致：香港交易及結算所有限公司 公司名稱: 中科生物控股有限公司 呈交日期: 2025年8月6日 I. 法定/註冊股本變動 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年7月31日 狀態: 新提交 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 01237 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 200,000,000 | HKD | | 0.5 | HKD | | 100,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 200,000,000 | HKD | | 0.5 | HKD | | 100,000,000 | 本月底法定/註冊股本總額： ...

52周新高排行 | 股票名称 | 收盘价 | 最高价 | 创高率 | | --- | --- | --- | --- | | 中证国际股权(02912) | 0.057 | 0.120 | 69.01% | | 胜利管道(01080) | 0.093 | 0.099 | 35.62% | | 中科生物(01237) | 0.990 | 1.000 | 26.58% | | 力丰（集团）(00387) | 0.800 | 1.100 | 26.44% | | 金石资本集团(01160) | 0.320 | 0.320 | 18.52% | | 中赣通信(02545) | 0.620 | 0.630 | 16.67% | | 金马能源(06885) | 1.500 | 1.680 | 15.86% | | 中国华星(00485) | 0.350 | 0.350 | 12.90% | | HOME | 4.200 | 4.360 | 12.66% | | CONTROL(01747) | | | | | PACIFIC LEGEND(08547) | 0.265 | 0.295 | 11.32% | | 北京体育文 ...

Core Viewpoint - The Hong Kong stock market showed positive performance with the Hang Seng Index rising by 0.49% and the Tech Index increasing by 0.93%, indicating a favorable trading environment for investors [1] Company Performance - Zhongke Biological experienced a significant surge, with its stock price increasing by over 40%, highlighting strong investor interest and potential growth prospects for the company [1]

相关事件 中科生物(01237.HK)根据公司股份奖励计划发行390万股 中科生物(01237.HK)2024年度扭亏为盈298.3万 元 格隆汇7月30日丨中科生物(01237.HK)公布，2025年7月30日，根据公司股份奖励计划，发行390万股公 司股份。 ...

智通财经APP讯，中科生物(01237)发布公告，于2025年7月30日，根据公司股份奖励计划，发行390万股 公司股份。 ...

中科生物(01237)发布公告，于2025年7月30日，根据公司股份奖励计划，发行390万股公司股份。 ...

FF305 翌日披露報表 (股份發行人 ── 已發行股份或庫存股份變動、股份購回及/或在場内出售庫存股份) 表格類別： 股票 狀態： 新提交 公司名稱： 中科生物控股有限公司 呈交日期： 2025年7月30日 如上市發行人的已發行股份或庫存股份出現變動而須根據《香港聯合交易所有限公司（「香港聯交所」）證券上市規則》(「《主板上市規則》」)第13.25A條 / 《香港聯合交易所有限公司GEM證券 上市規則》(「《GEM上市規則》」)第17.27A條作出披露，必須填妥第一章節 。 | 第一章節 | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 | 是 | | | | 證券代號 (如上市) | 01237 | 說明 | | | | | | | | A. 已發行股份或庫存股份變動 | | | | | | | | | | | | 已發行股份（不包括庫存股份）變動 | | | 庫存股份變動 | | | | | 事件 | | 已發行股份（不包括 ...

Core Points - The legal opinion letter is regarding the second extraordinary general meeting of shareholders of Ningxia Zhongke Biotechnology Co., Ltd. in 2025 [1] - The law firm confirms that the meeting's convening, procedures, and voting processes comply with relevant laws and regulations [2][5] Group 1: Meeting Procedures - The company’s board of directors announced the meeting details, including time, location, and voting methods, through the Shanghai Stock Exchange [2][3] - The meeting utilized both on-site and online voting, with specific time slots for shareholders to cast their votes [3] Group 2: Attendance and Qualifications - The meeting was convened by the board of directors, with Mr. Zhu Canti serving as the chairperson [4] - A total of 293 shareholders or their representatives attended the meeting, representing 240,960,322 shares, which is 35.18% of the total voting shares [4] Group 3: Voting Results - The voting process was conducted in accordance with legal and regulatory requirements, with results verified by the law firm [5][6] - The first proposal received 239,566,822 votes in favor, accounting for 99.4216% of the total votes cast [5] - Subsequent proposals also passed with significant majority support, with the highest approval rate being 99.6722% for one of the proposals [6][7] Group 4: Conclusion - The law firm concludes that all aspects of the meeting, including convening, attendance, and voting, were conducted in compliance with applicable laws and the company's articles of association [7]

