北京亿华通科技股份有限公司 审计报告及财务报表 二○二四年度 信会师报字[2025]第 ZB10928 号 北京亿华通科技股份有限公司 审计报告及财务报表 （2024 年 01 月 01 日至 2024 年 12 月 31 日止） | | 目录 | 页次 | | --- | --- | --- | | 一、 | 审计报告 | 1-6 | | 二、 | 财务报表 | | | | 合并资产负债表和母公司资产负债表 | 1-4 | | | 合并利润表和母公司利润表 | 5-6 | | | 合并现金流量表和母公司现金流量表 | 7-8 | | | 合并所有者权益变动表和母公司所有者权益变动表 | 9-12 | | | 财务报表附注 | 1-144 | 审计报告 信会师报字[2025]第 ZB10928 号 北京亿华通科技股份有限公司全体股东： 一、 审计意见 我们审计了北京亿华通科技股份有限公司（以下简称亿华通）财 务报表，包括 2024 年 12 月 31 日的合并及母公司资产负债表，2024 年度的合并及母公司利润表、合并及母公司现金流量表、合并及母公 司所有者权益变动表以及相关财务报表附注。 我们认为，后附的财 ...

Financial Performance - The company's operating revenue for Q1 2025 was ¥10,526,272.58, representing a decrease of 19.92% compared to the same period last year[4] - The net profit attributable to shareholders was -¥93,008,005.78, showing a slight increase in loss compared to -¥91,204,404.13 in the previous year[4] - The basic and diluted earnings per share were both -¥0.40, compared to -¥0.55 in the same period last year[5] - Total operating revenue for Q1 2025 was CNY 10,526,272.58, a decrease of 20% compared to CNY 13,143,998.29 in Q1 2024[18] - Net loss for Q1 2025 was CNY 114,559,560.15, compared to a net loss of CNY 105,373,005.48 in Q1 2024, indicating an increase in losses of about 8.3%[19] - Total comprehensive loss attributable to shareholders of the parent company was CNY 93,008,005.78 in Q1 2025, compared to CNY 91,204,404.13 in Q1 2024[19] Research and Development - Research and development (R&D) expenses totaled ¥17,278,538.51, a significant decrease of 47.61% year-on-year[4] - The ratio of R&D expenses to operating revenue was 164.15%, down from 250.90% in the previous year, indicating a reduction in R&D intensity[4] - Research and development expenses decreased to CNY 12,539,215.39 in Q1 2025 from CNY 23,397,306.09 in Q1 2024, a reduction of approximately 46.6%[18] Cash Flow and Liquidity - The net cash flow from operating activities was -¥88,279,579.38, indicating continued cash outflow from operations[5] - Cash flow from operating activities for Q1 2025 was negative CNY 88,279,579.38, compared to negative CNY 79,890,325.92 in Q1 2024, indicating a worsening cash flow situation[22] - Cash inflow from operating activities totaled CNY 57,174,288.95 in Q1 2025, down from CNY 89,453,879.93 in Q1 2024, a decline of about 36%[22] - The company's cash and cash equivalents decreased to RMB 532,947,465.71 from RMB 722,234,518.26, reflecting a decline of about 26.3%[15] - The ending balance of cash and cash equivalents was $526,919,632.70, down from $719,392,973.65 at the beginning of the period[23] Assets and Liabilities - The total assets at the end of the reporting period were ¥4,505,389,738.70, a decrease of 5.72% from the end of the previous year[4] - The equity attributable to shareholders was ¥2,468,384,271.64, down 3.62% from the previous year-end[4] - The company reported a net loss of RMB 1,037,297,564.33 as of March 31, 2025, compared to a net loss of RMB 944,289,558.55 at the end of 2024[17] - Total current liabilities decreased to RMB 1,600,311,891.46 from RMB 1,754,569,233.81, a reduction of approximately 8.8%[17] - The company's total equity decreased to RMB 2,729,208,595.31 from RMB 2,843,344,378.21, indicating a decline of about 4%[17] - The company’s long-term equity investments decreased to RMB 262,721,728.04 from RMB 283,798,699.12, a reduction of approximately 7.4%[16] - The company’s total non-current liabilities decreased to RMB 175,869,251.93 from RMB 181,055,251.09, a decline of about 2.9%[17] Government Support and Investments - The company received government subsidies amounting to ¥6,026,768.85, which positively impacted the non-recurring gains[7] - The company plans to acquire 100% equity of Danzhou Xuyang Hydrogen Energy Co., Ltd. through a share issuance and raise supporting funds not exceeding 100% of the transaction price[13] Management and Future Plans - The company plans to implement new accounting standards starting in 2025, which may affect future financial reporting[24] - The company’s management team includes Zhang Guoqiang as the responsible person and Song Haiying as the accounting supervisor[23]

