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西子清洁能源装备制造股份有限公司 第六届董事会第二十八次临时会议决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-09-27 00:42
Core Viewpoint - The company has made significant decisions regarding its capital structure, operational scope, and governance, including the cancellation of the supervisory board and amendments to its articles of association, aimed at enhancing operational efficiency and governance standards [57][62][63]. Group 1: Changes in Capital and Governance - The company approved changes to its registered capital and operational scope, including the cancellation of the supervisory board, with the board of directors assuming its responsibilities [57][62]. - The registered capital will increase to 835,935,177 yuan following the conversion of convertible bonds and share repurchases [58][59]. - The operational scope will expand to include new activities such as sales and manufacturing of intelligent instruments and components [61]. Group 2: Management System Revisions - The company revised several management systems, including the rules for shareholder meetings and board meetings, which will require shareholder approval to take effect [54][55]. - The independent director's work system and other governance-related systems were also updated to align with regulatory requirements and improve governance [54][55]. Group 3: Fund Utilization and Project Completion - The board approved the completion of fundraising projects, specifically the "New Energy Technology Manufacturing Base," and decided to permanently supplement working capital with surplus funds [17][45]. - As of September 22, 2025, the project had a total contract amount of 789.98 million yuan, with 522.32 million yuan utilized, leaving a surplus of 565.38 million yuan [46][48]. - The decision to supplement working capital is expected to enhance the efficiency of fund utilization and reduce operational costs [49][51]. Group 4: Upcoming Shareholder Meeting - The company plans to hold its second extraordinary general meeting of shareholders on October 14, 2025, to discuss the aforementioned proposals [19][25]. - The meeting will include provisions for both on-site and online voting, ensuring broad participation from shareholders [27][30].
西子洁能拟将5.65亿元节余募集资金永久补充流动资金,募投项目完成结项
Xin Lang Cai Jing· 2025-09-26 13:47
Core Viewpoint - Xizi Clean Energy plans to conclude its fundraising projects related to the "New Energy Technology Manufacturing Industrial Base" and "Supplementary Working Capital Project" by September 26, 2025, and intends to use the remaining funds for permanent working capital [1][6]. Fundraising Overview - The company raised 1.11 billion yuan through a convertible bond issuance approved by the CSRC on December 24, 2021, with a net amount of 1.096 billion yuan after deducting issuance costs [2]. - The net amount was allocated to the "New Energy Technology Manufacturing Industrial Base" project (1.03 billion yuan) and the "Supplementary Working Capital" project (80 million yuan) [3]. Project Status and Financials - As of September 22, 2025, both projects have reached a usable state and are set for completion, with the following financial details: - New Energy Technology Manufacturing Industrial Base: - Planned investment: 1.03 billion yuan - Actual investment: 522.32 million yuan (51.39% progress) - Remaining funds: 565.38 million yuan - Supplementary Working Capital: - Planned investment: 80 million yuan - Actual investment: 80 million yuan (100% progress) - Total planned investment was 1.11 billion yuan, with 60.23 million yuan actually invested [3]. Reasons for Surplus Funds - The surplus funds are attributed to three main factors: 1. Effective cost control in equipment procurement and construction 2. Earnings from idle funds through cash management and deposits 3. Unsettled final payments amounting to 267.67 million yuan as of September 22 [4]. Plans for Surplus Funds - The pending payment of 267.67 million yuan will be held in a dedicated account for contractual payments, with any excess payments covered by the company's own funds. Remaining surplus funds of 297.71 million yuan will be transferred to a general deposit account [5]. Impact on the Company - This decision is expected to lower financial costs and align with the company's development plans, with no adverse effects on normal operations. The board and supervisory committee have approved the proposal, pending shareholder meeting approval [6].