证券代码：838171 证券简称：邦德股份 公告编号：2023-004 威海邦德散热系统股份有限公司 第三届董事会第九次会议决议公告 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。 6.召开情况合法、合规、合章程性说明： 本次会议的召集、召开符合《中华人民共和国公司法》等法律、法规和《公 司章程》的有关规定。 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 2 月 6 日 2.会议召开地点：公司会议室 3.会议召开方式：现场表决 4.发出董事会会议通知的时间和方式：2023 年 1 月 31 日以书面方式发出 5.会议主持人：董事长吴国良 4.提交股东大会表决情况： （二）会议出席情况 会议应出席董事 5 人，出席和授权出席董事 5 人。 二、议案审议情况 （一）审议通过《关于修订<信息披露管理制度>的议案》 1.议案内容： 根据《北京证券交易所上市公司业务办理指南第 7 号——信息披露业务办 理》等相关规定，现拟对《信息披露管理制度》的内容进行修订完善，修订后的 《信息披露 ...

证券代码：838171 证券简称：邦德股份 公告编号：2023-005 威海邦德散热系统股份有限公司信息披露管理制度 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、 审议及表决情况 本制度经公司第三届董事会第九次会议审议通过,无需股东大会审议通过。 本管理制度已履行《公司章程》规定的审议程序。 二、 制度的主要内容，分章节列示： 威海邦德散热系统股份有限公司 信息披露管理制度 第五条 公司及相关信息披露义务人披露的信息应当以客观事实或者具 有事实基础的判断和意见为基础，如实反映客观情况，不得有虚假记载和 不实陈述。 第六条 公司及相关信息披露义务人应当使用明确、贴切的语言和简明扼 要、通俗易懂的文字，内容应易于理解，不得含有任何宣传、广告、恭维 或者夸大等性质的词句，不得有误导性陈述。 第一条 为规范威海邦德散热系统股份有限公司（以下简称"公司"）及 相关义务人的信息披露工作，加强公司信息披露事务管理，确保对外披露 信息的真实性、准确性、完整性与及时性，保护公司、股东、债权人及其 他利益相关者的合 ...

Financial Performance - The company's net profit attributable to shareholders for the reporting period is expected to be 77.96 million yuan, representing a 114.15% increase compared to 36.41 million yuan in the same period last year[2]. - Financial expenses have decreased compared to the same period last year due to fluctuations in the US dollar exchange rate[4]. - The company has achieved profit growth alongside increases in production and sales volume[4]. - This earnings forecast is based on preliminary calculations and has not been audited by an accounting firm, thus it does not constitute a commitment to investors[5]. Sales and Market Demand - The company has achieved good growth in sales by actively maintaining and solidifying relationships with existing customers[3]. - Increased investment in automated production equipment has gradually expanded production capacity, ensuring the company meets strong market demand[3]. - The normalization of pandemic prevention and control has alleviated shipping capacity constraints, supporting the fulfillment of overseas orders[3]. Technological Advancements - Continuous technological innovation and process improvements have significantly enhanced product quality and production efficiency while controlling costs[4].

Financial Performance - The company achieved operating revenue of 337,758,215.16 yuan, an increase of 46.11% compared to the same period last year[3] - Net profit attributable to shareholders reached 77,961,896.03 yuan, up 114.15% year-on-year[3] - Net profit attributable to shareholders after deducting non-recurring gains and losses was 76,430,350.25 yuan, reflecting a 121.12% increase from the previous year[3] - Basic earnings per share increased to 0.71 yuan, a rise of 91.89% compared to 0.37 yuan in the previous year[3] Assets and Equity - Total assets at the end of the reporting period were 508,632,883.06 yuan, a growth of 65.75% from the beginning of the period[5] - Shareholders' equity attributable to the company was 443,145,076.98 yuan, an increase of 83.62% from the beginning of the period[5] Operational Improvements - The company expanded its production capacity by investing in automation equipment, which supported the growing market demand[6] - Continuous technological innovations improved product quality and production efficiency, contributing to enhanced profitability[6] Market and External Factors - The easing of shipping constraints due to normalized pandemic control measures facilitated the fulfillment of overseas orders[6] - Financial expenses decreased due to fluctuations in the US dollar exchange rate, positively impacting overall profitability[6]

证券代码：838171 证券简称：邦德股份 公告编号：2023-001 威海邦德散热系统股份有限公司 持股 5%以上股东减持股份计划公告 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。 二、 减持计划的主要内容 √是 □否 | 股东 | 计划减持 | | 计划减 | 减持 | 减持 | 减持价格 | 拟减持股 | 拟减持 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 名称 | 数量（股） | | 持比例 | 方式 | 期间 | 区间 | 份来源 | 原因 | | 苏州新 | 不 于 | 高 | 不 高 于 | 集中竞 | 公告日 | 根据减持时 | 北 交 所 上 | 企 业 经 营 | | 麟三期 | 4,000,000股 | | 3.3633% | 价交易 | 起三十 | 的市场价格 | 市前取得 | 发展需要 | | 创业投 | | | | 或大宗 | 个交易 | 及交易方式 | | | | 资企业 | | | | 交易 | ...