Financial Performance - The company reported a revenue of 366.67 million yuan for the fiscal year 2024, with a net loss attributable to shareholders of 456.43 million yuan, representing an increase in loss of 213.23 million yuan year-on-year [3]. - The company has not achieved profitability since its listing, and the net loss for the period was primarily due to the early-stage industrialization of the fuel cell industry and increased competition leading to a decline in gross margin [4]. - The company's operating revenue for 2023 was CNY 36,667.14 million, a decrease of 54.21% compared to the previous year [23]. - The net profit attributable to shareholders of the listed company for 2023 was a loss of CNY 45,643.29 million, compared to a loss of CNY 24,320.37 million in 2022 [23]. - The net cash flow from operating activities for 2023 was a negative CNY 1,862.38 million, indicating a significant decline in cash generation [23]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was a loss of CNY 54,275.70 million in 2023 [23]. - The company reported a basic and diluted earnings per share of -1.97 CNY, a decrease of 33.13% compared to the same period last year [24]. - The weighted average return on equity was -16.19%, down 8.26 percentage points year-on-year [24]. - The gross margin for the main product, fuel cell systems, was 11.70%, a decrease of 21.19 percentage points compared to the previous year [80]. Cash Flow and Working Capital - Operating cash flow remains negative, largely due to high accounts receivable and inventory levels, which consume significant working capital [5]. - The company faces risks related to ongoing negative operating cash flow, which may lead to insufficient working capital if financing channels are not effectively expanded [5]. - The accounts receivable balance at the end of the reporting period was 219,558.09 million yuan, indicating potential cash flow issues [85]. - The company is experiencing increased pressure on cash flow due to the long collection cycle of accounts receivable, which is exacerbated by the current market conditions [85]. - The net cash flow from operating activities improved by CNY 54,201,430.00, with customer payment amounts increasing by 68.20% and daily operating cash outflows decreasing by 24.86% [93]. Research and Development - Research and development expenses accounted for 37.99% of operating revenue, an increase of 16.68 percentage points from the previous year [24]. - The total R&D investment for the year was approximately ¥139.31 million, a decrease of 18.37% compared to the previous year, primarily due to reduced research in new fields [59]. - The proportion of R&D investment to operating income increased significantly to 37.99%, up from 21.31% in the previous year, indicating a stronger focus on R&D relative to revenue [59]. - The company emphasized ongoing investment in R&D and technology innovation to enhance product performance and reliability [36]. - The company achieved a total of 126 new intellectual property rights, including 55 invention patents and 57 utility model patents, contributing to a cumulative total of 1,246 rights [57]. Market Position and Strategy - The company operates in the fuel cell vehicle sector, focusing on hydrogen fuel cell technology [14]. - The fuel cell industry is still in its early development phase, and the company is under pressure to secure sufficient orders to achieve economies of scale necessary for profitability [4]. - The company has maintained its core technologies, focusing on advanced fuel cell systems and hybrid power systems, which enhance energy management and efficiency [54]. - The company aims to become a global leader in hydrogen fuel cell technology, contributing to China's carbon peak and carbon neutrality goals [141]. - The company plans to expand its customer base and regional coverage, targeting commercial heavy-duty applications to increase market share [142]. Corporate Governance - There are no special arrangements for corporate governance or significant violations in decision-making procedures reported [9]. - The company maintains independent operations without interference from the controlling shareholder, ensuring no misuse of company funds or assets [158]. - The company strictly adheres to information disclosure regulations, ensuring timely and accurate communication with shareholders through designated media [159]. - The board of directors consists of 9 members, including 4 independent directors, and held 7 board meetings during the reporting period [155]. - The company is committed to continuous improvement of corporate governance in line with regulatory requirements, aiming for sustainable development [162]. Risks and Challenges - The company has acknowledged the risk of continued losses if market demand does not meet expectations or if competition intensifies further [4]. - The company faces risks related to high customer concentration, which may impact its independent operational sustainability [79]. - The company is facing risks related to fuel cell vehicle subsidy policies, which could adversely affect its fuel cell system business if there are changes in government support [88]. - The company has not proposed any cash profit distribution plans despite having positive distributable profits for shareholders [195]. Investments and Future Plans - The company plans to implement refined management practices to reduce unit product costs and aims to integrate upstream hydrogen supply to enhance competitiveness and risk resilience [4]. - The company plans to strengthen strategic cooperation with upstream enterprises in the industrial chain to achieve integrated development in hydrogen energy applications [151]. - Future investments will continue in core R&D areas to drive technological upgrades and product innovation [68]. - The company aims to enhance R&D capabilities and improve supply chain efficiency to mitigate risks associated with market competition and operational costs [75].

