证券代码：600053 证券简称：九鼎投资 编号：临 2025-054 （一）《关于将〈关于收购南京神源生智能科技有限公司部分股权并对其增资的 议案〉提交公司股东会审议的议案》 昆 吾 九 鼎 投 资 控 股 股 份 有 限 公 司 K u n w u J i u d i n g I n v e s t m e n t H o l d i n g s C O . , L t d 第 十 届 董 事 会 第 八 次 会 议 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。 一、会议召开情况 昆吾九鼎投资控股股份有限公司（以下简称 "本公司"或"公司"）第十届董事会第 八次会议通知于 2025 年 9 月 1 日以通讯方式发出。会议于 2025 年 9 月 1 日在公司以 通讯表决的方式召开（本次会议为紧急会议，召集人已在会议上就相关情况做出说明）。 本次董事会会议应出席董事 9 名，实际出席董事 9 名。会议由董事长王亮先生主持， 公司高级管理人员列席了本次会议。本次董事会的召集和召开符合《公司法》和《公 司章程》 ...

Financial Performance - For the first half of 2025, the company's operating revenue was approximately 803.72 million, a significant decrease from 1.8016 billion in the same period last year, representing a decline of about 55.5% [1] - The total profit for the same period was -491.72 million, compared to a profit of 108.56 million in the previous year, indicating a substantial loss [1] - The net profit attributable to shareholders was -475.50 million, down from 79.82 million year-on-year, reflecting a negative trend [1] - The net profit after deducting non-recurring gains and losses was -476.90 million, compared to a profit of 23.28 million in the previous year [1] - The net cash flow from operating activities was -116.53 million, an improvement from -485.87 million in the same period last year [1][24] Asset and Liability Changes - As of the end of the first half of 2025, the company's net assets attributable to shareholders were approximately 2.58 billion, down from 2.63 billion at the end of the previous year [1] - The company's total assets saw a notable change, with other non-current financial assets increasing by 2.33%, while accounts receivable decreased by 21.02% [35] - Contract liabilities decreased by 28.43%, and employee compensation payable dropped by 58.44%, indicating a reduction in short-term obligations [38] Shareholder Structure - The top ten shareholders as of the end of the first half of 2025 included new entrants such as Liao Shaoceng and Morgan Stanley & Co. International PLC, replacing previous shareholders [52] - Notably, 45.3% of the company's shares were under pledge, with the largest shareholder pledging 76.63% of their holdings [52] Valuation Metrics - As of August 27, 2025, the company's price-to-earnings ratio (TTM) was approximately -23.72, with a price-to-book ratio of about 2.98 and a price-to-sales ratio of approximately 32.3 [1]

Core Viewpoint - Jiuding Investment (600053) reported significant declines in revenue and net profit for the first half of 2025, indicating severe financial distress and operational challenges [1]. Financial Performance Summary - Total revenue for the first half of 2025 was 80.37 million yuan, a decrease of 55.39% year-on-year [1]. - The net profit attributable to shareholders was -47.55 million yuan, representing a decline of 695.71% compared to the previous year [1]. - In Q2 2025, total revenue was 42.87 million yuan, down 67.09% year-on-year, with a net profit of -14.28 million yuan, a decrease of 616.95% [1]. - The gross margin was 37.91%, down 43.59% year-on-year, while the net margin was -58.93%, a drop of 1471.72% [1]. - Total expenses (selling, administrative, and financial) reached 66.95 million yuan, accounting for 83.3% of total revenue, an increase of 64.21% year-on-year [1]. Key Financial Ratios - Earnings per share (EPS) was -0.11 yuan, a decrease of 696.2% year-on-year [1]. - The company's net asset value per share was 5.95 yuan, down 11.11% from the previous year [1]. - Operating cash flow per share was -0.03 yuan, an increase of 76.02% year-on-year [1]. Historical Performance Insights - The company's historical return on invested capital (ROIC) has been weak, with a median of 6.48% over the past decade and a particularly poor ROIC of -9.5% in 2024 [2]. - The company has reported losses in four out of its 27 annual reports since going public, indicating a challenging financial history [2]. - The inventory-to-revenue ratio has reached 435.55%, suggesting potential issues with inventory management [2].