Financial Performance - Net profit attributable to shareholders rose by 100.09% to CNY 58,662,116.80 from CNY 29,318,468.03 in the same period last year[18] - Operating income for the third quarter increased by 60.51% to CNY 89,987,208.66 compared to CNY 56,062,423.20 in the same quarter last year[19] - Basic earnings per share increased by 162.50% to CNY 0.21 from CNY 0.08 in the same period last year[19] - The weighted average return on equity based on net profit attributable to shareholders was 5.98%, up from 3.58% in the same period last year[19] - Net profit for the first nine months of 2022 increased by CNY 29.34 million, a growth of 100.09% year-on-year[26] - The net profit for Q3 2022 was CNY 24,627,943.76, a significant increase from CNY 8,248,451.10 in Q3 2021, representing a growth of approximately 199%[48] - The total profit for Q3 2022 was CNY 28,341,090.46, significantly higher than CNY 9,068,727.59 in Q3 2021, indicating an increase of approximately 212%[48] Revenue and Income - Operating revenue for the first nine months of 2022 increased by CNY 89.33 million, a growth of 52.56% year-on-year, with Q3 alone showing an increase of CNY 33.92 million, or 60.51%[24] - The total revenue for the first nine months of 2022 reached CNY 209,937,768.69, compared to CNY 150,894,627.11 in the same period of 2021, indicating a year-over-year increase of about 39%[50] - Total operating revenue for Q3 2022 reached ¥89,987,208.66, a significant increase from ¥56,062,423.20 in Q3 2021, representing a growth of approximately 60.5%[46] Assets and Liabilities - Total assets increased by 55.99% to CNY 478,664,234.99 compared to CNY 306,860,846.04 at the end of the previous year[18] - Current assets totaled ¥275,108,386.04 as of September 30, 2022, compared to ¥134,369,257.74 at the end of 2021, marking an increase of about 104.5%[42] - The company's total liabilities decreased to ¥54,818,937.24 as of September 30, 2022, from ¥65,519,338.43 at the end of 2021, a reduction of about 16.5%[44] - The company's equity attributable to shareholders increased to ¥423,845,297.75 as of September 30, 2022, from ¥241,341,507.61 at the end of 2021, representing a growth of approximately 75.7%[44] Cash Flow - Cash flow from operating activities increased by 41.50% to CNY 24,594,936.33 from CNY 17,381,331.68 in the same period last year[19] - The company reported a cash inflow from operating activities of CNY 231,472,222.69 for the first nine months of 2022, compared to CNY 163,939,518.92 in the same period of 2021, reflecting a growth of about 41%[50] - The net cash flow from financing activities was ¥110,604,819.53, a substantial improvement compared to -¥14,745,666.67 in the same quarter last year[52] Investments and Expenses - Investment activities generated a net cash flow of -CNY 40.94 million, a decrease of CNY 30.35 million year-on-year[27] - Research and development expenses for Q3 2022 amounted to CNY 3,905,636.55, up from CNY 2,928,558.30 in Q3 2021, reflecting a growth of approximately 33%[48] - Management expenses for Q3 2022 were CNY 4,889,125.25, an increase from CNY 4,146,129.44 in Q3 2021, showing a rise of approximately 18%[48] Customer and Market Activity - Accounts receivable increased by 151.49% to CNY 9,000,000.00, attributed to increased sales and customer orders[20] - The company expanded its customer base, with sales to existing customers increasing by CNY 59.63 million and new customers contributing an additional CNY 26.01 million[24] - Contract liabilities increased by 144.18% to CNY 247,000.00, indicating a rise in pre-received project payments[22] Cash and Cash Equivalents - The company's net cash increased by 327.65% to CNY 88,631,500.00, primarily due to net proceeds from public stock issuance of CNY 123,841,700.00[20] - The cash and cash equivalents increased significantly to ¥115,682,355.69 as of September 30, 2022, from ¥27,050,821.89 at the end of 2021, indicating a growth of about 328.5%[42] - The total cash inflow from operating activities was ¥214,809,974.30, compared to ¥149,384,773.18 in Q3 2021, showing an increase of about 43.8%[52]

