杭州钢铁股份有限公司 2025年第一次临时股东大会 会议资料 2025年9月10日 1 现场会议召开时间：2025年9月10日（星期三）14点30分 网络投票时间：网络投票采用上海证券交易所股东大会网络投票系统。通过交 2 目 录 杭州钢铁股份有限公司 | 杭州钢铁股份有限公司 年第一次临时股东大会会议议程 3 | 2025 | | --- | --- | | 杭州钢铁股份有限公司 年第一次临时股东大会注意事项 4 | 2025 | | 会议资料一：关于取消监事会、修订《公司章程》及相关议事规则的议案..5 | | | 会议资料二：关于修订公司部分管理制度的议案 156 | | | 会议资料三：关于增补公司第九届董事会非独立董事的议案 192 | | | 会议资料四：关于补选公司第九届董事会独立董事的议案 193 | | 2025 年第一次临时股东大会会议议程 现场会议地点：杭州市拱墅区半山路 178 号杭钢办公大楼九楼会议室 会议召集人：杭州钢铁股份有限公司董事会 会议议程： | 一、主持人宣读现场会议出席情况并宣布会议开始 | | --- | | 二、推举监票人、计票人 | | 三、会议审议的议案 | | ...

Group 1 - The stock price of Hangzhou Iron & Steel Co., Ltd. (杭钢股份) decreased by 2.01% on August 29, trading at 10.24 CNY per share with a total market capitalization of 34.582 billion CNY [1] - Year-to-date, the stock price has increased by 114.23%, with a 0.58% decline over the last five trading days, a 17.03% increase over the last 20 days, and an 11.55% increase over the last 60 days [1] - The company has appeared on the "龙虎榜" (a stock trading list) 12 times this year, with the most recent appearance on April 16, where it recorded a net buy of -56.8064 million CNY [1] Group 2 - Hangzhou Iron & Steel Co., Ltd. was established on February 25, 1998, and went public on March 11, 1998, focusing on the production and sale of steel and related products [2] - The company's main business revenue composition includes: 47.17% from recycled resources, 22.95% from hot-rolled steel, 19.75% from raw materials and metal trading, 8.23% from OEM steel, and 0.96% from other sources [2] - As of June 30, 2025, the company reported a revenue of 29.676 billion CNY, a year-on-year decrease of 11.54%, and a net profit of -114 million CNY, a year-on-year decrease of 213.44% [2] Group 3 - Since its A-share listing, Hangzhou Iron & Steel has distributed a total of 4.289 billion CNY in dividends, with 338 million CNY distributed over the last three years [3] - As of June 30, 2025, the top ten circulating shareholders include Southern CSI 500 ETF, which increased its holdings by 2.7466 million shares, and Hong Kong Central Clearing Limited, which decreased its holdings by 478.03 thousand shares [3]

Group 1 - The core viewpoint of the news is that Hangzhou Iron and Steel Co., Ltd. (杭钢股份) experienced a significant stock decline of 5.06% on August 28, with a trading price of 10.31 yuan per share and a total market capitalization of 348.19 billion yuan [1] - The company was established on February 25, 1998, and its main business includes the production and sale of steel and its rolled products, trading of certain raw materials and steel, and environmental protection services [1] - The revenue composition of the company is as follows: 47.17% from recycled resources, 22.95% from hot-rolled steel, 19.75% from raw materials and metal trading, 8.23% from OEM steel, and 0.96% from other sources [1] Group 2 - From the perspective of fund holdings, Guolian Fund has one fund heavily invested in Hangzhou Iron and Steel, specifically Guolian Steel A (国联钢铁A), which reduced its holdings by 7.56 thousand shares in the second quarter [2] - As of the latest data, Guolian Steel A holds 661.5 thousand shares, accounting for 3.66% of the fund's net value, making it the fifth-largest holding [2] - The fund has experienced a year-to-date return of 19.65% and a one-year return of 40.9%, with a total fund size of 1.56 billion yuan [2]

