports [6]. - The audit department is responsible for monitoring the implementation of audit recommendations and decisions [6]. Group 5: Applicability and Enforcement - The internal audit management system applies to all departments and subsidiaries of the company [7]. - The regulations will be enforced from the date of approval by the board of directors [8].
英科再生: 英科再生资源股份有限公司董事、高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-08-26 11:21
Core Points - The article outlines the management system for the resignation of directors and senior management at Yingke Recycling Resources Co., Ltd, aiming to ensure stable corporate governance and protect shareholders' rights [1][2][3] Group 1: General Provisions - The system applies to all directors (including independent directors) and senior management personnel regarding their resignation, term expiration, dismissal, and other circumstances leading to actual departure [1] - The resignation of directors must be submitted in writing to the board, becoming effective upon receipt, with disclosure required within two trading days [1][2] Group 2: Resignation Circumstances and Effectiveness - Directors can resign before their term ends, and if a director's resignation leads to a board composition below the legal minimum, the original director must continue to fulfill their duties until a new director is elected [1][2] - The company must complete the election of a new director within 60 days if a resignation affects the board's legal composition [1][2] Group 3: Responsibilities and Obligations - Directors and senior management must complete handover procedures within five working days after resignation, including the transfer of all company documents and materials [3][4] - The obligations of loyalty and confidentiality continue for one year after the end of their term, and they must cooperate with the company in post-resignation audits [4][5] Group 4: Accountability Mechanism - Directors and senior management are liable for damages caused to the company due to violations of laws or company regulations during their tenure, and this liability does not cease upon resignation [5][6] - The board must review any claims against departing directors for unfulfilled commitments or other breaches of duty [6][7]
碳新(深圳)科技有限公司成立 注册资本100万人民币
Sou Hu Cai Jing· 2025-08-26 07:17
Core Viewpoint - The establishment of Carbon New (Shenzhen) Technology Co., Ltd. indicates a growing focus on carbon fiber recycling and related technologies in the industry [1] Company Summary - Carbon New (Shenzhen) Technology Co., Ltd. has been registered with a capital of 1 million RMB [1] - The legal representative of the company is Hu Jin [1] - The company’s business scope includes research and development of carbon fiber recycling technology, manufacturing and sales of equipment for processing waste carbon fiber composite materials, and various technology services [1] Industry Summary - The company is involved in high-performance fiber and composite material manufacturing and sales, indicating a potential growth area in advanced materials [1] - The inclusion of IoT applications and artificial intelligence in its business scope suggests a trend towards integrating smart technologies in environmental and recycling solutions [1] - The focus on resource recycling and waste management technologies aligns with global sustainability goals, highlighting the industry's shift towards eco-friendly practices [1]
格林美回应筹划H股上市:打开境外融资渠道,促进公司后续海外业务的发展
Ge Long Hui A P P· 2025-08-25 04:35
Group 1 - The company is planning to list H-shares to open up overseas financing channels and promote the development of its future overseas business [1] - The company intends to establish overseas marketing centers and innovation platforms, and may also focus on the construction of key component industries in the future [1]