北京亿华通科技股份有限公司 2024 年度独立非执行董事述职报告 作为北京亿华通科技股份有限公司（以下简称"公司"或"本公司"）的独 立非执行董事，2024 年度任职期间，本人严格按照《中华人民共和国公司法》《中 华人民共和国证券法》《上海证券交易所科创板股票上市规则》《上市公司治理准 则》《上市公司独立董事管理办法》等法律规定、规范性文件以及《北京亿华通 科技股份有限公司章程》（以下简称"《公司章程》"）《北京亿华通科技股份有限 公司独立非执行董事工作制度》（以下简称"《独立非执行董事工作制度》"）等有 关规定和要求，忠实、勤勉、尽责地履行独立非执行董事职责和义务，审慎地行 使公司和股东所赋予的权利，切实发挥独立非执行董事的作用，有效维护了公司 整体利益以及全体股东尤其是中小股东的合法权益。现将本人 2024 年度履行独 立非执行董事职责情况汇报如下： 一、独立非执行董事基本情况 （一）个人工作履历、专业背景以及兼职情况 二、独立非执行董事 2024 年度履职概况 （一）参加董事会及股东大会情况 报告期内，公司共召开 7 次董事会，本人没有缺席或连续两次未亲自参加会 议的情况发生，公司共召开 2 次股东大会 ...

北京亿华通科技股份有限公司 2024 年度独立非执行董事述职报告 作为北京亿华通科技股份有限公司（以下简称"公司"或"本公司"）的独 立非执行董事，2024 年度任职期间，本人严格按照《中华人民共和国公司法》《中 华人民共和国证券法》《上海证券交易所科创板股票上市规则》《上市公司治理准 则》《上市公司独立董事管理办法》等法律规定、规范性文件以及《北京亿华通 科技股份有限公司章程》（以下简称"《公司章程》"）《北京亿华通科技股份有限 公司独立非执行董事工作制度》（以下简称"《独立非执行董事工作制度》"）等有 关规定和要求，忠实、勤勉、尽责地履行独立非执行董事职责和义务，审慎地行 使公司和股东所赋予的权利，切实发挥独立非执行董事的作用，有效维护了公司 整体利益以及全体股东尤其是中小股东的合法权益。现将本人 2024 年度履行独 立非执行董事职责情况汇报如下： 一、独立非执行董事基本情况 （一）个人工作履历、专业背景以及兼职情况 李志杰，1972 年出生，中国国籍，无境外永久居留权，中国人民大学财务 与金融专业博士。1999 年至 2008 年，任中国邮电电信总局及中国电信集团公司 处长、集团资金调度中心主任；20 ...

Group 1 - The core viewpoint of the news is that China is leading the global hydrogen energy industry, with a projected production and consumption scale exceeding 36.5 million tons in 2024, making it the world's largest producer [1] - By the end of 2024, China is expected to account for over 50% of the global renewable energy hydrogen production capacity, which will exceed 250,000 tons per year [1][2] - The domestic fuel cell vehicle (FCV) application is steadily advancing, with over 540 hydrogen refueling stations established and approximately 24,000 fuel cell vehicles promoted [1] Group 2 - More than 560 hydrogen energy-specific policies have been issued nationwide, with 22 provincial-level administrative regions incorporating hydrogen energy into their government work reports [2] - The National Energy Administration plans to coordinate with relevant departments to promote a scientific and reasonable layout of the hydrogen energy industry based on local conditions [2] - The hydrogen energy and fuel cell industry is expected to enter a rapid growth phase by 2025, with significant acceleration in the deployment of fuel cell vehicles and green hydrogen projects [2] Group 3 - Related Hong Kong stocks in the hydrogen energy industry include: Jingcheng Electric (00187), Guofu Hydrogen Energy (02582), Guohong Hydrogen Energy (09663), Yihuatong (02402), Reshaping Energy (02570), China International Marine Containers (03899), Weichai Power (02338), China National Heavy Duty Truck Group (03808), and China Xuyang Group (01907) [3]

