永泰能源集团股份有限公司章程 二 ○ 二 五 年 七 月 永泰 能 源 集 团股 份 有限 公司 章 程 （本章程根据中国证券监督管理委员会《关于发布〈上市公司章程指引〉的通 知》 （证监199716 号）要求制订；根据中国证券监督管理委员会公告20222 号《上 市公司章程指引（2022 年修订）》进行修订；经 1998 年 6 月 26 日召开的公司 1997 年度股东大会审议制订；根据 2025 年 5 月 28 日召开的公司 2024 年年度股东大会 授权，经 2025 年 7 月 14 日召开的公司第十二届董事会第二十一次会议审议进行第 三十九次修订。 ） 目 录 第一章 总 则 第一条 为维护公司、股东和债权人的合法权益，规范公司的组织和行为，根据 《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》） 、《中国共产党章程》和其他有关规定，制定本章程。 第二条 公司系依照《公司法》和其他有关规定成立的股份有限公司（以下简称 "公司"）。 公司经山东省泰安市经济体制改革委员会泰经改发（1988）96 号批准，以募集 方式设立；于 1989 年 4 月 30 ...

永泰能源集团股份有限公司章程 二 ○ 二 五 年 七 月 | | | | 第一章 | 总 | 则 | 1 | | --- | --- | --- | --- | | 第二章 | | 经营宗旨和范围 | 2 | | 第三章 | 股 | 份 | 2 | | 第一节 | | 股份发行 | 2 | | 第二节 | | 股份增减和回购 | 3 | | 第三节 | | 股份转让 4 | | | 第四章 | | 股东和股东大会 4 | | | 第一节 | | 股 东 4 | | | 第二节 | | 股东大会的一般规定 7 | | | 第三节 | | 股东大会的召集 9 | | | 第四节 | | 股东大会的提案与通知 10 | | | 第五节 | | 股东大会的召开 11 | | | 第六节 | | 股东大会的表决和决议 13 | | | 第五章 | 党 | 委 16 | | | 第一节 | | 党委和纪委 16 | | | 第二节 | | 党委职权 16 | | | 第三节 | | 纪委职权 17 | | --- | --- | --- | | 第六章 | | 董事会 17 | | 第一节 | | 董 事 17 | | ...