Market Overview - On August 27, the steel sector declined by 2.09%, with Zhongnan Co. leading the drop [1] - The Shanghai Composite Index closed at 3800.35, down 1.76%, while the Shenzhen Component Index closed at 12295.07, down 1.43% [1] Individual Stock Performance - Notable performers included Youfa Group, which rose by 3.25% to a closing price of 6.35, and Baotou Steel, which increased by 0.72% to 2.79 [1] - Conversely, Zhongnan Co. fell by 4.79% to 2.78, while Liugang Co. dropped by 4.31% to 5.77 [2] Trading Volume and Value - The trading volume and value for key stocks were significant, with Baotou Steel recording a transaction value of 70.99 billion yuan and Youfa Group at 2.62 billion yuan [1] - Zhongnan Co. had a trading volume of 619,600 shares, resulting in a transaction value of 177 million yuan [2] Capital Flow Analysis - The steel sector experienced a net outflow of 924 million yuan from institutional investors, while retail investors saw a net inflow of 486 million yuan [2] - The capital flow for individual stocks showed mixed results, with Hangang Co. experiencing a net inflow of 15.22 million yuan from institutional investors [3] Summary of Key Stocks - Hangang Co. had a closing price of 10.86, down 0.46%, with a trading volume of 3.27 million shares [1] - Anshan Iron and Steel Co. closed at 2.62, down 3.68%, with a trading volume of 720,300 shares [2]

Market Overview - The Shanghai Composite Index fell by 0.39% on August 26, with 17 industries rising, led by agriculture and beauty care, which increased by 2.62% and 2.04% respectively. Conversely, the pharmaceutical and non-bank financial sectors saw declines of 1.09% and 1.06% [1] Fund Flow Analysis - The main funds in the two markets experienced a net outflow of 68.855 billion yuan, with only two industries seeing net inflows: beauty care (net inflow of 276 million yuan) and agriculture (net inflow of 257 million yuan) [1] - The non-ferrous metals industry had the largest net outflow, totaling 10.712 billion yuan, followed by the pharmaceutical sector with an outflow of 8.254 billion yuan. Other industries with significant outflows included defense, non-bank financials, and electric equipment [1] Steel Industry Performance - The steel industry declined by 0.98% with a net outflow of 2.319 billion yuan. Among the 44 stocks in this sector, 18 rose while 23 fell. A total of 20 stocks had net inflows, with nine exceeding 10 million yuan in net inflow [2] - The top net inflow stock in the steel sector was Hangang Co., with an inflow of 297 million yuan, followed by Shagang Co. and Dazhong Mining with inflows of 49.539 million yuan and 44.108 million yuan respectively [2] - The stocks with the largest net outflows included Baogang Co. (-2.413 billion yuan), Hualing Steel (-123.842 million yuan), and Nanjing Steel (-38.269 million yuan) [2] Individual Stock Performance - The top performers in the steel sector included Hangang Co. (5.77% increase), Shagang Co. (2.49% increase), and Dazhong Mining (2.31% increase) [3] - Conversely, Baogang Co. had the largest decline at -7.36%, followed by Shougang Co. at -2.56% [3]

Group 1 - The stock price of Hangzhou Iron and Steel Co., Ltd. increased by 9.59% on August 26, reaching 11.2 yuan per share, with a trading volume of 2.528 billion yuan and a turnover rate of 7.14%, resulting in a total market capitalization of 37.825 billion yuan [1] - Hangzhou Iron and Steel Co., Ltd. is located in Hangzhou, Zhejiang Province, and primarily engages in the production and sales of steel and its rolled products, as well as steel trading, recycling resources, and IDC digital economy sectors [1] - The company aims to promote the synergistic development of steel manufacturing and the digital economy through low-cost and efficient operational strategies [1] Group 2 - As of March 31, the number of shareholders of Hangzhou Iron and Steel Co., Ltd. was 248,000, with an average of 13,600 circulating shares per shareholder [2] - For the period from January to March 2025, the company reported an operating revenue of 14.437 billion yuan, a year-on-year decrease of 10.01%, and a net profit attributable to shareholders of -34.9958 million yuan, a year-on-year decrease of 202.49% [2]

