重庆路桥股份有限公司 关于召开 2025 年半年度业绩说明会的公告 证券代码：600106 证券简称：重庆路桥 公告编号：2025-017 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： 会议召开时间：2025 年 9 月 23 日（星期二）10:00-11:00 （二） 会议召开地点：上证路演中心 （三） 会议召开方式：上证路演中心网络互动 会议召开方式：上证路演中心网络互动 投资者可于 2025 年 9 月 16 日（星期二）至 9 月 22 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 cqrb@cqrb.com.cn 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。 重庆路桥股份有限公司（以下简称公司）已于 2025 年 8 月 30 日 发布公司 2025 年半年度报告，为便于广大投资者更全面深入地了解 公司 2025 年半年度经营成果、财务状况，公司计划于 2025 年 9 月 23 日（星期二）10:00-11:00 举行 2025 年半年 ...

Core Viewpoint - The announcement details a change in the shareholder structure of Chongqing Road and Bridge Co., Ltd., specifically regarding its major shareholder Hangshi Linxin Technology Innovation (Hangzhou) Co., Ltd. [2][4] Group 1: Shareholder Change - The controlling shareholder of Hangshi Linxin, Shanghai Linjun Electronic Technology Co., Ltd., has signed a share transfer agreement with Hunan Linyue Mingxin Intelligent Technology Co., Ltd., transferring 30.207% of its shares in Hangshi Linxin [2][5]. - After the transfer, Hunan Linyue Mingxin will hold 70.207% of Hangshi Linxin, while Shanghai Linjun will retain 29.793% [6][24]. - This change does not affect the total number of shares held by Hangshi Linxin and its concerted actors in Chongqing Road and Bridge, which remains at 146,553,161 shares, accounting for 11.03% of the total share capital [7][8]. Group 2: Regulatory Compliance - The transaction is in accordance with the relevant provisions of the "Measures for the Administration of the Acquisition of Listed Companies," as Shanghai Linjun and Hunan Linyue Mingxin are considered concerted actors [7][21]. - The announcement confirms that this equity change will not lead to a change in the controlling shareholder or actual controller of the company [4][8]. Group 3: Financial Details - The share transfer was executed at a price of RMB 343,015,588.50 for the 30.207% stake [24][25]. - The payment for the share transfer is to be completed within 60 days from the signing of the agreement [25]. Group 4: Future Plans - As of the date of the report, there are no explicit plans for the information disclosure obligors to increase or decrease their holdings in the company over the next twelve months [22].

Core Viewpoint - The announcement details a change in the shareholders of a major stakeholder, Hangshi Linxin Technology Innovation (Hangzhou) Co., Ltd., which is a 5% shareholder of Chongqing Road and Bridge Co., Ltd. [1][2] Group 1: Shareholder Changes - Shanghai Linjun Electronic Technology Co., Ltd. transferred 30.207% of its shares in Hangshi Linxin to Hunan Linyue Mingxin Intelligent Technology Co., Ltd. [2] - After the transfer, Linyue Mingxin holds 70.207% of Hangshi Linxin, while Shanghai Linjun retains 29.793% [2]. - The total number of shares held by Hangshi Linxin and its concerted actors in Chongqing Road and Bridge remains unchanged at 146,553,161 shares, representing 11.03% of the total share capital [2]. Group 2: Control and Compliance - The change in shareholding does not affect the controlling shareholder or actual controller of Chongqing Road and Bridge [2]. - The transaction does not involve a tender offer and complies with the relevant regulations of the Listed Company Acquisition Management Measures [2].

Core Viewpoint - The report outlines the equity change of Chongqing Road and Bridge Co., Ltd., detailing the transfer of shares between two entities, Shanghai Linjun Electronic Technology Co., Ltd. and Hunan Linyue Mingxin Intelligent Technology Co., Ltd., without altering the total number of shares held in the company [1][2]. Group 1: Equity Change Details - The equity change involves Shanghai Linjun transferring 30.207% of its stake in Hangshi Linxin to Hunan Linyue, resulting in Hunan Linyue holding 70.207% of Hangshi Linxin, while Shanghai Linjun retains 29.793% [7]. - The total shares held by Hangshi Linxin in Chongqing Road and Bridge remain unchanged at 146,553,161 shares, which accounts for 11.03% of the total share capital [7][11]. - The transaction price for the equity transfer is set at RMB 343,015,588.50, with the payment to be completed within 60 days of the agreement signing [7][8]. Group 2: Parties Involved - Information Disclosure Obligors include Shanghai Linjun Electronic Technology Co., Ltd. and Hunan Linyue Mingxin Intelligent Technology Co., Ltd., with both companies having specific ownership structures and management [4][6]. - Shanghai Linjun's major shareholders include Shanghai Linxin Investment Management Co., Ltd. (52.2648%) and others, while Hunan Linyue's major shareholder is Yueyang Lintao Mingxin Intelligent Technology Investment Partnership (89.4737%) [4][6]. Group 3: Future Plans and Compliance - As of the report's signing date, there are no explicit plans for either party to increase or decrease their holdings in the next twelve months [6][11]. - The report confirms that all necessary authorizations and approvals for the equity change have been obtained, ensuring compliance with relevant laws and regulations [2][10].