Group 1 - Xinhua Media achieved a net profit of 32.34 million yuan in the first half of 2025, a year-on-year increase of 9.29% [1] - Xinhua Media's operating income for the first half of 2025 was 631 million yuan, a year-on-year growth of 2.45% [1] - China Galaxy reported a net profit of 6.488 billion yuan, up 47.86% year-on-year, with an operating income of 137.47 billion yuan, a 37.71% increase [2] Group 2 - Lek Electric's net profit decreased by 29.01% to 428 million yuan, despite a slight revenue increase of 0.65% to 4.781 billion yuan [3] - Honghui Fruits and Vegetables reported a net profit of 6.9243 million yuan, down 44.82%, with revenue of 470 million yuan, up 7.86% [4] - Bull Group's net profit fell by 8% to 2.06 billion yuan, with a revenue decline of 2.6% to 8.168 billion yuan [5] Group 3 - Nanshan Aluminum achieved a net profit of 2.625 billion yuan, a year-on-year increase of 19.95%, with operating income of 17.274 billion yuan, up 10.25% [6] - Zhujiang Beer reported a net profit of 612 million yuan, a 22.51% increase, with revenue of 3.198 billion yuan, up 7.09% [8] - Baolong Technology's net profit decreased by 9.15% to 135 million yuan, with revenue growth of 24.06% to 3.95 billion yuan [10] Group 4 - Jindi Co. reported a net profit of 75.93 million yuan, a year-on-year increase of 32.86%, with operating income of 835 million yuan, up 40.57% [12] - China Vision Media turned a profit with a net profit of 19.9811 million yuan, compared to a loss of 18.4349 million yuan in the previous year, despite a revenue decline of 10.75% to 229 million yuan [14] - Botao Bio's net profit fell by 82.82% to 12.4024 million yuan, with revenue down 23.91% to 203 million yuan [16] Group 5 - Caitong Securities reported a net profit of 1.083 billion yuan, a year-on-year increase of 16.85%, with operating income of 2.959 billion yuan, down 2.19% [18] - Yili Group's net profit decreased by 4.39% to 7.2 billion yuan, with revenue growth of 3.49% to 61.777 billion yuan [19] - Springlight Technology achieved a net profit of 7.3787 million yuan, a year-on-year increase of 83.73%, with revenue of 251 million yuan, up 39.6% [20] Group 6 - China Haifeng reported a net profit of 94.5739 million yuan, a year-on-year increase of 25.48%, with operating income of 1.385 billion yuan, up 19.64% [21] - Zhongke Titanium White's net profit decreased by 14.83% to 259 million yuan, with revenue growth of 19.66% to 3.77 billion yuan [23] - Huasheng Tiancai turned a profit with a net profit of 14 million yuan, compared to a loss in the previous year, despite a revenue decline of 10.75% to 226 million yuan [25] Group 7 - Shen Zhou Cell reported a net loss of 33.7711 million yuan, with revenue down 25.50% to 972 million yuan [26] - Meihu Co. achieved a net profit of 101 million yuan, a year-on-year increase of 10.26%, with operating income of 1.075 billion yuan, up 10.74% [28] - Jifeng Technology plans to apply for a comprehensive credit of 170 million yuan to supplement working capital [29] Group 8 - Foton Motor reported a net profit of 777 million yuan, a year-on-year increase of 87.57%, with operating income of 30.371 billion yuan, up 26.71% [41] - BOE Technology achieved a net profit of 3.247 billion yuan, a year-on-year increase of 42.15%, with operating income of 110.278 billion yuan, up 8.45% [42] - CIMC reported a net profit of 1.278 billion yuan, a year-on-year increase of 47.63%, with operating income of 76.09 billion yuan, down 3.82% [43]