[Key Highlights](index=1&type=section&id=Key%20Highlights) Yongtai Energy Group anticipates a substantial decline in H1 2025 net profit, both attributable and non-recurring, despite stable core operations and strong operating cash flow - In the first half of 2025, the company's core power and coal businesses operated normally, with an expected operating net cash flow exceeding **CNY 2.7 billion**[2](index=2&type=chunk) Key Financial Performance Indicators for H1 2025 (vs. Prior Year) | Indicator | H1 2025 (Forecast, million CNY) | H1 2024 (Statutory Disclosure, million CNY) | Year-on-Year Change (Amount, million CNY) | Year-on-Year Change (%) | | :------------------------------------------------- | :------------------------------ | :------------------------------------------ | :---------------------------------------- | :---------------------- | | Net Profit Attributable to Shareholders of the Listed Company | 120 ~ 150 | 1,189.49 | -1,069.49 ~ -1,039.49 | -89.91% ~ -87.39% | | Net Profit Attributable to Shareholders of the Listed Company, Excluding Non-Recurring Gains and Losses | 90 ~ 120 | 1,111.97 | -1,021.97 ~ -991.97 | -91.91% ~ -89.21% | [I. Current Period Performance Forecast](index=1&type=section&id=I.%20Current%20Period%20Performance%20Forecast) This chapter outlines the H1 2025 performance forecast period, detailing expected net profit ranges and year-on-year changes, noting the unaudited nature of the forecast [1. Performance Forecast Period](index=1&type=section&id=1.%20Performance%20Forecast%20Period) - The performance forecast period is from January 1, 2025, to June 30, 2025[3](index=3&type=chunk) [2. Performance Forecast Details](index=1&type=section&id=2.%20Performance%20Forecast%20Details) H1 2025 Performance Forecast Details | Indicator | Estimated Amount (million CNY) | Year-on-Year Decrease (million CNY) | Year-on-Year Decrease (%) | | :------------------------------------------------- | :----------------------------- | :---------------------------------- | :------------------------ | | Net Profit Attributable to Shareholders of the Listed Company | 120 ~ 150 | 1,069.49 ~ 1,039.49 | 89.91% ~ 87.39% | | Net Profit Attributable to Shareholders of the Listed Company, Excluding Non-Recurring Gains and Losses | 90 ~ 120 | 1,021.97 ~ 991.97 | 91.91% ~ 89.21% | [3. Unaudited Nature of Forecast](index=1&type=section&id=3.%20Unaudited%20Nature%20of%20Forecast) - This performance forecast has not been audited by a certified public accountant[3](index=3&type=chunk) [II. Prior Period Operating Performance and Financials](index=1&type=section&id=II.%20Prior%20Period%20Operating%20Performance%20and%20Financials) This chapter presents the actual operating performance and financial data for H1 2024, serving as the comparative baseline for the H1 2025 forecast [1. H1 2024 Total Profit](index=1&type=section&id=1.%20H1%202024%20Total%20Profit) H1 2024 Key Profit Indicators | Indicator | Amount (million CNY) | | :------------------------------------------------- | :------------------- | | Total Profit | 2,014.17 | | Net Profit Attributable to Shareholders of the Listed Company | 1,189.49 | | Net Profit Attributable to Shareholders of the Listed Company, Excluding Non-Recurring Gains and Losses | 1,111.97 | [2. H1 2024 Earnings Per Share](index=2&type=section&id=2.%20H1%202024%20Earnings%20Per%20Share) - Earnings Per Share for the first half of 2024 was **CNY 0.0535**[6](index=6&type=chunk) [III. Main Reasons for Current Period Performance Change](index=2&type=section&id=III.%20Main%20Reasons%20for%20Current%20Period%20Performance%20Change) This chapter explains the primary drivers behind the significant H1 2025 performance decline, including market price drops and temporary operational disruptions, alongside the company's mitigation strategies - Primary reasons for the performance decline include: - **Coal Business**: A sustained downward trend in the overall market price of coking coal products - **Power Business**: A temporary decrease in power generation due to the company's main power plant in Jiangsu undergoing a cumulative approximately **52-day shutdown** for line construction in preparation for the commissioning of Guoxin Shazhou Phase III[7](index=7&type=chunk) - Company's countermeasures include: - **Overall Strategy**: Closely monitoring market changes, ensuring stable production and operations through refined management and standardized operations, and implementing measures for cost reduction, efficiency improvement, and quality enhancement - **Power Segment**: Sustaining improving operational status and steadily increasing profitability through intelligent and flexible upgrades, maximizing power generation, increasing heat supply, and participating in peak-shaving ancillary services - **Coal Segment**: Strengthening safety production management, vigorously promoting intensive and intelligent production, improving single-unit output and efficiency levels, and prioritizing the extraction of high-quality and profitable coal while maintaining stable output[7](index=7&type=chunk) [IV. Risk Warning](index=2&type=section&id=IV.%20Risk%20Warning) This chapter states that there are no significant uncertainties affecting the accuracy of the current performance forecast - The company has no significant uncertainties that would affect the accuracy of this performance forecast[8](index=8&type=chunk) [V. Other Explanatory Matters](index=2&type=section&id=V.%20Other%20Explanatory%20Matters) This chapter advises investors that the forecast data is preliminary, with final financial figures subject to the official H1 2025 report, and includes an investment risk alert - The data in this forecast is preliminary; the specific and accurate financial data will be subject to the company's officially disclosed H1 2025 report[9](index=9&type=chunk) - Investors are kindly advised to be aware of investment risks[9](index=9&type=chunk)

Group 1 - The company Yongtai Energy (600157) expects to achieve a net profit attributable to shareholders of 120 million to 150 million yuan for the first half of 2025, representing a decline of 89.91% to 87.39% compared to the same period last year [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses is expected to be 90 million to 120 million yuan, reflecting a decrease of 91.91% to 89.21% year-on-year [1] - The company anticipates operating net cash flow to exceed 2.7 billion yuan for the first half of 2025 [1]

