证券代码：832982 证券简称：锦波生物 公告编号：2025-144 山西锦波生物医药股份有限公司 2025 年第三次临时股东会决议公告 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、会议召开和出席情况 （一）会议召开情况 1.会议召开时间：2025 年 8 月 28 日 2.会议召开地点：山西综改示范区太原唐槐园区锦波街 18 号公司九楼会议 室 3.会议召开方式：现场投票及网络投票 4.会议召集人：公司董事会 5.会议主持人：董事长杨霞女士 6.召开情况合法合规的说明： 本次股东会的召集、召开程序符合有关法律、行政法规、部门规章、规范性 文件和本公司章程的相关规定。本次会议召开不需要相关部门的批准或履行其他 必要的程序。 （二）会议出席情况 出席和授权出席本次股东会的股东共 25 人，持有表决权的股份总数 79,038,994 股，占公司有表决权股份总数的 68.69%。 其中通过网络投票参与本次股东会的股东共 17 人，持有表决权的股份总数 2,672,333 股，占公司有表决权股份总数的 ...

G E U A N Y 格 远 律 师 事 务 所 ——— Law Firm 关于山西锦波生物医药股份有限公司 2025 年第三次临时股东会的 法律意见书 山西格远 律师事 山西格远律师事务所 关于山西锦波生物医药股份有限公司 2025年第三次临时股东会的 法律意见书 致:山西锦波生物医药股份有限公司 根据《中华人民共和国证券法(2019年修订)》(以下简称"《证券法》")《中 华人民共和国公司法(2023年修正)》(以下简称"《公司法》")《北京证券交易 所上市公司持续监管办法》《上市公司信息披露管理办法》等法律、法规和其他 有关规范性文件的要求,山西格远律师事务所(以下简称"本所")接受山西锦 波生物医药股份有限公司(以下简称"锦波生物"或"公司")的委托,指派律 师参加公司 2025 年第三次临时股东会(以下简称"本次股东会"或"本次会议")。 为出具本《法律意见书》,本所声明如下: 1、本所律师仅对本次股东会的召集程序、召开程序、出席会议人员资格、 召集人资格、表决程序、表决结果及会议决议发表法律意见,并不对本次股东会 所审议的议案、议案所涉及的数字及内容发表意见。 2、本所及经办律师依据《证券法》《 ...

Group 1 - The medical beauty sector increased by 0.59% on August 29, with Jinbo Biological leading the gains [1] - The Shanghai Composite Index closed at 3857.93, up 0.37%, while the Shenzhen Component Index closed at 12696.15, up 0.99% [1] - Jinbo Biological's closing price was 312.48, reflecting a rise of 4.41%, with a trading volume of 14,200 lots and a transaction value of 442 million [1] Group 2 - The medical beauty sector saw a net inflow of 60.73 million in main funds, while retail funds experienced a net outflow of 21.81 million [1] - Aimei Ke reported a closing price of 193.98, with a gain of 1.90%, and a trading volume of 48,700 lots, totaling 946 million in transaction value [1] - Huaxi Biological's stock price decreased by 1.00% to 57.20, with a trading volume of 64,200 lots and a transaction value of 36.9 million [1]

Investment Rating - The investment rating for the company is "Buy" (maintained) [1][7] Core Views - The company reported a revenue of 859 million yuan for the first half of 2025, representing a year-on-year growth of 42.43%, and a net profit attributable to shareholders of 392 million yuan, up 26.65% year-on-year [2][4] - The second quarter of 2025 saw a revenue of 492 million yuan, a year-on-year increase of 30.44%, and a net profit of 224 million yuan, which is a 7.36% increase year-on-year [4] - The company is actively expanding its overseas business, having achieved significant progress in the global layout of its recombinant human collagen medical devices, including obtaining medical device registration in Thailand [4] Summary by Relevant Sections Financial Performance - For the first half of 2025, the company achieved a gross margin of 90.68%, a decrease of 0.9 percentage points compared to the same period last year [4] - Medical device revenue reached 708 million yuan, growing 33.41% year-on-year, with a gross margin of 95.04%, an increase of 0.61 percentage points [4] - Functional skincare products generated 121 million yuan in revenue, a significant increase of 152.39% year-on-year, with a gross margin of 70.78%, up 6.02 percentage points [4] Future Earnings Forecast - The company is expected to have earnings per share of 8.93 yuan and 12.39 yuan for 2025 and 2026, respectively, with corresponding price-to-earnings ratios of 34 times and 24 times [4][6]