证券代码：600106 证券简称：重庆路桥 公告编号：2025-016 重庆路桥股份有限公司 关于持股 5%以上股东的股东发生变化 暨权益变动的提示性公告 临芯 30.207%的股权转让给临岳明芯。 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： 本次权益变动属公司 5%以上股东杭实临芯科技创新（杭州） 有限公司（以下简称"杭实临芯"）的股东发生变化。 公司股东杭实临芯的控股股东上海临珺电子科技有限公司（以 下简称"上海临珺"）与湖南临岳明芯智能科技有限公司（以下简称 "临岳明芯"）签署《股权转让协议》，上海临珺将其持有的杭实临芯 30.207%的股权转让给临岳明芯。根据《上市公司收购管理办法》，上 海临珺和临岳明芯系一致行动人。 本次权益变动后，杭实临芯及其一致行动人持有公司权益数量 未发生变化。 本次权益变动不会导致公司控股股东及实际控制人发生变化。 一、本次权益变动基本情况 2025 年 8 月 29 日，公司持股 5%以上股东杭实临芯的控股股东上 海临珺与临岳明芯签署《股权转让协议》，上海临珺将其持有的 ...

重庆路桥股份有限公司 股份变动性质：股东股权发生变动，持有上市公司股份数量不变 简式权益变动报告书 上市公司名称：重庆路桥股份有限公司 股票上市地点：上海证券交易所 股票简称：重庆路桥 股票代码：600106 信息披露义务人1：上海临珺电子科技有限公司 住所：中国（上海）自由贸易试验区临港新片区秋山路1775弄1号4楼402I 室 通讯地址：上海市浦东新区春晓路439号14号楼 信息披露义务人2：湖南临岳明芯智能科技有限公司 住所：湖南省岳阳市城陵矶新港区云港路通关服务中心4#423室 通讯地址：上海市浦东新区春晓路439号14号楼 签署日期：2025年 9 月 日 1 信息披露义务人声明 一、本报告书系信息披露义务人依据《中华人民共和国公司法》（以下简称" 《公司法》"）、《中华人民共和国证券法》（以下简称"《证券法》"）、《上市公司收购 管理办法》（以下简称"《收购办法》"）、《公开发行证券的公司信息披露内 容与格式准则第15号—权益变动报告书》等法律、法规和规范性文件编制。 二、信息披露义务人签署本报告书已获得必要的授权和批准，其履行亦不违 反信息披露义务人的《公司章程》或内部规则中的任何条款，或与之相 ...

Group 1 - The semi-annual report summary is derived from the full report, and investors are encouraged to read the complete document for a comprehensive understanding of the company's performance, financial status, and future plans [1] - The board of directors, supervisory board, and senior management guarantee the authenticity, accuracy, and completeness of the semi-annual report, and they bear individual and joint legal responsibility for any false records, misleading statements, or significant omissions [1] - The report has not been audited [1] Group 2 - The company provides a brief introduction and outlines its main financial data in the report [2] - Information regarding the top 10 shareholders and their shareholding status is included [2] - There are no changes in the controlling shareholder or actual controller during the reporting period [2]

Group 1 - The company reported a revenue of 56.32 million yuan for the first half of 2025, which is approximately flat year-on-year [1] - The net profit attributable to shareholders reached 133 million yuan, representing a year-on-year increase of 36.03% [1] - The total profit amounted to 157 million yuan, showing a significant year-on-year growth of 60.97% [1] Group 2 - The company holds the concession rights for the Jiahuajialing River Bridge in Chongqing, generating toll revenue of 55.71 million yuan and facility leasing income of 0.61 million yuan in the first half of the year [1] - The company received dividends of 70.89 million yuan from its stake in Chongqing Bank and is set to receive 6.6 million yuan from Chongqing Yufu Expressway Co., Ltd. [1] - The company has a stake in Anhui Changfei Advanced Semiconductor Co., Ltd., which successfully launched its first wafer and is set to enter mass production [2] Group 3 - As of the end of the reporting period, the company's total assets were 7.13 billion yuan, with total liabilities of 1.77 billion yuan, resulting in total equity of 5.36 billion yuan [2] - The company's debt-to-asset ratio stands at 24.83%, indicating a solid financial structure [2]

Group 1 - The company reported a revenue of 56.3163 million yuan for the first half of 2025, representing a year-on-year decline of 0.35% [1] - The net profit attributable to the parent company was 133 million yuan, showing a year-on-year increase of 36.03% [1] - The net profit excluding non-recurring gains and losses was 77.0762 million yuan, which reflects a year-on-year decrease of 33.31% [1]