Group 1 - The power sector is experiencing a rebound, with companies such as Yunnan Energy Holding (豫能控股, 001896) hitting the daily limit up, and Huaneng Power (华银电力, 600744) approaching the limit up [1] - Other companies in the sector, including Yongtai Energy (永泰能源, 600157), Changjiang Electric Power (长江电力, 600900), and Hunan Development (湖南发展, 000722), are also seeing upward movement in their stock prices [1] - There is a notable trend in dark pool capital flows, indicating early signals of stock accumulation by major investors [1]

Group 1 - The A-share power sector is experiencing a rebound, with notable stocks such as Yunnan Energy Holding Co. hitting the daily limit up, and Huayin Electric Power approaching the limit up [1] - Other companies in the sector, including Yongtai Energy, Changjiang Electric Power, and Hunan Development, are also seeing increases in their stock prices [1]

Summary of Key Points Core Viewpoint - The average stock price in the A-share market is 11.97 yuan, with 43 stocks priced below 2 yuan, the lowest being Hengli Tui at 0.15 yuan [1] Group 1: Market Overview - As of July 8, the Shanghai Composite Index closed at 3497.48 points, with a notable presence of low-priced stocks [1] - Among the low-priced stocks, 30 out of 43 showed an increase in price, with *ST Huifeng, Yabo Co., and Meibang Fashion leading the gains at 4.65%, 4.35%, and 3.83% respectively [1] Group 2: Low-Priced Stocks Details - The list of stocks priced below 2 yuan includes: - Hengli Tui (0.15 yuan), with a market-to-book ratio of 0.38 [1] - Tui Shi Jiu You (0.17 yuan), with a market-to-book ratio of 2.82 [1] - Zhong Cheng Tui (0.25 yuan), with a market-to-book ratio of 2.17 [1] - The low-priced stocks include 10 ST stocks, accounting for 23.26% of the total [1] Group 3: Performance of Specific Stocks - The top gainers among low-priced stocks include: - *ST Huifeng (1.80 yuan) with a daily increase of 4.65% [2] - Yabo Co. (1.68 yuan) with a daily increase of 4.35% [2] - Meibang Fashion (1.90 yuan) with a daily increase of 3.83% [2] - The top losers include: - Tui Shi Jin Gang (0.53 yuan) with a decrease of 7.02% [1] - Tui Shi Jiu You (0.17 yuan) with a decrease of 5.56% [1] - *ST Baoying (1.98 yuan) with a decrease of 1.00% [2]

Core Insights - Yongtai Energy's subsidiary, Yuzhong Power Plant, achieved a record daily electricity generation of 55.9184 million kWh on July 7, 2025, surpassing the previous record of 52.7878 million kWh set on June 14, 2024 [1] - Yuzhong Power Plant is a leading cogeneration enterprise in Henan Province, responsible for ensuring the stability of the Henan and Central China power grids while providing heating and industrial steam to Zhengzhou and Xinmi [1][3] - Yongtai Energy's total installed capacity is 9.18 million kW, with over 80% of its coal-fired units being large-scale units of 600,000 kW or above, including four ultra-supercritical units of 1 million kW [3] Company Performance - In 2024, Yuzhong Power Plant generated a total of 11.713 billion kWh, with an annual utilization hour of 4,338 hours, ranking second among large units in Henan Province, exceeding the provincial average by 644 hours [1] - The company has implemented comprehensive maintenance and emergency plans across its power plants to prepare for the summer peak electricity demand [3] - Yongtai Energy's subsidiary, Jiangsu Guoxin, successfully completed a 168-hour full-load trial run of its 2×1 million kW clean coal power generation unit, which is expected to generate over 11 billion kWh annually [4] Strategic Initiatives - Yongtai Energy is focusing on collaborative development with partners, leveraging shared resources and signing long-term cooperation agreements in energy supply, technology research, and operational maintenance [4] - The company aims to enhance its participation in the core electricity market of the Yangtze River Delta and strengthen its supply guarantee capabilities [4] - Yongtai Energy is committed to ensuring stable electricity supply during peak summer periods, aligning with national energy security strategies [4]