Core Viewpoint - Jiuding Investment (600053) has experienced a significant decline in stock price and financial performance, indicating potential challenges in its operations and market position [1][5]. Financial Performance - As of August 27, 2025, Jiuding Investment's stock closed at 17.72 yuan, down 4.63% with a trading volume of 137,600 shares and a turnover of 251 million yuan [1]. - The company's mid-year report for 2025 shows a main revenue of 80.37 million yuan, a year-on-year decrease of 55.39%, and a net profit attributable to shareholders of -47.55 million yuan, a decline of 695.71% [5]. - The second quarter of 2025 reported a single-quarter main revenue of 42.87 million yuan, down 67.09% year-on-year, and a net profit of -14.28 million yuan, a decrease of 616.95% [5]. Capital Flow - On August 27, 2025, the net outflow of main funds was 27.40 million yuan, accounting for 10.9% of the total turnover, while retail investors saw a net inflow of 35.99 million yuan, representing 14.32% of the total turnover [1][2]. - The financing data indicates a net repayment of 7.86 million yuan on the same day, with a financing balance of 219 million yuan [3]. Industry Comparison - Jiuding Investment's total market value is 7.68 billion yuan, significantly lower than the industry average of 25.35 billion yuan, ranking 18th out of 21 in its sector [5]. - The company has a negative net profit margin of -58.93%, compared to the industry average of 125.23%, ranking last in its industry [5]. - The company's gross profit margin stands at 37.91%, which is above the industry average of 21.18%, ranking 4th in its sector [5].

Core Viewpoint - Jiuding Investment's stock price has declined significantly, reflecting challenges in its financial performance and ongoing acquisition efforts [1] Financial Performance - As of August 27, 2025, Jiuding Investment's stock price is 17.72 yuan, down 4.63% from the previous trading day [1] - The company reported a revenue of 80.37 million yuan for the first half of 2025, a year-on-year decrease of 55.39% [1] - Jiuding Investment recorded a net loss attributable to shareholders of 47.55 million yuan, marking a shift from profit to loss compared to the previous year [1] Market Activity - The trading volume on August 27 was 251 million yuan, with a turnover rate of 3.17% [1] - On the same day, there was a net outflow of 27.40 million yuan in principal funds, with a cumulative net outflow of 55.33 million yuan over the past five days [1] Business Operations - Jiuding Investment's main business includes private equity investment management and real estate development and operation [1] - The company is in the process of acquiring a 53.29% stake in Nanjing Shenyuan, a humanoid robot component company, although the transaction has faced two delays in responding to inquiries from the Shanghai Stock Exchange [1]

Meeting Details - The 7th meeting of the 10th Board of Directors of Kunwu Jiuding Investment Holdings Co., Ltd. was held on August 27, 2025, with all 9 directors present [1] - The meeting was convened in accordance with the Company Law and the Articles of Association, ensuring the legality and validity of the resolutions made [1] Resolutions Passed - The full and summary report for the first half of 2025 was approved, having been reviewed by the Audit Committee [2] - The resolution to cancel the Supervisory Board and amend the Articles of Association and other governance documents was passed unanimously with 9 votes in favor [2][3] - The company plans to submit the cancellation of the Supervisory Board to the shareholders' meeting for approval, while the Supervisory Board will continue to perform its duties until then [3] - The Board agreed to convene the second extraordinary shareholders' meeting of 2025, with details to be announced later [3]