Financial Performance - The company's operating income for the first half of 2025 was CNY 56,316,328.40, a decrease of 0.35% compared to CNY 56,516,041.80 in the same period last year[21]. - The total profit for the period increased by 60.97% to CNY 157,412,311.09, up from CNY 97,789,201.00 in the previous year[21]. - Net profit attributable to shareholders rose by 36.03% to CNY 132,826,210.70, compared to CNY 97,647,784.48 in the same period last year[21]. - Basic earnings per share increased by 42.86% to CNY 0.10, up from CNY 0.07 in the previous year[19]. - The weighted average return on net assets increased by 0.50 percentage points to 2.53% from 2.03% in the previous year[19]. - The company reported a decrease of 33.31% in net profit after deducting non-recurring gains and losses, amounting to CNY 77,076,233.18 compared to CNY 115,579,376.74 in the previous year[21]. - The company achieved operating revenue of CNY 56.32 million, a decrease of 0.35% year-on-year[26]. - The total profit reached CNY 15.74 million, an increase of 60.97% compared to the previous year[26]. - Net profit attributable to shareholders was CNY 13.28 million, up 36.03% year-on-year[26]. - Earnings per share were approximately CNY 0.10, reflecting a growth of about 42.86% compared to the same period last year[26]. Cash Flow and Assets - The net cash flow from operating activities decreased by 13.62% to CNY 61,825,879.07, down from CNY 71,573,713.81 in the same period last year[21]. - Cash and cash equivalents decreased by 19.23% to CNY 1,072,245,692.17, accounting for 15.04% of total assets[34]. - Accounts receivable dropped by 43.35% to CNY 26,477,642.02, representing 0.37% of total assets, mainly due to dividends received from investee companies[34]. - Total assets increased by 1.00% to CNY 7,131,458,233.64 from CNY 7,060,921,766.10 at the end of the previous year[21]. - Total current assets decreased to ¥1,827,977,228.99 from ¥2,026,165,374.14, a decline of approximately 9.8%[68]. - Total non-current assets increased to ¥5,303,481,004.65 from ¥5,034,756,391.96, an increase of approximately 5.3%[69]. Investments and Future Outlook - The company received dividends of CNY 70.89 million from its investment in Chongqing Bank[28]. - The investment in Anhui Changfei Advanced Semiconductor Co., Ltd. is expected to contribute significantly, with a total investment exceeding CNY 20 billion[28]. - The company’s cash flow from investment activities increased by 203.18% due to higher financial asset investment income[32]. - The company provided a future outlook with a revenue guidance of 45,102,750.00 million for the next quarter, representing a potential increase of 29.3%[39]. - The company is expanding its market presence with a new investment strategy targeting a total of 312,617,642.08 million in assets under management, up from 266,098,816.56 million[40]. Financial Position and Liabilities - The company’s total liabilities decreased to ¥1,770,904,797.24 from ¥2,010,269,989.87, a decline of about 12%[70]. - Short-term borrowings decreased by 40.04% to CNY 300,150,277.78, accounting for 4.21% of total assets, primarily due to repayment of maturing loans[35]. - Long-term borrowings decreased by 2.07% to CNY 873,500,000.00, representing 12.25% of total assets[35]. - Total current liabilities decreased to ¥359,143,124.25 from ¥661,864,974.64, a reduction of approximately 45.4%[69]. Shareholder Information - As of the end of the reporting period, the total number of ordinary shareholders was 46,874[59]. - The largest shareholder, Chongqing International Trust Co., Ltd., holds 198,800,171 shares, accounting for 14.96% of total shares[61]. - The second largest shareholder, Hangshi Linxin Technology Innovation (Hangzhou) Co., Ltd., decreased its holdings by 13,290,200 shares, now holding 146,553,161 shares, which is 11.03%[61]. - The top ten shareholders include various entities, with no significant changes in their overall shareholding structure during the reporting period[58]. Risk Factors - The company faces macroeconomic risks that could impact its toll road operations, with potential policy changes regarding toll collection and management[46]. - The company is exposed to single customer dependency risk, particularly regarding toll revenue from the Jiahua Jialing River Bridge, which relies on payments from a single entity[47]. - The company plans to enhance financial management and diversify financing channels to mitigate financial risks associated with capital-intensive infrastructure projects[47]. Accounting Policies and Compliance - The financial statements are prepared based on the going concern principle, with no significant doubts regarding the company's ability to continue operations for the next 12 months[100]. - The company adheres to the accounting policies and estimates as per the relevant accounting standards, ensuring accurate financial reporting[101][102]. - The company has not reported any significant changes in accounting policies or estimates during the period[180]. Revenue Recognition - The company's revenue primarily comes from BOT business, with revenue recognition based on the progress of performance obligations[164]. - Revenue is recognized when the customer obtains control of the goods or services, with specific criteria outlined for determining control[164].