Summary of Key Points Core Viewpoint - A total of 21 companies listed on the Beijing Stock Exchange have announced cash dividend distribution plans for the first half of the year, with all of them involving cash payouts [1]. Group 1: Dividend Distribution Details - Jinbo Biological announced the most generous cash dividend plan, proposing a distribution of 10 yuan per 10 shares, amounting to a total cash payout of 115 million yuan [1]. - Other notable companies include Tiangong Co. and Guangxin Technology, with cash payouts of 65.56 million yuan and 59.9997 million yuan, respectively [1]. - Three companies have a cash payout exceeding 5 yuan per 10 shares: Jinbo Biological, Youli Intelligent, and Guangxin Technology, with payouts of 10 yuan, 10 yuan, and 6.56 yuan respectively [1]. Group 2: Dividend Payout Ratios - Companies with the highest cash payout ratios relative to net profit include Xuchang Intelligent, Lude Medical, and Liandi Information, with payout ratios of 290.92%, 175.68%, and 117.02% respectively [1]. - The cash payout amounts and their respective ratios indicate a trend of high returns to shareholders among these companies [1]. Group 3: Stock Performance Post-Dividend Announcement - The stock performance following the announcement of dividend plans shows varied reactions, with some companies experiencing declines while others saw increases [1]. - For instance, Jinbo Biological's stock dropped by 5.33% the day after the announcement, while Youli Intelligent's stock increased by 0.80% [1].

Group 1 - The medical beauty sector increased by 0.6% on August 28, with Huaxi Biological leading the gains [1] - The Shanghai Composite Index closed at 3843.6, up 1.14%, while the Shenzhen Component Index closed at 12571.37, up 2.25% [1] - The closing prices and performance of key stocks in the medical beauty sector include: - Huaxi Biological: 57.78, up 1.60%, with a trading volume of 82,100 shares and a turnover of 471 million yuan - Aimeike: 190.36, up 0.17%, with a trading volume of 49,700 shares and a turnover of 940.1 million yuan - Jinbo Biological: 299.27, down 1.81%, with a trading volume of 9,644 shares and a turnover of 289 million yuan - *ST Meigu: 3.21, down 3.60%, with a trading volume of 195,800 shares and a turnover of 62.64 million yuan [1] Group 2 - The medical beauty sector experienced a net outflow of 122 million yuan from main funds, while retail funds saw a net inflow of 66.68 million yuan [1] - The fund flow for key stocks shows: - *ST Meigu: net outflow of 5.87 million yuan, down 9.37% - Huaxi Biological: net outflow of 27.85 million yuan, down 5.92% - Aimeike: net outflow of 88.21 million yuan, down 9.39% [2]

Core Insights - As of August 27, the total margin financing and securities lending balance on the Beijing Stock Exchange reached 7.473 billion yuan, an increase of 93.49 million yuan from the previous trading day, marking three consecutive days of increase [1] - The top three stocks by margin financing balance are Jinbo Biological, Shuguang Digital Innovation, and Airun Software, with balances of 332 million yuan, 229 million yuan, and 179 million yuan respectively [1] - A total of 152 stocks had net margin purchases on August 27, with 14 stocks having net purchases exceeding 5 million yuan, led by Shuguang Digital Innovation with a net purchase of 16.27 million yuan [1][2] Margin Financing Overview - The margin financing balance increased by 93.37 million yuan to 7.472 billion yuan, while the securities lending balance rose by 125,400 yuan to 59,390 yuan [1] - The average margin financing balance as a percentage of market capitalization for the stocks with the highest balances is 1.33%, with Minshida, Wanyuantong, and Dezhong Automobile leading at 4.57%, 4.02%, and 3.79% respectively [1][2] Industry Performance - The industries with the highest concentration of stocks with net margin purchases over 5 million yuan include power equipment, automotive, and computer sectors, with 4, 3, and 3 stocks respectively [2] - On average, stocks with net margin purchases over 5 million yuan saw a decline of 2.69%, with the top gainers being Wantong Hydraulic, Shuguang Digital Innovation, and Suzhou Axle, which increased by 4.42%, 0.87%, and 0.36% respectively [2] Stock Activity - The weighted average turnover rate for stocks with net margin purchases over 5 million yuan was 4.27%, with the highest turnover rates recorded for Nengzhiguang, Hengtou Kaiyuan, and Wantong Hydraulic at 35.12%, 12.94%, and 12.65% respectively [2] - The average daily turnover rate for stocks on the Beijing Stock Exchange was 5.45% on August 27 [2] Notable Stocks - Stocks with the largest increases in margin financing on August 27 include Shuguang Digital Innovation (increase of 16.27 million yuan), Juxing Technology (increase of 8.28 million yuan), and Hengtou Kaiyuan (increase of 7.93 million yuan) [3][4] - Stocks with significant net margin sales included Dingzhi Technology, Wuxin Tunnel Equipment, and Kaitex, with net sales of 11.33 million yuan, 8.29 million yuan, and 5.35 million yuan respectively [1]