Core Viewpoint - The report highlights a significant decline in the company's financial performance for the first half of 2025, with a notable drop in revenue and net profit compared to the same period last year, primarily due to challenges in the private equity investment management and real estate sectors [2][3][4]. Financial Performance - The company reported a total revenue of 80.37 million yuan, a decrease of 55.39% year-on-year [3]. - The total profit for the period was -49.17 million yuan, representing a decline of 552.95% compared to the previous year [3]. - The net profit attributable to shareholders was -47.55 million yuan, down 695.71% from 7.98 million yuan in the same period last year [3]. - The net cash flow from operating activities was -11.65 million yuan, indicating a worsening cash position [3]. Business Segments - The private equity investment management business generated 19 million yuan in revenue, a decrease of 78.02%, with a net profit of -35 million yuan, down 779.04% [3][4]. - The real estate segment achieved 55 million yuan in revenue, a decline of 40.78%, with a net profit of -7 million yuan, reflecting an expanded loss of 276.30% [3][4]. - The construction business reported 6 million yuan in revenue, with a net profit loss of 6 million yuan due to high initial operating costs [3][4]. Industry Overview - The private equity investment sector saw an increase in fundraising, with new fund sizes rising by 7.2% to 562.39 billion yuan in the first half of 2025 [6]. - Investment activity in the private equity market increased, with 3,109 investment cases completed, a rise of 30.8% year-on-year [7]. - The real estate market showed signs of stabilization, with a nearly 45% increase in sales among top 100 real estate companies, although challenges remain due to buyer confidence and inventory pressures [9][10]. Strategic Developments - The company is focusing on enhancing its investment strategies by targeting high-quality projects in advanced manufacturing, new consumption, and health sectors [11][12]. - A strategic acquisition of Nanjing Shenyuan Intelligent Technology Co., Ltd. is underway, which will expand the company's operations into the manufacturing and sales of six-dimensional force sensors [14]. - The company aims to leverage its experience in private equity to explore investment opportunities in the humanoid robotics sector, particularly in high-barrier components [14].

Core Viewpoint - The report indicates a significant decline in the financial performance of Kunwu Jiuding Investment Holding Co., Ltd. for the first half of 2025, with substantial decreases in revenue and profit metrics compared to the previous year [1]. Financial Performance Summary - Total assets at the end of the reporting period amounted to CNY 2,830,945,320.03, a decrease of 2.57% from the previous year [1]. - Operating revenue for the period was CNY 80,372,058.21, reflecting a decline of 55.39% compared to the same period last year [1]. - Total profit for the period was reported at -CNY 49,172,377.33, a decrease of 552.95% from the previous year [1]. - Net profit attributable to shareholders was -CNY 47,549,797.38, marking a decline of 695.71% year-on-year [1]. - The net profit after deducting non-recurring gains and losses was -CNY 47,689,902.60, compared to a profit of CNY 2,327,792.77 in the same period last year, indicating a significant downturn [1]. - The net cash flow from operating activities was -CNY 11,652,723.17, compared to -CNY 48,587,061.48 in the previous year, which is not applicable for comparison [1]. - The weighted average return on net assets was -1.83%, a decrease of 2.10 percentage points from the previous year [1]. - Basic earnings per share were -CNY 0.1097, a decline of 695.71% from CNY 0.0184 in the previous year [1][2]. Shareholder Information - The total number of shareholders at the end of the reporting period was 24,876 [2]. - The top three shareholders include Jiangxi Zhongjiang Group Co., Ltd. with a 29.8% stake, Jiangxi Zixing Enterprise Management Co., Ltd. with a 21.37% stake, and Jiangxi Zixing Commercial Development Co., Ltd. with a 21.2% stake [2]. - The controlling shareholder, Zhongjiang Group, and other related entities are identified as acting in concert [2].

Meeting Overview - The 7th meeting of the 10th Supervisory Board of Kunwu Jiuding Investment Holdings Co., Ltd. was held on August 27, 2025, with 3 supervisors present, and the resolutions passed were deemed legal and effective [1][2]. Resolutions Passed - The first resolution approved was the "2025 Half-Year Report Full Text and Summary," which can be found in detail on the Shanghai Securities Journal and the Shanghai Stock Exchange website [1][2]. - The second resolution involved the proposal to abolish the Supervisory Board and amend the company's governance documents, transferring the Supervisory Board's powers to the Audit Committee of the Board of Directors. This proposal received 3 votes in favor, with no votes against or abstentions [2][3]. Governance Changes - The company plans to abolish the Supervisory Board and related internal regulations, with amendments to the Articles of Association and various governance rules pending approval from the shareholders' meeting. Until then, the Supervisory Board will continue to fulfill its duties in accordance with legal requirements [2][3].