登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：001288 证券简称：运机集团 公告编号：2025-128 四川省自贡运输机械集团股份有限公司 第五届董事会第三十二次会议决议公告 本公司及董事会全体成员保证信息披露内容的真实、准确、完整，没有虚假记载、误导性陈述或重大遗 漏。 一、董事会会议召开情况 四川省自贡运输机械集团股份有限公司（以下简称"公司"）第五届董事会第三十二次会议于2025年12月 22日以电子邮件及电话的方式发出通知，并于2025年12月26日下午15:30在公司四楼418会议室以现场及 视频通讯相结合的方式召开。本次会议由公司董事长吴友华先生主持，应当出席本次会议的董事共8 人，实际参会的董事共8人，公司部分高级管理人员列席了会议，本次会议的召集、召开程序符合《公 司法》等法律法规、规范性文件及《公司章程》的规定。 二、董事会会议审议情况 经与会董事认真审议，形成如下决议： 1、审议通过《关于不提前赎回"运机转债"的议案》 公司股票自2025年12月8日至2025年12月26日期间，已有十五个交易日收盘价格不低于"运机转债"当期 转股价格的130%，根据《深圳证券交易所股票上 ...

证券日报网讯 12月26日，运机集团发布公告称，2025年12月26日，公司决定暂不行使"运机转债"提前 赎回权，赎回条款已于12月8日至26日连续15个交易日触发，当期转股价12.09元/股，130%阈值15.72元/ 股；未来12个月内即使再触发亦不行使，期满后重新计。 （文章来源：证券日报） ...

（文章来源：证券日报） 证券日报网讯 12月18日晚间，运机集团发布公告称，自2025年12月8日至2025年12月18日，公司股票价 格已有9个交易日的收盘价格不低于"运机转债"当期转股价格（即12.09元/股）的130%（即15.72元/ 股）。若在未来触发"运机转债"的有条件赎回条款，届时根据《四川省自贡运输机械集团股份有限公司 向不特定对象发行可转换公司债券募集说明书》的赎回条款相关规定，公司有权决定按照债券面值加当 期应计利息的价格赎回全部或部分未转股的"运机转债"。 ...

Group 1 - The China Convertible Bond Index rose by 0.05% on December 18, reaching 483.39 points [1] - Notable gainers included Jia Mei Convertible Bond, Sai Li Convertible Bond, Hu Gong Convertible Bond, Jin Zhong Convertible Bond, and Hang Yu Convertible Bond, with increases of 20.00%, 12.92%, 11.18%, 9.14%, and 5.21% respectively [1] - Major decliners included Da Zhong Convertible Bond, Huan Xu Convertible Bond, Yun Ji Convertible Bond, Rui Da Convertible Bond, and Hua An Convertible Bond, with decreases of 4.80%, 4.10%, 3.64%, 3.64%, and 3.55% respectively [1]

来源：上海证券报·中国证券网 来源：上海证券报·中国证券网 上证报中国证券网讯 12月11日，中证转债指数开盘涨0.08%，报483.5点。盟升转债涨超4%，再22转 债、应流转债涨超3%；运机转债、瑞达转债跌近1%。 上证报中国证券网讯 12月11日，中证转债指数开盘涨0.08%，报483.5点。盟升转债涨超4%，再22转 债、应流转债涨超3%；运机转债、瑞达转债跌近1%。 ...

Group 1 - The company held its 30th meeting of the fifth board of directors on November 25, 2025, to discuss various proposals [2][3] - The board approved the estimated daily related party transaction amount for 2026, not exceeding RMB 165.26 million (excluding tax) [3][21] - The board also approved changes to the registered capital and amendments to the company's articles of association due to the conversion of convertible bonds and the cancellation of certain restricted stocks [7][33] Group 2 - The company plans to hold its fifth extraordinary general meeting of shareholders on December 12, 2025, to discuss the approved proposals [17][39] - The meeting will include provisions for both on-site and online voting, with specific time frames for participation [39][51] - Shareholders must register to attend the meeting, with detailed instructions provided for both individual and corporate shareholders [48][49] Group 3 - The company has established a compensation management system for directors and senior management, which was also approved by the board [11][12] - Several governance documents, including the board nomination committee's working rules and the general manager's working rules, were revised to enhance corporate governance [14][16] - The independent directors and the audit committee reviewed and supported the proposals, ensuring compliance with market principles and protection of minority shareholders' interests [29][30]

