证券代码：830964 证券简称：润农节水 公告编号：2023-002 河北润农节水科技股份有限公司 第三届监事会第十四次会议决议公告 本公司及监事会全体成员保证公告内容的真实、准确和完整，没有虚假记载、 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个别及连 带法律责任。 一、会议召开和出席情况 （一）会议召开情况 1.会议召开时间：2023 年 1 月 11 日 2.会议召开地点：公司会议室 3.会议召开方式：现场 4.发出监事会会议通知的时间和方式：2023 年 1 月 6 日 以电话和电子邮件方式 发出 5.会议主持人：监事会主席王庆利 6.召开情况合法、合规、合章程性说明： 会议召集、召开、议案审议程序及表决等方面符合有关法律、行政法规、部 门规章、规范性文件和《公司章程》的规定，所作出的决议合法有效。 （二）会议出席情况 会议应出席监事 3 人，出席和授权出席监事 3 人。 二、议案审议情况 （一）审议通过《关于预计 2023 年日常性关联交易的议案》 1.议案内容： 根据公司日常经营业务的需要，公司对 2023 年日常性关联交易进行预计。 详见公司在北京证券交易所指定披露平台（w ...

证券代码：830964 证券简称：润农节水 公告编号：2023-004 河北润农节水科技股份有限公司 关于预计 2023 年日常性关联交易的公告 本公司及董事会全体成员保证公告内容的真实、准确和完整，没有虚假记载、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个别及连带法律责任。 一、 日常性关联交易预计情况 （一） 预计情况 单位：元 | | | 预计 2023 | 年发 | 2022 年与关联 | 预计金额与上年实际发 | | --- | --- | --- | --- | --- | --- | | 关联交易类别 | 主要交易内容 | 生金额 | | 方实际发生金 | 生金额差异较大的原因 | | | | | | 额 | | | 购买原材料、 燃料和动力、 接受劳务 | | | | | | | 销售产品、商 | 节水材料销售、施工 | | | | 年预计公司业务 2023 | | 品、提供劳务 | 安装 | 5,000,000.00 | | 798,070.07 | 量比上年有所提升，预 计额度相应提高。 | | 委托关联方销 售产品、商品 | | | | | | | 接受关联方委 | ...

Intellectual Property and Innovation - The company obtained 6 patent certificates during the reporting period, including 5 utility model patents and 1 design patent[7] - During the reporting period, the company obtained 5 utility model patents, 1 design patent, and 3 software copyrights[42] - The company holds 99 patented technologies and 12 software copyrights, focusing on innovation and technology-driven market capture[78] Industry Recognition and Development - The company was recognized as a "National Star-Level Agricultural Science and Technology Social Service Organization" in January 2022, affirming its role in promoting agricultural technology application and high-quality development[6] - The company plans to focus on the water-saving irrigation industry, responding to national policies and market opportunities for intensive and intelligent development[49] Financial Performance - The company achieved operating revenue of CNY 254.36 million, a year-on-year increase of 19.52%[40] - Net profit attributable to shareholders decreased by 7.73% to CNY 20.02 million compared to the same period last year[40] - Total assets at the end of the reporting period were CNY 1,023.47 million, down 0.40% year-on-year[28] - The company's net assets attributable to shareholders increased by 0.83% to CNY 847.24 million[28] - The gross profit margin decreased to 22.82% from 27.14% in the previous year[1] - The net profit for the current period is CNY 20,020,771.05, a decrease of 7.73% from CNY 21,697,662.71 in the previous year[53] - The company reported a significant increase in other income, which rose by 1,157.30% to CNY 5,409,446.03, primarily due to government incentives[55] Cash Flow and Liquidity - The net cash flow from operating activities was CNY -27.38 million, a decrease of CNY 1.11 million from the previous year[40] - Cash flow from operating activities was negative at CNY -27,380,195.64, worsening from CNY -16,268,371.26 in the previous year[63] - Investment activities generated a net cash flow of CNY 47,819,004.67, a substantial increase compared to CNY -30,324,732.59 in the previous year[63] - The company's cash and cash equivalents increased to ¥115,465,758.73, representing 11.28% of total assets, up from 10.56% the previous year, a change of 6.40%[50] Market Expansion and Competition - The company expanded its market presence in the Southwest and Southeast regions, as well as internationally, focusing on agricultural water-saving irrigation[41] - The company faces risks related to intensified industry competition and potential withdrawal of government subsidies for water-saving irrigation projects[13] - The company faces intensified competition in the water-saving irrigation industry but maintains a leading position with a strong business team and technological capabilities[78] Risk Management - The company has not experienced significant changes in major risks during the reporting period[13] - The company faces risks from the gradual withdrawal of government subsidies for water-saving irrigation projects, which may increase the cost burden on farmers and agricultural enterprises[79] - Fluctuations in the prices of key raw materials, such as PVC and PE, could significantly impact the company's profit margins, despite ongoing efforts to optimize production and maintain good supplier relationships[80] - The expansion of the company's scale may lead to management risks if the management capabilities do not keep pace with growth, necessitating talent development and process improvements[83] - Construction risks associated with water-saving projects include potential delays and safety hazards, which the company mitigates through a comprehensive safety management system[84] Corporate Governance and Structure - The actual controller of the company is Xue Baosong, with other associated individuals being Li Mingxin, Xue Lixia, and Xue Lichao[22] - The company has not undergone any changes in its controlling shareholder or actual controller during the reporting period[106] - The company has established an emergency response plan for environmental incidents to mitigate pollution risks[77] Subsidiaries and Consolidation - The consolidated financial statements now include two new subsidiaries: Hebei Sailite New Energy Co., Ltd. and Linfen Rural Collective Economic Construction Co., Ltd.