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中曼石油: 中曼石油董事及高级管理人员持股变动管理办法(2025年6月)
Zheng Quan Zhi Xing· 2025-06-06 11:31
General Provisions - The management measures for the changes in shareholding of directors and senior management of Zhongman Petroleum and Natural Gas Group Co., Ltd. are established to regulate the holding and trading of company shares by these individuals, in accordance with relevant laws and regulations [1][2] - This management approach applies to all shares held by directors and senior management, including those held in others' accounts and through margin trading [2] Shareholding Change Rules and Information Disclosure - Directors and senior management must comply with laws and regulations regarding insider trading, market manipulation, and other prohibited or restricted behaviors before trading company shares [2][3] - Prior to trading, directors and senior management must notify the board secretary in writing, who will verify the status of information disclosure and significant matters [3][4] Restrictions on Share Transfers - There are specific conditions under which directors and senior management cannot transfer their shares, including within one year of the company's stock listing and within six months after leaving their position [4][5] - The maximum amount of shares that can be transferred in a year is limited to 25% of the total shares held, with exceptions for certain circumstances [5][6] Reporting and Disclosure Requirements - Directors and senior management must report any changes in their shareholding within two trading days of the occurrence, providing detailed information about the changes [4][6] - A reduction plan must be reported to the stock exchange 15 trading days before the first sale, detailing the number of shares, time frame, and reasons for the reduction [6][7] Prohibition of Certain Trading Activities - Directors and senior management are prohibited from selling shares within six months of purchase or buying shares within six months of sale, with any profits from such transactions to be returned to the company [7][8] - They are also restricted from trading during specific periods, such as before the announcement of financial reports [8][9] Responsibilities and Penalties - If directors and senior management violate these regulations, they may face penalties from regulatory bodies and potential civil liability for losses incurred by the company [10] - The company reserves the right to impose additional penalties or pursue civil compensation for any losses caused by violations of these rules [10]
中曼石油: 上海君澜律师事务所关于中曼石油天然气集团股份有限公司2022年股票期权激励计划注销部分股票期权相关事项之法律意见书
Zheng Quan Zhi Xing· 2025-06-06 11:31
Core Viewpoint - The legal opinion letter from Shanghai Junlan Law Firm confirms that Zhongman Petroleum and Natural Gas Group Co., Ltd. has obtained the necessary approvals and authorizations for the cancellation of certain stock options under its 2022 stock option incentive plan, which will not significantly impact the company's financial status or the interests of its shareholders [1][4][5]. Group 1: Approval and Authorization - The cancellation of stock options has been approved and authorized according to the 2022 stock option incentive plan and relevant regulations [4][5]. - The company has received necessary guarantees regarding the authenticity and completeness of the documents provided to the law firm [2]. Group 2: Cancellation Details - The cancellation involves 56,900 stock options that were automatically forfeited by seven incentive participants who did not pay the exercise price [4]. - The cancellation will complete the implementation of the incentive plan, and it is confirmed that this action will not have a significant impact on the company's financial condition or operational results [4][5]. Group 3: Information Disclosure - The company will timely announce the resolutions of the board meeting and the details regarding the cancellation of stock options as required by the relevant regulations [4][5]. - The company has fulfilled its information disclosure obligations in accordance with the management measures and the incentive plan [5].