Financial Performance - Revenue for the year ended December 31, 2024, was RMB 409,620,000, representing a 37.6% increase from RMB 297,530,000 in 2023[11] - Gross profit increased to RMB 49,722,000 in 2024, up from RMB 20,178,000 in 2023, marking a significant improvement in profitability[11] - The company reported a profit of RMB 2,983,000 for the year from continuing operations, compared to a loss of RMB 2,364,000 in 2023[11] - Other revenue rose to RMB 30,177,000 in 2024, compared to RMB 24,775,000 in 2023, indicating growth in additional income streams[11] - Revenue from wooden products rose by 38.1% to RMB407.4 million in 2024, accounting for 99.5% of total revenue[20] - Revenue from renewable energy products decreased by 8.5% to RMB2.2 million in 2024, with a profit of approximately RMB0.2 million[21] - Gross profit increased to approximately RMB49.7 million in 2024, with a gross margin of 12.1%, up from 6.8% in 2023[25] - Other income for the year was RMB30.2 million, an increase from RMB24.8 million in 2023[26] Expenses and Costs - Selling and distribution expenses were RMB 15,257,000, slightly increasing from RMB 14,650,000 in 2023, reflecting ongoing investment in market presence[11] - Administrative expenses increased to RMB 37,558,000 from RMB 31,836,000 in 2023, suggesting higher operational costs[11] - The company experienced a finance cost of RMB 3,860,000, up from RMB 1,359,000 in 2023, indicating increased borrowing costs[11] - Selling and distribution expenses rose to RMB15.3 million in 2024, compared to RMB14.7 million in 2023[32] - Administrative expenses increased to RMB 37.6 million in 2024, primarily due to higher research and development costs[33] - Finance costs were approximately RMB3.9 million in 2024, up from RMB1.4 million in 2023[34] Tax and Financial Ratios - The Group recorded an income tax credit of RMB7.2 million in 2024, compared to an expense of RMB0.5 million in 2023[35] - As of December 31, 2024, the current ratio improved to 3.7:1, up from 3.1:1 in 2023[38] Capital Expenditure and Assets - Total assets increased to RMB1,210.8 million in 2024, up from RMB1,054.7 million in 2023, representing a growth of 14.8%[15] - As of December 31, 2024, the Group had current assets of RMB 765.7 million, up from RMB 515.1 million in 2023, with cash and cash equivalents at RMB 27.2 million[43] - Total capital expenditure for property, plant, and equipment was RMB 11.1 million, significantly higher than RMB 4.1 million in 2023[45] Employee and Governance - The Group employed 252 full-time employees as of December 31, 2024, an increase from 144 in 2023, focusing on enhancing production automation and staff training[48] - The Board consists of two executive Directors and three non-executive Directors, ensuring compliance with the Listing Rules[76] - Independent non-executive Directors represent at least one-third of the Board at all times during the Year[67] - The Board held only two regular meetings during the Year, approving the interim results of 2024 and annual results of 2023[72] - Each executive Director has a service contract for a term of three years commencing from June 15, 2023[84] Corporate Governance - The Company has adopted the corporate governance code as per the Listing Rules and has complied with all applicable provisions during the Year[66] - Independent non-executive Directors provide strong independent views and ensure compliance with financial reporting requirements[82] - The Company has implemented effective internal control procedures to manage risks and enhance transparency[66] - The Board is responsible for major policy decisions, business plans, and risk management systems[67] - The Company has adopted a Nomination Policy for the Nomination Committee to consider and recommend candidates for election as Directors at general meetings[89] Risk Management - The Risk Management Committee comprises all independent non-executive Directors, focusing on evaluating the Group's risk management framework[140] - The Risk Management Committee reviews material risk exposures, including market, credit, and operational risks[142] - The Company has maintained effective risk management and internal control systems, which are reviewed annually[163] Environmental and Social Responsibility - The Group is committed to reducing its carbon footprint and has implemented practices such as duplex printing and efficient paper usage to minimize environmental impact[174][178] - The Group recognizes the importance of employee welfare, providing comprehensive benefits and a safe workplace, with no strikes or workplace fatalities reported during the Year[186] - The Group values customer feedback and conducts market research to understand trends and needs, ensuring quality products and services are offered[188] Dividend Policy - The Group does not recommend the payment of a final dividend for the Year, consistent with the previous year (2023: Nil)[189][192] - The Board's discretion governs the declaration of dividends, considering financial results, operational conditions, and other relevant factors[193][194] - The Company has adopted a Dividend Policy allowing for the declaration and distribution of dividends to shareholders based on financial performance and other factors[197]

Core Viewpoint - The company is undergoing a restructuring process to address financial difficulties, with significant developments in debt financing and creditor meetings scheduled for 2025 [5][6][7]. Financial Data - The first quarter financial report for 2025 has not been audited, and the company has reported non-recurring gains and losses [3][4]. - The company has experienced a net loss of 538.91 million yuan for the fiscal year 2024, with a net loss of 404.67 million yuan after deducting non-recurring gains and losses [12]. Shareholder Information - The company has a significant number of creditors and is in the process of restructuring, with a temporary management team overseeing the proceedings [6][7]. - The company has signed a debt financing agreement with a total amount not exceeding 100 million yuan to support its restructuring efforts [5]. Corporate Governance - The board of directors has approved several resolutions, including the cancellation of the supervisory board and amendments to the company's articles of association [42]. - The board meeting was held in compliance with relevant laws and regulations, with all seven directors present [18][20]. Risk Warnings - The company’s stock has been subject to delisting risk warnings due to the issuance of an audit report with no opinion by the accounting firm [9][10]. - The company is currently in a pre-restructuring phase, and the success of this phase remains uncertain, which could lead to bankruptcy if unsuccessful [11].