Core Viewpoint - The event highlighted the release of the piano piece "Song of Hanggang," performed by Lang Lang, which pays tribute to the spirit of the steel industry and the cultural heritage of the Grand Canal in Hangzhou [1] Group 1: Event Overview - The "Song of Hanggang" piano piece was officially released during a music concert held on August 25 at the Hanggang Park [1] - The composition is a reinterpretation of the original vocal work, blending industrial rhythms with the fluidity of canal culture [1] Group 2: Artistic Significance - Lang Lang expressed that performing "Song of Hanggang" at Hanggang Park was particularly meaningful, aiming to convey the soul of Hanggang through music [1] - The piano piece begins with a steady and powerful rhythm, reminiscent of the historical significance of Hanggang [1] Group 3: Cultural Insights - Lang Lang praised Hangzhou for its natural beauty and cultural richness, noting that it inspires creativity and is a preferred destination for many international visitors [1] - He emphasized the importance of preserving the scenic beauty of the area, which serves as a source of inspiration for artists [1]

Core Viewpoint - The state-owned cloud concept stocks experienced a strong performance on August 26, with several stocks reaching significant gains during the early trading session [1]. Group 1: Stock Performance - Qiming Information (002232) reached a limit up with a price of 21.35, reflecting a 9.99% increase [2]. - Changshan Beiming (000158) rose by 8.40%, reaching a price of 28.26 [2]. - Tefa Information (000070) increased by 6.47%, with a current price of 11.19 [2]. - Data Port (603881) saw a 4.49% rise, reaching a price of 32.60 [2]. - Inspur Information (000977) experienced a 2.98% increase, with a price of 71.21 [2].

Financial Performance - Hangzhou Iron & Steel Co., Ltd. reported a net profit decline of 213.44% year-on-year, with a net profit of -114 million yuan for the first half of 2025 [1] - Total operating revenue for the company was 29.676 billion yuan, down 11.54% compared to the previous year [1] - The gross profit margin increased by 37.5% to 1.37%, while the net profit margin decreased by 252.54% to -0.39% [1] Quarterly Analysis - In Q2 2025, the company recorded an operating revenue of 15.239 billion yuan, a decrease of 12.93% year-on-year [1] - The net profit for Q2 2025 was -79.2135 million yuan, reflecting a year-on-year decline of 12.23% [1] Financial Ratios and Metrics - The total of selling, administrative, and financial expenses reached 213 million yuan, accounting for 0.72% of revenue, which is an increase of 199.96% year-on-year [1] - Earnings per share (EPS) dropped to -0.03 yuan, a decrease of 200% compared to the previous year [1] - The company's cash flow from operating activities showed a significant improvement, with a year-on-year increase of 82.24% [4] Changes in Financial Items - Accounts receivable financing increased by 321.59% due to an increase in bank acceptance bills received by a subsidiary [3] - The company experienced a 74.99% increase in financial expenses, attributed to a decline in income from funds held [4] - Deferred income tax liabilities decreased by 91.12% due to the redemption of financial products [3] Investment and Market Position - The company has shown a weak historical performance with a median Return on Invested Capital (ROIC) of 3.62% over the past decade [5] - The largest fund holding shares in Hangzhou Iron & Steel is the Guotai Zhongzheng Steel ETF, which has a scale of 1.159 billion yuan and has seen a 46.95% increase over the past year [7]

Core Insights - Company reported a total operating revenue of 29.676 billion, a decrease of 3.870 billion compared to the same period last year, representing a year-on-year decline of 11.54% [1] - The net profit attributable to shareholders was -0.114 billion, a decrease of 77.7715 million compared to the same period last year [1] Financial Performance - Operating cash flow showed a net outflow of -0.299 billion, an increase of 1.386 billion compared to the same period last year [1] - The latest debt-to-asset ratio stands at 39.67%, an increase of 1.25 percentage points from the previous quarter and an increase of 2.60 percentage points from the same period last year [3] - The latest gross profit margin is 1.37%, a decrease of 0.25 percentage points from the previous quarter, but an increase of 0.37 percentage points from the same period last year [3] - Return on equity (ROE) is -0.59%, a decrease of 0.41 percentage points from the same period last year [3] - The diluted earnings per share is -0.03, a decrease of 0.02 from the same period last year [3] Efficiency Metrics - Total asset turnover ratio is 0.91 times, a decrease of 0.15 times compared to the same period last year, representing a year-on-year decline of 14.35% [3] - Inventory turnover ratio is 5.34 times, a decrease of 0.66 times compared to the same period last year, representing a year-on-year decline of 11.04% [3] Shareholder Information - The number of shareholders is 229,800, with the top ten shareholders holding 2.218 billion shares, accounting for 65.67% of the total share capital [3]