[72] - Hebei Sailite New Energy Co., Ltd. was established as a wholly-owned subsidiary, expected to positively impact the company's financial status and operational results in the long term[71] Employee and Management Changes - The total number of employees decreased from 422 to 393, with a reduction of 30 employees during the reporting period[127] - The number of administrative staff decreased from 40 to 35, while production staff decreased from 119 to 101[127] - The company has 2 independent directors remaining after the resignation of Wang Mingkai due to the completion of his six-year term[125] Environmental and Social Responsibility - The company donated CNY 2 million to the Red Cross Society for humanitarian assistance in Shanxi Province[75] - The company has implemented environmental protection measures, including waste gas treatment and noise control, ensuring compliance with relevant standards[76] Financial Reporting and Compliance - The financial statements are prepared in accordance with the accounting standards set by the Ministry of Finance, ensuring compliance and transparency[176] - The company has not reported any changes in accounting policies or prior period error corrections during this reporting period[160] - The company did not conduct an audit for the financial report[130]

Financial Performance - Operating revenue for Q1 2022 was CNY 75,738,200.93, representing a year-on-year increase of 7.66%[15] - Net profit attributable to shareholders for Q1 2022 was CNY 10,196,688.47, a decrease of 2.02% compared to the same period last year[15] - The net profit after deducting non-recurring gains and losses decreased by 36.07% year-on-year, amounting to CNY 6,445,802.62[15] - Total operating revenue for Q1 2022 was ¥75,738,200.93, an increase of 7.3% compared to ¥70,351,131.60 in Q1 2021[40] - Net profit for Q1 2022 was ¥10,196,688.47, a slight decrease of 2.0% from ¥10,406,859.56 in Q1 2021[41] - Total profit for Q1 2022 was ¥11,467,892.02, down 10.7% from ¥12,846,487.12 in the previous year[40] Cash Flow and Liquidity - The net cash flow from operating activities for Q1 2022 was CNY -59,189,280.64, a decrease of CNY 31,952,000 compared to the same period last year[17] - Operating cash flow for Q1 2022 was negative at -59,189,280.64 CNY, compared to -27,232,083.56 CNY in Q1 2021, indicating a decline in operational efficiency[45] - Cash and cash equivalents at the end of Q1 2022 stood at 85,706,589.82 CNY, down from 110,435,637.98 CNY at the end of Q1 2021, indicating a liquidity contraction[46] - The company reported a net cash outflow of -10,855,327.06 CNY in Q1 2022, compared to -48,140,638.99 CNY in Q1 2021, suggesting an improvement in cash management[46] - Total cash outflow from operating activities in Q1 2022 was 164,527,908.90 CNY, up from 153,290,600.80 CNY in Q1 2021, indicating increased operational costs[45] Assets and Liabilities - Total assets as of March 31, 2022, were CNY 1,002,971,882.21, a decrease of 2.39% compared to the end of the previous year[15] - The company's asset-liability ratio (consolidated) improved to 15.20% from 18.23% year-on-year[15] - Total assets decreased from CNY 1,027,562,381.05 to CNY 1,002,971,882.21, a decline of approximately 2.5%[34] - Current liabilities decreased from CNY 160,297,422.61 to CNY 125,560,148.42, a reduction of about 21.7%[34] - Total liabilities decreased from CNY 187,279,718.17 to CNY 152,492,530.86, a reduction of about 18.6%[34] - Shareholders' equity increased from CNY 840,282,662.88 to CNY 850,479,351.35, an increase of approximately 1.4%[34] Shareholder Information - The number of shareholders holding more than 5% of shares increased, with the controlling shareholder's stake rising to 9.10%[21] - The company reported a total shareholding of 154,838,600 shares, representing 59.28% of total shares held by the top ten shareholders[24] - Xue Baosong holds 33.30% of the shares, amounting to 86,970,163 shares, making him the largest shareholder[24] Operational Challenges - The company faced challenges due to COVID-19, impacting sales and project execution, particularly in key regions like Inner Mongolia and Hebei[17] Non-Recurring Items - Non-recurring gains and losses for the period totaled CNY 4,412,785.28, with a net amount after tax of CNY 3,750,885.85[19] - The company has not implemented any profit distribution or capital increase from reserves during the reporting period[30] Other Financial Metrics - Research and development expenses increased to ¥2,839,838.91, up 29.7% from ¥2,188,349.53 year-over-year[40] - The company reported a credit impairment loss of ¥2,763,664.34, down 42.0% from ¥4,753,527.57 in Q1 2021[40] - Basic and diluted earnings per share remained stable at ¥0.04 for both Q1 2022 and Q1 2021[44] - Operating profit for Q1 2022 was ¥11,432,006.39, a decrease of 10.9% compared to ¥12,837,151.41 in Q1 2021[40] - The company’s other income increased significantly to ¥4,260,070.96 from ¥371,983.45 in Q1 2021[40]

