中原证券股份有限公司 2024年年度股东大会决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、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法律责任。 重要内容提示： 本次会议是否有否决议案：无 一、 会议召开和出席情况 (一) 股东大会召开的时间：2025 年 6 月 30 日 (二) 股东大会召开的地点：郑州市郑东新区商务外环路 10 号中原广发金 融大厦 17 楼大会议室 证券代码：601375 证券简称：中原证券 公告编号：2025-020 (三) 出席会议的普通股股东及其持有股份情况： | 1、出席会议的股东和代理人人数 | 508 | | --- | --- | | 其中：A 股股东人数 | 507 | | 境外上市外资股股东人数（H 股） | 1 | | 2、出席会议的股东所持有表决权的股份总数（股） | 1,319,625,092 | | 其中：A 股股东持有股份总数 | 1,079,296,367 | | 境外上市外资股股东持有股份总数（H 股） | 240,328,725 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | 28.422525 ...

Core Viewpoint - The company has undergone significant transformation and strategic adjustments to enhance its governance, operational efficiency, and service capabilities, aiming for high-quality development in alignment with regional economic growth [1][2][3]. Group 1: Strategic Adjustments - The company has optimized its strategic direction, focusing on becoming a "strategic carrier for the Henan capital market" and implementing four major strategies: integration, platformization, and localization [1][2]. - The board has emphasized the importance of enhancing core competitiveness and aligning services with the economic development of Henan [2][3]. Group 2: Governance and Management - The company has improved its governance structure by revising its articles of association to enhance the clarity of responsibilities among governance bodies, thereby increasing governance effectiveness [4][5]. - The board has actively engaged in decision-making processes, holding 10 meetings and approving 68 significant proposals, which underscores its role in major operational management [5][6]. Group 3: Risk Management and Compliance - The board has prioritized compliance and risk management, establishing a comprehensive compliance management system and enhancing internal controls to mitigate risks effectively [6][7]. - The company has implemented a rigorous internal audit process to identify potential risks and ensure compliance with regulatory requirements [7][8]. Group 4: Financial Performance - The company achieved a profit of 235 million, reflecting a year-on-year growth of approximately 10%, while supporting over 10 billion in financing for Henan enterprises through various capital market tools [8][9]. - The company has successfully completed significant projects, including the only approved refinancing project in Henan, demonstrating its capability in capital market operations [9][10]. Group 5: Future Focus - The board's focus for 2025 includes deepening reforms, enhancing operational efficiency, and improving the quality of core business development, particularly in wealth management and investment banking [11][12]. - The company aims to leverage technology and digitalization to enhance its operational capabilities and service delivery [15][16].

Market Overview - On June 20, the A-share market experienced slight fluctuations, with the Shanghai Composite Index facing resistance around 3369 points[2] - The Shanghai Composite Index closed at 3359.90 points, down 0.07%, while the Shenzhen Component Index closed at 10,005.03 points, down 0.47%[6] - Total trading volume for both markets was 1,091.9 billion yuan, slightly lower than the previous trading day[6] Sector Performance - Banking, liquor, insurance, and photovoltaic equipment sectors performed well, while mining, precious metals, cultural media, and gaming sectors lagged[3] - Over 60% of stocks in the two markets declined, with the banking and liquor sectors seeing significant capital inflows[6] Valuation Metrics - The average P/E ratios for the Shanghai Composite and ChiNext indices are 13.83 times and 36.38 times, respectively, indicating a mid-range valuation over the past three years[3] - The current trading volume is above the median level for the past three years, suggesting a stable market environment[3] Economic Outlook - China's economy continues to show moderate recovery, driven by consumption and investment[3] - The market anticipates that the Federal Reserve may implement its next interest rate cut as early as September, which could lead to further easing of overseas liquidity[3] Investment Recommendations - Short-term investment opportunities are suggested in the banking, insurance, liquor, and shipbuilding sectors[3] - Investors are advised to closely monitor policy changes, capital flows, and international market conditions for potential impacts on the A-share market[3]