Financial Performance - Total revenue for 2024 was RMB 366.67 million, a decrease of 54.21% year-on-year[3] - Net loss attributable to shareholders for 2024 was RMB 456.43 million, compared to a net loss of RMB 243.20 million in the same period last year[3] - Basic loss per share for 2024 was RMB 1.97, compared to RMB 1.48 in the previous year[3] - The company reported a net loss of RMB 540,264,195.14 for 2024, compared to a net loss of RMB 300,077,038.04 in 2023, indicating a worsening of 80.0%[6] - Basic and diluted earnings per share for 2024 were both RMB (1.97), compared to RMB (1.48) in 2023, representing a decline of 33.1%[7] - The company has not declared any final dividends for the year ended December 31, 2024, consistent with the previous year[28] Assets and Liabilities - Cash and cash equivalents as of December 31, 2024, amounted to RMB 722.23 million, an increase from RMB 609.22 million in 2023[4] - Short-term borrowings increased to RMB 762.43 million from RMB 586.61 million in the previous year[5] - Total assets as of December 31, 2024, were RMB 4.78 billion, down from RMB 4.95 billion in 2023[4] - Total liabilities as of December 31, 2024, were RMB 1.94 billion, compared to RMB 1.54 billion in the previous year[5] - Shareholders' equity attributable to the company was RMB 2.56 billion, down from RMB 3.04 billion in 2023[5] Revenue and Costs - Total operating revenue for the year ended December 31, 2024, was RMB 366,671,355.92, a significant decrease of 54.3% compared to RMB 800,701,885.77 in 2023[6] - Total operating costs decreased to RMB 706,485,700.32 from RMB 968,656,768.22, reflecting a reduction of 27.0%[6] - The company's main business revenue for the year ending December 31, 2024, is reported at 363,670,191.00, a decrease from 799,191,040.48 in 2023, reflecting a decline of approximately 54.5%[22] - The total operating costs for the year ending December 31, 2024, amount to 320,955,128.57, down from 552,190,945.49 in 2023, indicating a reduction of about 41.9%[22] - The company's main business costs for the year ending December 31, 2024, are 319,457,850.76, down from 552,046,700.65 in 2023, indicating a significant cost reduction[22] Impairment and Other Income - The company experienced a significant increase in credit impairment losses, which rose to RMB (201,142,245.18) from RMB (99,482,634.25), reflecting a 102.0% increase[6] - Other income increased to RMB 51,772,241.34 from RMB 24,856,478.84, marking a growth of 108.2%[6] - The company reported a total impairment loss of RMB 70.17 million for the year ended December 31, 2024, compared to RMB 62.92 million in 2023[24] Research and Development - The company has ongoing investments in new technologies and product development, although specific figures were not disclosed in the report[3] - The company emphasized ongoing research and development in fuel cell technology, focusing on environmental adaptability, durability, and reliability[30] - The company is collaborating with universities and research institutions to advance hydrogen fuel cell applications, including a project in Xinjiang[30] - Research and development expenses were RMB 97,013,572.48, down 30.9% from RMB 140,907,189.33 in the previous year, indicating a focus on cost management[6] Corporate Governance and Compliance - The financial statements were prepared based on the assumption of going concern, with no significant doubts regarding the company's ability to continue operations[10] - The company is committed to high standards of corporate governance to enhance shareholder value and accountability[41] - All directors and supervisors adhered to the standard code of conduct regarding securities trading during the reporting period[42] - The company has not engaged in any buybacks, sales, or redemptions of its listed securities during the reporting period[44] Future Plans and Market Strategy - The company aims to optimize fuel cell systems and core components, improving performance in extreme weather, high temperature resistance, durability, reliability, energy conversion efficiency, safety, and cost-effectiveness[32] - The company plans to strategically expand its customer base and regional coverage to increase market share, focusing on commercial heavy-duty applications such as heavy trucks[33] - The company intends to strengthen its supply chain by deepening cooperation with well-known suppliers and pursuing vertical integration to reduce raw material costs and ensure supply chain stability[34] - The company will enhance corporate management and operational efficiency to better respond to market challenges and opportunities, optimizing resource allocation and reducing operational costs[35] - The company plans to extend integration along the industrial chain to enhance comprehensive strength and achieve sustainable development in line with national hydrogen energy policies[36] Market Outlook - By the end of 2024, the company expects the national sales volume of fuel cell vehicles to reach 5,405 units, with 163 models equipped with its fuel cell systems, leading the industry[31] - The company anticipates that by 2035, the number of fuel cell vehicles in China will exceed 1 million, indicating significant growth potential in the fuel cell industry[32] Share Capital and Offerings - The company increased its share capital by issuing 66,186,309 new shares, resulting in a total registered capital of 231,652,081 shares as of July 2024[43] - The net proceeds from the global offering amounted to approximately HKD 1,022 million after deducting underwriting fees and other expenses[45] - The company plans to gradually utilize the net proceeds from the global offering according to the purposes outlined in the prospectus dated December 29, 2022[45] Audit and Reporting - The financial data disclosed has been agreed upon with auditors, and the board's audit committee has reviewed the unaudited annual performance announcement for the year ending December 31, 2024[39] - The financial data related to the company's annual performance has not yet been audited, and stakeholders are advised to exercise caution when trading its securities[49]