Core Viewpoint - The A-share market shows a slight decline with the Shanghai Composite Index at 3468.65 points, down by 0.11%, while the total trading volume reached 584.993 billion yuan, indicating a mixed performance in the market [1]. Group 1: Market Performance - As of 10:29 AM, the Shanghai Composite Index is at 3468.65 points, with a decrease of 0.11% [1]. - The total trading volume in the A-share market is 584.993 billion yuan [1]. Group 2: Stocks Breaking the Annual Line - A total of 46 A-shares have surpassed the annual line today, with notable stocks including Guotou Zhonglu, Jigaofazhan, and Huate Gas, showing significant deviation rates of 8.45%, 6.51%, and 4.34% respectively [1]. - Stocks with smaller deviation rates that have just crossed the annual line include Pudong Jinqiao, Hengli Petrochemical, and Zhenyou Technology [1]. Group 3: Top Stocks by Deviation Rate - The top three stocks with the highest deviation rates are: - Guotou Zhonglu (Code: 600962) with a price increase of 9.98% and a deviation rate of 8.45% [1]. - Jigaofazhan (Code: 600807) with a price increase of 10.16% and a deviation rate of 6.51% [1]. - Huate Gas (Code: 688268) with a price increase of 4.36% and a deviation rate of 4.34% [1]. Group 4: Additional Stocks with Positive Performance - Other notable stocks with positive performance include: - Jingtou Fazhan (Code: 600683) with a price increase of 4.39% and a deviation rate of 2.45% [1]. - Huaihe Energy (Code: 600575) with a price increase of 2.23% and a deviation rate of 1.96% [1]. - ST Gaosi (Code: 002848) with a price increase of 2.88% and a deviation rate of 1.65% [1]. Group 5: Stocks with Lower Deviation Rates - Stocks with lower deviation rates that have recently crossed the annual line include: - Qianyuan Qian (Code: 600189) with a price increase of 1.80% and a deviation rate of 0.82% [2]. - Sifang Stock (Code: 601126) with a price increase of 0.79% and a deviation rate of 0.72% [2]. - Wentai Technology (Code: 600745) with a price increase of 0.94% and a deviation rate of 0.66% [2].

Core Viewpoint - Yongtai Energy has completed the cancellation of 400 million repurchased shares, reflecting the company's confidence in future development [2][3] Group 1: Share Repurchase and Financial Performance - The repurchased shares account for 1.8% of the company's total share capital before cancellation, with a total expenditure of approximately 500 million yuan [3] - Yongtai Energy's main business includes power and coal, with a total installed capacity of 9.18 million kilowatts and coal resources amounting to 3.821 billion tons [3] - The company achieved record-high electricity generation of 41.26 billion kWh and raw coal production of 13.68 million tons in 2024, with a year-on-year increase of 21.54% in raw coal production in Q1 [4] Group 2: Debt and Credit Rating - Since the company's debt restructuring, the asset-liability ratio has significantly decreased, reducing financial risks and improving credit ratings [4] - Over the past three years, more than 20 financial institutions have upgraded the company's classification ratings, indicating increased credit support [4] Group 3: Coal Mine Development - The Haizetang coal mine has a resource reserve of 1.145 billion tons and is characterized by low mining costs of 192 yuan per ton, which is below the industry average [5] - The coal mine is strategically located near the Haoji Railway and the Shaanxi energy and chemical industry cluster, facilitating low-cost transportation [6] - The first phase of the coal mine is expected to be completed by June 2024, with the second phase currently underway and the third phase set to begin in July 2024, aiming for full production capacity of 10 million tons by 2027 [6][7] Group 4: Strategic Advantages - The coal-electricity integration strategy will enhance Yongtai Energy's operational stability and risk resilience amid fluctuating energy demand and prices [7]