Group 1 - The core viewpoint of the report indicates that the revenue growth of food and beverage listed companies is expected to remain in single digits in 2025, slightly higher than the overall industry growth, with a favorable cost environment supporting profit margins [1] - Since 2020, the food and beverage industry has experienced significant changes, transitioning from high growth to reasonable growth, with further narrowing expected in 2024 [1][2] - Despite the slowdown in growth and product structure upgrades, emerging markets such as prepared dishes, baking, health products, and tea drinks are thriving, reflecting a trend of consumer upgrading towards enjoyment and entertainment [1] Group 2 - The revenue growth of the food and beverage sector has generally slowed down since 2020, with further declines anticipated in 2024 and the first quarter of 2025 [2] - The increase in gross margins for most food and beverage sub-sectors is attributed to declining upstream prices rather than internal product structure upgrades, indicating reliance on external factors for profitability [2] - The food and beverage sector has recorded negative returns in the secondary market for four consecutive years from 2021 to 2024, with only soft drinks, health products, and snacks showing positive returns [3] Group 3 - The valuation of the food and beverage sector has dropped to a historical low, reflecting an adjustment to changes in performance growth, with the valuation center expected to find a new reasonable position below historical levels [3]

Core Viewpoint - Zhongyuan Securities maintains an "outperform" investment rating for the power and utilities sector based on industry development prospects, performance growth expectations, and valuation levels [1] Industry Overview - The power and utilities sector is characterized by strong defensiveness and stable performance growth, with projected revenue and net profit growth in 2024 [1] - As of June 15, 2025, the power and utilities index increased by 2.25%, outperforming the CSI 300 index by 4.05 percentage points [1] Subsector Analysis - Hydropower shows the most stable performance and highest dividend ratio, while nuclear power is affected by declining market electricity prices [2] - In 2024, power generation companies contributed over 82% of the net profit in the power and utilities sector [2] - Hydropower revenue and net profit are expected to grow due to favorable water conditions and reduced financial costs [2] Investment Themes - Hydropower is highlighted as a representative of dividend assets with a deep natural monopoly and significant profit potential due to low generation costs [3] - Long-term investment focus is recommended on major hydropower operators such as Yangtze Power, Huaneng Hydropower, and Chuanwei Energy [3] - Coal-fired power is gradually enhancing its utility attributes, with a recommendation to consider the joint development of hydropower and coal-fired power by Guotou Power [3] - Nuclear power operators are expected to maintain strong profitability, although market price declines may impact their performance in 2025 [3] - New energy generation faces challenges from declining average electricity prices despite rapid capacity growth [3]

Market Overview - On June 17, the A-share market experienced slight fluctuations, with the Shanghai Composite Index facing resistance around 3392 points[3] - The Shanghai Composite Index closed at 3387.40 points, down 0.04%, while the Shenzhen Component Index closed at 10151.43 points, down 0.12%[9] - Total trading volume for both markets was 12,438 billion yuan, a decrease from the previous trading day[9] Sector Performance - Strong performing sectors included batteries, consumer electronics, shipping ports, and medical devices, while jewelry, gaming, biopharmaceuticals, and cultural media sectors lagged[4] - Over 50% of stocks in the two markets declined, with mining, batteries, shipping ports, gas, and energy metals showing the highest gains[9] Valuation and Investment Strategy - The average P/E ratios for the Shanghai Composite and ChiNext indices are 13.90 times and 37.06 times, respectively, indicating a mid-level valuation over the past three years, suitable for medium to long-term investments[4] - The report suggests focusing on investment opportunities in consumer electronics, batteries, shipping ports, and medical devices in the short term[4] Economic Context - China's economy continues to show moderate recovery, with consumption and investment as core drivers[4] - The market anticipates that the Federal Reserve may implement its next interest rate cut as early as September, contributing to a more accommodative overseas liquidity environment[4] Risks - Potential risks include unexpected overseas economic downturns, domestic policy and economic recovery delays, and international relations changes affecting the economic environment[5]

Core Viewpoint - The company has completed certain fundraising projects and plans to permanently supplement its working capital with the remaining funds, which is deemed a prudent decision to enhance fund utilization efficiency and reduce financial costs [5][6]. Group 1: Fundraising and Project Overview - The company raised a total of RMB 1,494,431,000 through its initial public offering, with a net amount of RMB 1,383,972,305 after deducting issuance costs [1]. - The fundraising was allocated to various projects, including a construction project for a research and development building [2]. Group 2: Fund Management and Usage - The "R&D Building Construction Project" has reached the predetermined usable state, meeting the completion criteria as of June 11, 2025 [3]. - The remaining funds from the project, amounting to RMB 42,181,900 (including interest income), will be permanently supplemented into working capital [4]. Group 3: Reasons for Fund Surplus - The company adhered to regulations regarding the use of raised funds and optimized resource allocation, leading to cost reductions in project construction [4]. - The decision to replace high-cost imported equipment with more cost-effective domestic alternatives contributed to the surplus [4]. Group 4: Impact of Fund Allocation - The permanent allocation of surplus funds to working capital is aligned with the company's operational needs and is expected to improve fund utilization efficiency without adversely affecting normal operations [5]. Group 5: Approval Process - The decision to conclude the fundraising projects and allocate surplus funds was approved in meetings held on June 13, 2025, and is pending shareholder approval [5]. Group 6: Sponsor's Verification Opinion - The sponsor, Zhongyuan Securities, has no objections to the company's decision regarding the completion of fundraising projects and the permanent allocation of surplus funds, confirming compliance with relevant regulations [6].