Company Overview - The company received approval from the China Securities Regulatory Commission for public stock issuance on May 11, 2022, and was listed on the Beijing Stock Exchange on June 2, 2022[6]. - The company was recognized as a "Specialized, Refined, Characteristic, and Innovative" small and medium-sized enterprise in Shandong Province in June 2022[6]. - The company operates in the automotive parts and components manufacturing industry, focusing on the production and sales of air conditioning components, radiators, and hardware accessories[132]. Financial Performance - The company reported a revenue of ¥169,315,386.85, representing a 48.64% increase compared to the same period last year[24]. - The net profit attributable to shareholders reached ¥34,034,173.04, marking a 61.53% growth year-over-year[24]. - The company's total assets increased by 48.85% to ¥456,750,173.83, while total liabilities decreased by 12.19% to ¥57,532,819.84[25]. - The gross profit margin decreased to 31.78% from 33.18% in the previous year[24]. - The company experienced a decline in cash flow from operating activities, reporting a net cash outflow of ¥7,932,687.94[25]. - The company's revenue for the first half of 2022 reached ¥169,315,386.85, an increase of 48.64% compared to ¥113,906,457.28 in the same period last year[42]. - Net profit for the period was ¥34,034,173.04, reflecting a 61.53% increase from ¥21,070,016.93 in the previous year[44]. - The company’s cash and cash equivalents increased by ¥76,984,800, representing a growth of 284.59%, primarily due to net proceeds from a public stock offering of ¥123,841,700[39]. - The total liabilities as of the end of the reporting period were ¥57,532,819.84, down from ¥65,519,338.43 at the end of the previous period[108]. - Total equity attributable to shareholders reached ¥399,217,353.99, up from ¥241,341,507.61 in the previous period, indicating a growth of 65.5%[108]. Research and Development - The company added 4 new patents during the reporting period, including a new type of fin and a forming mold for liquid collection pipes[6]. - The company has implemented significant research and development efforts, focusing on enhancing product innovation and efficiency[6]. - The company continues to focus on R&D, collaborating with Harbin Institute of Technology to enhance product innovation[33]. - Research and development expenses were ¥5,543,502.38, accounting for 3.27% of total revenue, reflecting a 5.75% increase year-on-year[42]. Market and Sales - Export sales accounted for 89.56% of total revenue in the first half of 2022, highlighting the company's reliance on international markets[12]. - Domestic sales decreased by 5.14% to ¥10,690,571.56, while export sales increased by 53.72% to ¥151,646,505.52[50]. - The company plans to expand its domestic customer base to reduce reliance on exports and enhance product competitiveness[60]. - The company actively participates in trade shows and utilizes existing customer relationships to expand its market presence[34]. Corporate Governance and Compliance - The company is currently fulfilling its obligations regarding information disclosure related to stock issuance and trading[66]. - The company has made commitments to ensure compliance with regulations regarding stock sales and reductions[66]. - The company is actively working on commitments related to corporate governance and compliance with regulatory requirements[68]. - The company has committed to avoid related party transactions to minimize conflicts of interest[67]. Shareholder Information - The total number of ordinary shares increased from 98,680,000 to 118,930,000, with a public issuance of 20,250,000 shares during the reporting period[72][74]. - Wu Guoliang holds 85,778,900 shares, accounting for 72.13% of the total share capital, maintaining his status as the controlling shareholder[79]. - The top ten shareholders collectively hold 103,166,036 shares, representing 86.74% of the total shares[77]. - The company has made commitments to stabilize stock prices for three years post-listing on the Beijing Stock Exchange[70]. Cash Flow and Investments - The net cash flow from operating activities was -7,932,687.94 yuan, a decrease of 5,106,102.00 yuan compared to the same period last year[54]. - The net cash flow from investment activities was -26,685,789.85 yuan, a decrease of 344.76% compared to the previous year[53]. - The net cash flow from financing activities was 110,604,819.53 yuan, an increase of 125,208,819.53 yuan year-on-year, mainly due to cash inflow from public stock issuance[56]. - The company invested ¥16,886,400 in construction projects, marking a 31.13% increase, mainly for the "Digital Production Project for Radiator Systems"[39]. Risk Management - The company has not experienced any significant changes in major risks during the reporting period[13]. - The company maintains a strong interest coverage ratio of 81.82, although it decreased from 132.65[25]. - The company has a sufficient order backlog, indicating a positive outlook for future operations[33]. Accounting and Financial Reporting - The financial statements were approved by the board of directors on August 21, 2022, indicating a commitment to transparency and compliance[133]. - The financial statements are prepared based on the accrual basis of accounting, ensuring accurate reflection of the company's financial position[137]. - The company adheres to the accounting standards set forth by the Ministry of Finance, ensuring the financial reports are true and complete[138]. - The company has not experienced any changes in accounting policies or estimates compared to the previous year[127].