Core Viewpoint - The China Convertible Bond Index opened higher on October 29, indicating a positive market sentiment towards convertible bonds [1] Group 1: Market Performance - The China Convertible Bond Index opened at 484.39 points, up by 0.07% [1] - Major convertible bonds such as Dazhong Convertible Bond increased by over 5%, Huicheng Convertible Bond rose by over 3%, and Zguang Convertible Bond and Huazheng Convertible Bond both gained over 2% [1] - Conversely, Yunjiji Convertible Bond fell by over 2%, while Jinpu Convertible Bond, Jingda Convertible Bond, and Tongcheng Convertible Bond all decreased by over 1% [1]

Group 1 - The company Sichuan Zigong Transportation Machinery Group Co., Ltd. issued convertible bonds named "Yunji Convertible Bonds" on September 21, 2023, with a total issuance amount of 730 million yuan (73,000 thousand) [2][8] - The bonds will pay interest annually, with the first interest payment scheduled for September 22, 2025, covering the period from September 21, 2024, to September 20, 2025, at a rate of 0.40% [2][9] - The bonds have a total of 730,000 units listed on the Shenzhen Stock Exchange [2][8] Group 2 - The interest payment for the bonds will be 4.00 yuan (including tax) for every 10 bonds (face value 1,000 yuan) [9] - The bond's interest rates are structured to increase over the years, starting from 0.20% in the first year to 3.20% in the sixth year [8][9] - The bond's credit rating is AA- with a stable outlook, as assessed by United Ratings [7] Group 3 - The bond's registration date for interest payment is September 19, 2025, with the ex-dividend date and payment date both on September 22, 2025 [9][10] - The company will not provide any guarantees for the bonds, and the interest tax obligations will be the responsibility of the bondholders [7][10] - The bonds will be managed by China Securities Depository and Clearing Corporation Limited, Shenzhen Branch [7]

Group 1 - The company held its 22nd meeting of the 5th Board of Directors on July 30, 2025, with all 9 directors present, complying with legal and regulatory requirements [1] - The Board approved changes to the company's registered capital due to the conversion of convertible bonds, the implementation of the 2024 annual equity distribution, and the completion of the cancellation of certain restricted stocks [1] - The company plans to abolish the supervisory board, transferring its powers to the audit committee of the Board, and will revise its Articles of Association accordingly [1][2] Group 2 - The Board proposed to authorize the management to handle subsequent registration changes and amendments to the Articles of Association [2] - All resolutions were passed unanimously with 9 votes in favor, and no votes against or abstentions [2][3] - The company aims to enhance its governance structure and compliance with relevant laws and regulations through these changes [2][4] Group 3 - The company plans to increase its foreign exchange hedging business limit from a maximum of $30 million to $100 million to better manage financial risks associated with currency and interest rate fluctuations [4][5] - The authorization for the foreign exchange hedging business will be effective from the date of approval at the upcoming shareholder meeting [4] - The company will hold its second extraordinary general meeting on August 21, 2025, to discuss these proposals [5]

Core Viewpoint - The company has completed the repurchase and cancellation of a portion of restricted stocks as part of its 2024 incentive plan, affecting a total of 45,136 shares, which is 0.0192% of the company's total share capital [1][6][10]. Group 1: Repurchase and Cancellation Details - The repurchase price for the restricted stocks is set at 7.6786 yuan per share, which includes bank interest for the period [1][8]. - The total amount for the repurchase is approximately 350,446.88 yuan, sourced from the company's own funds [9]. - The repurchase was necessitated by the departure of one incentive object and performance issues of others, leading to the cancellation of their restricted stocks [6][9]. Group 2: Approval and Disclosure Process - The incentive plan and its related matters were approved during the board meetings held on April 8, 2024, and subsequent meetings [2][3][5]. - The company conducted a public notice period for the initial grant of the incentive objects, receiving no significant objections [2][3]. Group 3: Impact on Company Structure - Following the cancellation, the company's total share capital will decrease from 234,962,565 shares to 234,917,429 shares [9][10]. - The structure of the company's shares will slightly change, with the proportion of restricted shares decreasing from 35.52% to 35.50% [9]. Group 4: Convertible Bond Price Adjustment - The conversion price for the company's convertible bonds remains unchanged at 12.09 yuan per share despite the stock repurchase, as the cancellation of shares is minimal [10][12].