Core Viewpoint - The securities industry is undergoing a systematic restructuring of its corporate governance, with several brokerages announcing the cancellation of their supervisory boards to enhance governance efficiency and structure [1][3]. Group 1: Changes in Corporate Governance - Brokerages such as Guotai Junan and Zhongyuan Securities are eliminating their supervisory boards and establishing audit committees composed of directors to take over the responsibilities previously held by the supervisory boards [1][3]. - The revised Company Law of the People's Republic of China allows joint-stock companies to set up audit committees within the board of directors, exercising the powers of the supervisory board without needing to establish one [2][3]. Group 2: Implementation and Transition - Multiple brokerages have announced plans to cancel their supervisory boards, with Zhongyuan Securities and Hualin Securities already taking steps to do so, indicating a trend among firms to streamline management processes [3]. - The China Securities Regulatory Commission has provided transitional arrangements to ensure that financial institutions implement these changes smoothly by January 1, 2026 [2]. Group 3: Optimization of Governance Structure - The decision to cancel supervisory boards is aimed at optimizing corporate governance structures, reducing overlapping supervisory functions, and enhancing decision-making flexibility [4]. - The audit committees are expected to have a higher level of professionalism compared to traditional supervisory boards, as their members are required to have financial and auditing backgrounds [4]. Group 4: Strengthening Governance Post-Cancellation - Following the cancellation of supervisory boards, brokerages need to enhance their governance in several areas, including establishing a multi-dimensional supervisory mechanism and improving internal audit processes [4]. - It is crucial for brokerages to strengthen the role of independent directors, improve communication with investors, and ensure transparency in information disclosure [4].

Group 1 - The company Zero Point Data (零点有数) reported a significant decline in revenue for Q1 2025, with total revenue of 25.49 million yuan, a year-on-year decrease of 44.62% [1] - The net profit attributable to shareholders was -21.98 million yuan, compared to -16.20 million yuan in the same period last year [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses was -22.43 million yuan, down from -17.86 million yuan year-on-year [1] Group 2 - The company experienced negative cash flow from operating activities, with a net cash flow of -45.48 million yuan, compared to -32.78 million yuan in the previous year [1] - From 2022 to 2024, the company reported revenues of 325 million yuan, 377 million yuan, and 343 million yuan respectively, with net profits of -10.58 million yuan, -53.28 million yuan, and -71.96 million yuan [1] - The company went public on November 3, 2021, on the Shenzhen Stock Exchange's ChiNext board, issuing 18.06 million new shares at a price of 19.39 yuan per share [2] Group 3 - The total amount raised from the initial public offering was 350 million yuan, with a net amount of 294 million yuan after expenses [2] - The company initially planned to raise 298 million yuan for projects including "Zero Point Cloud Assessment," "Knowledge Intelligence Map," and "Data Decision Cloud Brain" [2] - The total issuance costs for the IPO were 56.25 million yuan, including underwriting and sponsorship fees of 29.77 million yuan [2]

证券代码： 601375 证券简称： 中原证券 公告编号：2025-015 中原证券股份有限公司 第七届董事会第三十五次会议决议公告 中原证券股份有限公司（以下简称"公司"）董事会及全体董事保证本公 告内容不存在任何虚假记载、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法律责任。 公司第七届董事会第三十五次会议于 2025 年 6 月 9 日以现场结合通讯表决 方式召开。2025 年 6 月 3 日，公司以电子邮件的形式向全体董事发出会议通知。 会议应出席董事 8 人，实际出席董事 8 人。本次会议的召集、召开及表决程序符 合《公司法》等法律、行政法规、部门规章和《公司章程》的有关规定。本次会 议由董事长张秋云女士主持，审议并通过了以下议案： 一、审议通过了《关于取消公司监事会的议案》 表决结果：同意 8 票，反对 0 票，弃权 0 票。 本议案事先经公司董事会发展战略委员会预审通过。 本议案需提交股东大会审议。 二、审议通过了《关于修订<公司章程>的议案》 表决结果：同意 8 票，反对 0 票，弃权 0 票。 本议案事先经公司董事会发展战略委员会预审通过。 具体内容请参阅与本公告同日披露 ...