中曼石油: 中曼石油关于注销2022年股票期权激励计划部分已获授但尚未行权的股票期权的公告
Zheng Quan Zhi Xing· 2025-06-06 11:31
Core Viewpoint - The company announced the cancellation of 56,900 stock options from the 2022 stock option incentive plan that were granted but not exercised due to seven incentive targets failing to pay the exercise price [2][6][8] Group 1: Announcement Details - The board of directors and the compensation and assessment committee approved the proposal to cancel the unexercised stock options during the tenth meeting of the fourth board of directors [2][6] - The cancellation of stock options is in accordance with the "Management Measures for Equity Incentives of Listed Companies" and the company's own incentive plan [2][8] Group 2: Process and Compliance - The decision-making process for the incentive plan was completed, and independent directors expressed their agreement with the relevant matters [5][6] - The company conducted a self-examination regarding insider trading prior to the public disclosure of the incentive plan and found no violations [4][6] Group 3: Impact and Opinions - The cancellation of stock options is not expected to have a significant impact on the company's financial status or operating results, nor does it harm the interests of the company and its shareholders [7][8] - The compensation and assessment committee confirmed that the cancellation aligns with the relevant regulations and will not adversely affect the company's financial situation [7][8]
中曼石油: 中曼石油内幕信息及知情人登记管理办法(2025年6月)
Zheng Quan Zhi Xing· 2025-06-06 11:20
Core Points - The document outlines the management measures for insider information and the registration of informed persons within Zhongman Petroleum and Natural Gas Group Co., Ltd. [1] - The board of directors is responsible for managing insider information, ensuring the accuracy and completeness of the informed persons' records [2][3] - Insider information is defined as information that significantly impacts the company's operations, finances, or the market price of its securities and has not been publicly disclosed [5][6] Group 1: Insider Information Management - The board of directors is the management body for insider information, with the chairman as the main responsible person and the board secretary handling daily management [2] - Any department or individual must not disclose insider information without board approval [2][3] - Insider information includes significant events affecting stock prices, such as major asset transactions exceeding 30% of the asset's value [5][6] Group 2: Definition and Scope of Informed Persons - Informed persons are defined as individuals or entities that can access insider information directly or indirectly before it is publicly disclosed [7] - The scope includes company directors, senior management, shareholders holding more than 5% of shares, and relevant personnel from intermediary institutions [3][4] Group 3: Confidentiality Obligations - Informed persons have a duty to maintain confidentiality and must not leak insider information through various means before it is publicly disclosed [9][10] - External units requesting information must be refused unless legally mandated, and informed persons must be registered [10][11] Group 4: Registration and Record-Keeping - The company must maintain a record of informed persons and their details, including the nature of the insider information and the time of access [19][20] - Informed persons must fill out a registration form upon gaining insider information and submit it to the securities department [21][22] Group 5: Penalties for Violations - The company must conduct self-inspections regarding insider trading and report any violations to regulatory authorities within two working days [26][27] - Violations by major shareholders or intermediaries may result in warnings or termination of contracts [28][29]
中曼石油: 中曼石油关于召开2025年第二次临时股东会的通知
Zheng Quan Zhi Xing· 2025-06-06 11:13
Meeting Information - The second extraordinary general meeting of shareholders for 2025 is scheduled for June 24, 2025, at 9:30 AM [1] - The meeting will be held at the company's conference room located at 3998 Jiangshan Road, Pudong New District, Shanghai [1] - Voting will be conducted through a combination of on-site and online methods using the Shanghai Stock Exchange's network voting system [1] Voting Procedures - Shareholders can vote via the Shanghai Stock Exchange network voting system, with voting available from 9:15 AM to 3:00 PM on the day of the meeting [2][3] - Shareholders holding multiple accounts can aggregate their voting rights across all accounts for the same class of shares [3] - The first voting result will be considered valid if the same voting right is exercised multiple times [3] Agenda Items - The meeting will review non-cumulative voting proposals, including the development projects for the MF block and the EBN block [2] - Specific details regarding the proposals will be published in advance on various financial news platforms and the Shanghai Stock Exchange website [2] Attendance Requirements - Shareholders must be registered with the China Securities Depository and Clearing Corporation Limited by the close of trading on the registration date, June 17, 2025, to attend the meeting [4] - Both natural and legal person shareholders must provide appropriate identification and documentation for registration [4] Proxy Voting - Shareholders can appoint a proxy to attend the meeting and vote on their behalf, with specific documentation required for both the principal and the proxy [4][5] - The proxy must be a registered shareholder or an authorized representative [4]
中曼石油: 中曼石油第四届董事会第十次会议决议公告
Zheng Quan Zhi Xing· 2025-06-06 11:08
中曼石油天然气集团股份有限公司 第四届董事会第十次会议决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏,并对其内容的真实性、准确性和完整性承担法律责任。 一、董事会会议召开情况 证券代码:603619 股票简称:中曼石油 公告编号:2025-031 (以下简称"《激励计划》") 中曼石油天然气集团股份有限公司(以下简称"公司")第四届董事会第十次 会议的通知于2025年6月3日以电子邮件方式发出,会议于2025年6月5日在上海市浦 东新区江山路3998号公司会议室以现场结合通讯方式召开。 本次会议应当出席的董事8名,实际出席会议的董事8名,会议由董事长李春第 先生主持,部分高管列席了会议。会议的通知、召开符合《公司法》、《公司章程》 及有关法律、法规的规定,会议决议有效。 二、董事会会议审议情况 (一)审议并通过《关于注销 2022 年股票期权激励计划部分已获授但尚未行 权的股票期权的议案》 本议案已经公司董事会薪酬与考核委员会审议通过,一致同意提交公司董事会 进行审议。 根据《上市公司股权激励管理办法》(以下简称"《管理办法》")及《中曼石 油天然气集团股份有限公司 ...