Core Insights - The "specialized and innovative" small giants are accelerating, with hidden champions in niche industries increasing their market share [1] - As of August 27, 2025, 192 out of 273 listed companies on the North Exchange have released their semi-annual reports, with a profitability rate of approximately 87.5% [1] - The majority of profitable companies are concentrated in the machinery equipment (24%), automotive (11%), electric power equipment (10%), and basic chemicals (10%) sectors [1] Revenue Performance - Nine companies on the North Exchange achieved revenue exceeding 1 billion yuan in the first half of 2025, with 150 companies surpassing 100 million yuan [3] - The top three companies by revenue are: - Innoway: 3.55 billion yuan - Tongli Co., Ltd.: 3.17 billion yuan - Yingtai Biotechnology: 2.97 billion yuan [4] Profitability - Three companies reported a net profit exceeding 100 million yuan, while 22 companies had a net profit over 50 million yuan [5] - Jinbo Biological, a leading company in the medical beauty and functional skincare sector, reported a net profit of 392 million yuan, a year-on-year increase of 26.65% [6][7] Growth Rates - Among the 22 companies that doubled their profits, Shibi Bai reported a staggering net profit growth of nearly 60 times, achieving a net profit of approximately 29.23 million yuan [9] - The company attributed its success to increased sales driven by government subsidies and improved internal management, leading to enhanced product quality and profit margins [9] Industry Trends - The machinery equipment sector has a high representation among the profitable companies, with Tongli Co., Ltd. being one of the notable firms with a market capitalization of approximately 10.31 billion yuan [9] - Tongli Co., Ltd. is actively advancing in the fields of new energy and autonomous driving, having delivered seven electric non-road dump trucks for a project in Mongolia [10]

中信证券股份有限公司 关于山西锦波生物医药股份有限公司 根据《证券发行上市保荐业务管理办法》《北京证券交易所股票上市规则》 等有关法律法规、规范性文件等的规定，中信证券股份有限公司（以下简称"中 信证券"或"保荐机构"）山西锦波生物医药股份有限公司（以下简称"锦波生 物""上市公司""公司"）的保荐机构，负责锦波生物的持续督导工作，并出具 2025 年半年度持续督导跟踪报告。 | 序号 | 工作要求 | 完成或督导情况 | | --- | --- | --- | | 1 | 建立健全并有效执行持续督导业务管理制度，制 | 中信证券已建立健全并有效执 | | | 定持续督导工作计划和实施方案，就持续督导工 | 行持续督导工作制度，并已根据 | | | 作的主要内容、重点、实施方式、步骤等做出完 | 上市公司的具体情况制定了相 | | | 整、有效的安排。 | 应的持续督导工作计划和安排。 | | | | 本持续督导期间，保荐机构查阅 | | | | 了上市公司《公司章程》《承诺 | | | | 管理制度》《内部审计制度》《关 | | | 督导上市公司建立健全并有效执行公司治理制 | 联交易管理制度》等公司内部制 ...

Market Overview - The medical beauty sector experienced a decline of 3.11% on August 27, with Aimeike leading the drop [1] - The Shanghai Composite Index closed at 3800.35, down 1.76%, while the Shenzhen Component Index closed at 12295.07, down 1.43% [1] Individual Stock Performance - Aimeike (300896) closed at 190.03, down 3.88%, with a trading volume of 62,200 shares and a transaction value of 1.207 billion yuan [1] - Huaxi Biological (688363) closed at 56.87, down 2.25%, with a trading volume of 99,400 shares and a transaction value of 580 million yuan [1] - Jinbo Biological (832982) closed at 304.80, down 3.24%, with a trading volume of 10,300 shares and a transaction value of 319 million yuan [1] - ST Meigu (000615) remained unchanged at 3.33, with a trading volume of 142,300 shares and a transaction value of 47.7013 million yuan [1] Capital Flow Analysis - The medical beauty sector saw a net outflow of 199 million yuan from main funds, while retail investors contributed a net inflow of 153 million yuan [1] - Aimeike experienced a net outflow of 143 million yuan from main funds, with retail investors contributing a net inflow of 98.8281 million yuan [2] - Huaxi Biological had a net outflow of 57.973 million yuan from main funds, but a net inflow of 53.4443 million yuan from retail investors [2]