1 北京亿华通科技股份有限公司董事会 2025 年 3 月 13 日 根据《上市公司重大资产重组管理办法》第十四条第一款第（四）项的相关 规定："上市公司在十二个月内连续对同一或者相关资产进行购买、出售的，以 其累计数分别计算相应数额。已按照本办法的规定编制并披露重大资产重组报告 书的资产交易行为，无须纳入累计计算的范围。中国证监会对本办法第十三条第 一款规定的重大资产重组的累计期限和范围另有规定的，从其规定。交易标的资 产属于同一交易方所有或者控制，或者属于相同或者相近的业务范围，或者中国 证监会认定的其他情形下，可以认定为同一或者相关资产。"根据《<上市公司重 大资产重组管理办法>第十四条、第四十四条的适用意见—证券期货法律适用意 见第 12 号》的规定："在上市公司股东大会作出购买或者出售资产的决议后十二 个月内，股东大会再次或者多次作出购买、出售同一或者相关资产的决议的，应 当适用《上市公司重大资产重组管理办法》第十四条第一款第（四）项的规定。" 在本次交易前十二个月内，公司不存在与本次交易相关的资产购买、出售的 交易情况，不存在需纳入本次交易的累计计算范围的情况。 特此说明。 北京亿华通科技股份有限 ...

北京亿华通科技股份有限公司 关于召开2024年第三季度业绩说明会的公告 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： 证券代码：688339 证券简称：亿华通 公告编号：2024-032 会议召开时间：2024年12月10日(星期二)上午09:00-10:00 会 议 召 开 地 点 ： 上 海 证 券 交 易 所 上 证 路 演 中 心 （ 网 址 ： https://roadshow.sseinfo.com/） 会议召开方式：上证路演中心网络互动 投资者可于2024年12月03日(星期二)至12月09日(星期一)16:00前登录上证 路演中心网站首页点击"提问预征集"栏目或通过公司邮箱sinohytec@autoht.com 进行提问。公司将在说明会上对投资者普遍关注的问题进行回答。 北京亿华通科技股份有限公司（（以下简称"公司"）已于2024年10月31日发布 公司2024年第三季度报告，为便于广大投资者更全面深入地了解公司2024年第三 季度经营成果、财务状况，公司计划于2024年12月10日上午09 ...

呈交日期: 2024年11月5日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | A | | 於香港聯交所上市 (註1) | | 否 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 688339 | 說明 | | 於上海證券交易所科創板上市 | | | | | | | | 法定/註冊股份數目 | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 195,787,119 | RMB | | 1 RMB | | 195,787,119 | | 增加 / 減少 (-) | | | | | | RMB | | | | 本月底結存 | | | 195,787,119 | RMB | | 1 RMB | | 195,787,119 | | 2. 股份分類 | 普通股 | 股份類別 | H | | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 ( ...