中国石油宁夏销售公司原党委书记、执行董事韩非接受纪律审查和监察调查
news flash· 2025-06-06 10:03
中国石油宁夏销售公司原党委书记、执行董事韩非接受纪律审查和监察调查 智通财经6月6日电,据中央纪委国家监委驻中国石油纪检监察组、辽宁省纪委监委消息:中国石油天然 气股份有限公司宁夏销售分公司原党委书记、执行董事韩非涉嫌严重违纪违法,目前正接受中央纪委国 家监委驻中国石油纪检监察组纪律审查和辽宁省朝阳市监察委员会监察调查。 ...
黄金才是硬通货!普京紧急动用黄金储备,按吨算运往海外!
Sou Hu Cai Jing· 2025-06-06 08:53
Group 1 - A contract between Russia and Iran for drone purchases was revealed, with Russia paying 1.8 tons of gold (approximately $104 million) for Shahed-136 drones on March 16, 2023 [1] - Another contract dated April 5, 2023, shows Russia paid about 2.06 tons of gold for additional drone purchases [1] - The use of gold for transactions between Russia and Iran is driven by Western sanctions that have excluded Russian financial institutions from international payment systems, limiting normal trading channels [1] Group 2 - Iran's refusal to accept rubles is due to the limited range of products it can import from Russia, as it does not lack resources like oil and natural gas [1] - The depreciation of the ruble and domestic inflation in Iran are significant constraints, as holding rubles into the next year would lead to a substantial loss in purchasing power [2] - The current international instability has highlighted the value of gold as a hard currency, with Russia's gold reserves proving insufficient given the ongoing situation [2]
独联体国家政府首脑理事会会议在杜尚别举行
Zhong Guo Xin Wen Wang· 2025-06-05 15:47
Group 1 - The meeting of the Commonwealth of Independent States (CIS) government heads took place in Dushanbe, Tajikistan, focusing on industrial development and transportation cooperation [1] - A significant topic was enhancing industrial cooperation, with an agreement on heavy machinery manufacturing cooperation aimed at improving self-research capabilities in key sectors such as metallurgy, mining, energy, oil and gas, and chemicals [1] - In light industry, a cooperation concept was adopted to accelerate green transformation and establish a modern production system that is resource-efficient and environmentally friendly [1] Group 2 - The meeting also addressed regional aviation management collaboration, proposing enhanced coordination in flight rules, technical standards, and operational procedures to improve civil aviation safety and airspace utilization efficiency [2] - The next CIS government heads meeting is scheduled for September 30 in Minsk, Belarus [3]
中国石油: 北京市金杜律师事务所关于中国石油天然气股份有限公司2024 年年度股东会、2025年第一次A股类别股东会和2025年第一次H股类别股东会之法律意见书
Zheng Quan Zhi Xing· 2025-06-05 13:14
北京市金杜律师事务所 关于中国石油天然气股份有限公司 H 股类别股东会 之法律意见书 致:中国石油天然气股份有限公司 北京市金杜律师事务所(以下简称本所)接受中国石油天然气股份有限公司 (以下简称公司)委托,根据《中华人民共和国证券法》(以下简称《证券法》)、 《中华人民共和国公司法》(以下简称《公司法》)、中国证券监督管理委员会 《上市公司股东会规则》(以下简称《股东会规则》)等中华人民共和国境内(以 下简称中国境内,为本法律意见书之目的,不包括中国香港特别行政区、中国澳 门特别行政区和中国台湾地区)现行有效的法律、行政法规、规章和规范性文件 和现行有效的公司章程有关规定,指派律师出席了公司于 2025 年 6 月 5 日召开的 东会(以下合称本次股东会),并就本次股东会相关事项出具本法律意见书。 为出具本法律意见书,本所律师审查了公司提供的以下文件,包括但不限于: 章程》); 《中国石油天然气股份有限公司第九届董事会第十一次会议决议公告》; 《中国石油天然气股份有限公司关于召开 2024 年年度股东会、2025 年第一次 A 股 类别股东会和 2025 年第一次 H 股类别股东会的通知》 (以下简称《股东 ...