Recognition and Achievements - The company was recognized as a national-level "specialized, refined, and innovative" small giant enterprise in May 2021, marking a comprehensive acknowledgment of its management, innovation capabilities, and economic benefits[4]. - The "Intelligent Water and Fertilizer Integration Machine" developed by the company received the "Hebei Province Scientific and Technological Achievement Certificate" from the Hebei Provincial Department of Science and Technology in June 2021[4]. - The company's research project on key technologies for water-saving irrigation of southern specialty economic crops won the second prize of the "Agricultural Water-saving Technology Award" in October 2021[4]. - The company became one of the first listed companies on the Beijing Stock Exchange in November 2021, celebrating its 11th anniversary[4]. - The company was included in the "2021 Green Manufacturing List" and recognized as a quality benchmark for industrial enterprises in Hebei Province in December 2021[4]. Financial Performance - The company's operating revenue for 2021 was ¥589,013,277.03, representing a 14.60% increase compared to ¥513,991,349.06 in 2020[29]. - The net profit attributable to shareholders for 2021 was ¥58,167,745.49, a 5.22% increase from ¥55,283,027.65 in 2020[29]. - The total assets at the end of 2021 amounted to ¥1,027,562,381.05, reflecting a 6.94% growth from ¥960,846,468.44 at the end of 2020[31]. - The company's debt-to-asset ratio (consolidated) was 18.23% at the end of 2021, slightly up from 18.06% at the end of 2020[32]. - The basic earnings per share for 2021 was ¥0.22, a decrease of 4.35% from ¥0.23 in 2020[29]. - The net cash flow from operating activities for 2021 was ¥14,611,198.23, a significant recovery from a negative cash flow of ¥46,836,976.18 in 2020[34]. - The gross profit margin slightly decreased to 25.82% from 25.99% year-on-year, while the operating profit was ¥70,800,930.62, a 10.96% increase from ¥63,804,974.97[73]. Research and Development - R&D expenditure for the reporting period was 31.86 million yuan, up 16.48% year-on-year[56]. - The company obtained 9 utility model patents and 3 software copyrights during the reporting period[56]. - The total number of patents owned by the company increased to 93 from 81 in the previous year[103]. - The company’s R&D investment for the year amounted to 31.857 million yuan, focusing on projects such as smart irrigation systems and wastewater treatment technologies[104]. - The smart irrigation and fertilization control system has achieved domestic leading performance and passed provincial acceptance in September 2021[104]. Market and Industry Position - The company operates in the construction industry, specifically in water-saving irrigation equipment manufacturing and related services[23]. - The company is recognized as a high-tech enterprise with multiple qualifications in construction and irrigation[49]. - The North China region accounted for 58.72% of total revenue, with significant growth driven by market expansion in Henan and Shanxi[81]. - The company is actively expanding its market presence in regions like Henan and Shanxi, contributing significantly to revenue growth[54]. - The company is positioned to benefit from the government's push for digital agriculture and smart farming initiatives, enhancing its technological capabilities[199]. Risks and Challenges - The company faces risks from intensified industry competition and potential withdrawal of government subsidies for water-saving irrigation projects[12][13]. - The reliance on government subsidies for water-saving equipment procurement may gradually decrease, leading to increased costs for farmers and agricultural enterprises[126]. - The company is expanding its scale, which poses management risks if management capabilities do not keep pace with growth[130]. - The construction of water-saving projects is subject to various uncertainties, including material quality and adverse weather conditions, which could disrupt operations[131]. Corporate Governance and Structure - The actual controllers of the company are Xue Baosong and Li Mingxin, with associated parties including Xue Lixia and Xue Lichao[23]. - The company has a total of 9 board members and 3 supervisory board members[180]. - The company has maintained a stable workforce with no significant changes in senior management during the reporting period[184]. - The company emphasizes the cultivation and introduction of technical talents, forming a talent ladder of senior, intermediate, and junior levels[190]. Environmental and Social Responsibility - The company has established environmental protection responsibility systems and monitoring procedures for waste management[116]. - The company has implemented emergency response plans for environmental incidents to mitigate pollution risks[117]. - The company is committed to enhancing water-saving irrigation methods and improving water use efficiency in agricultural facilities[200]. - The company is actively promoting the construction of high-standard farmland in designated production functional areas, focusing on ecological-friendly practices[200]. Shareholder Information - The total number of ordinary shares is 261,208,000, with 17,754 shareholders[157]. - The largest shareholder, Xue Baosong, holds 86,970,163 shares, accounting for 33.30% of total shares[160]. - The top ten shareholders collectively hold 154,838,600 shares, representing 59.28% of total shares[160]. - The company reported a cash dividend distribution plan of CNY 0.50 per 10 shares for the year[177].