证券代码：600187 证券简称：国中水务 编号：临 2025-026 黑龙江国中水务股份有限公司 本公司董事会及全体董事保证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个别及连带责任。 重要内容提示: ? 本期业绩预告的具体适用情形：净利润为负值。 ? 黑龙江国中水务股份有限公司（以下简称"公司"）预计 2025 年半年度实现归属于上市公 司股东的净利润为人民币-1900 万元至-1600 万元，与上年同期相比，将出现亏损。归属于 上市公司股东的扣除非经常性损益后的净利润为人民币-1350 万元至-1100 万元。 万元至-1100 万元。 （三）本次业绩预告未经审计。 二、 上年同期经营业绩和财务状况 （一）利润总额：567.79 万元。2024 年半年度归属于上市公司股东的净利润：518.00 万元。归属 于上市公司股东的扣除非经常性损益的净利润：1,084.55 万元。 （二）每股收益：0.0032 元。 三、 本期业绩预亏的主要原因 一、 本期业绩预告情况 （一）业绩预告期间 （二）业绩预告情况 公司预计 2025 年半年度实现归属于母公司所有者的净利 ...

证券代码：600187 证券简称：国中水务 编号：临 2025-025 本公司董事会及全体董事保证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个别及连带责任。 黑龙江国中水务股份有限公司（以下简称"公司"或"国中水务"）于近日收到上海证券交易所下发 的《关于黑龙江国中水务股份有限公司 2024 年年度报告的信息披露监管工作函》（上证公函〔2025〕 0795 号，以下简称"《监管工作函》"）。截至目前，公司已对问题相关事项完成了核实、确认工作。现对 《监 管工作函》回复如下： 一、关于投资北京汇源。 报告期公司对诸暨市文盛汇自有资金投资有限公司（以下简称文盛汇）确认投资收益 0.72 亿元，占 归 黑龙江国中水务股份有限公司 关于上海证券交易所 2024 年年度报告 的信息披露监管工作函的回复公告 母净利润比例为 165.29%，直接影响本期公司合并财务报表的盈亏性质。公告显示，文盛汇对北京汇 源食 品饮料有限公司（以下简称北京汇源）尚有部分出资款未到位，目前出资已逾期。请公司：（1）说明 对文 盛汇确认投资收益的计算过程及依据，并结合北京汇源及文盛汇的公司章程 ...

报告期公司对诸暨市文盛汇自有资金投资有限公司（以下简称文盛汇）确认投资收益 0.72 亿元，占归 母净利润比例为 165.29%，直接影响本期公司合并财务报表的盈亏性质。公告显示，文盛汇对北京汇源食 品饮料有限公司（以下简称北京汇源）尚有部分出资款未到位，目前出资已逾期。请公司：（1）说明对文 盛汇确认投资收益的计算过程及依据，并结合北京汇源及文盛汇的公司章程，说明未实缴出资是否实际有 损上市公司享有的股东权利，确认相关投资收益时是否予以考虑；（2）说明对文盛汇的长期股权投资采用 权益法核算确认的投资收益全部列入经常性损益的依据是否充分，相关会计处理是否符合《企业会计准则》 的有关规定；（3）结合近两年北京汇源业绩变化趋势情况，评估长期股权投资是否存在减值风险。请年审 会计师发表意见。 黑龙江国中水务股份有限公司 关于上海证券交易所 2024 年年度报告 的信息披露监管工作函的回复公告 公司回复： 本公司董事会及全体董事保证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个别及连带责任。 黑龙江国中水务股份有限公司（以下简称"公司"或"国中水务"）于近日收到上海证券 ...

[Current Period Performance Forecast](index=1&type=section&id=%E4%B8%80%E3%80%81%E6%9C%AC%E6%9C%9F%E4%B8%9A%E7%BB%A9%E9%A2%84%E5%91%8A%E6%83%85%E5%86%B5) The company anticipates a net loss for the first half of 2025, with net profit attributable to parent company shareholders projected between -19 million and -16 million RMB 2025 Semi-Annual Performance Forecast | Indicator | Estimated Amount (Million RMB) | | :--- | :--- | | Net Profit Attributable to Parent Company Shareholders | -19 to -16 | | Net Profit Attributable to Parent Company Shareholders (Excluding Non-Recurring Items) | -13.5 to -11 | - The financial period covered by this performance forecast is from January 1, 2025, to June 30, 2025[4](index=4&type=chunk) - The data in this performance forecast has not been audited by a certified public accountant[6](index=6&type=chunk) [Prior Period Operating Performance](index=1&type=section&id=%E4%BA%8C%E3%80%81%E4%B8%8A%E5%B9%B4%E5%90%8C%E6%9C%9F%E7%BB%8F%E8%90%A5%E4%B8%9A%E7%BB%A9%E5%92%8C%E8%B4%A2%E5%8A%A1%E7%8A%B6%E5%86%B5) In contrast to the 2025 forecast, the company achieved profitability in the prior year's corresponding period, with net profit attributable to shareholders at **5.18 million RMB** 2024 Semi-Annual Performance (Prior Period) | Indicator | Amount (Million RMB) | | :--- | :--- | | Total Profit | 5.68 | | Net Profit Attributable to Listed Company Shareholders | 5.18 | | Net Profit Attributable to Listed Company Shareholders (Excluding Non-Recurring Items) | 10.85 | | Earnings Per Share (RMB) | 0.0032 | [Primary Reasons for Current Period Forecasted Loss](index=1&type=section&id=%E4%B8%89%E3%80%81%E6%9C%AC%E6%9C%9F%E4%B8%9A%E7%BB%A9%E9%A2%84%E4%BA%8F%E7%9A%84%E4%B8%BB%E8%A6%81%E5%8E%9F%E5%9B%A0) The shift from profit to loss is primarily due to a significant decrease in investment income and a one-time employee resettlement compensation expense - Investment income impact: Investment income from Zhuji Wenshenghui Self-Owned Capital Investment Co., Ltd. recognized during the reporting period was **22.07 million RMB**, a decrease of **17.17 million RMB** compared to the prior year[9](index=9&type=chunk)[10](index=10&type=chunk) - One-time expense: Employee resettlement compensation expenses of **4.37 million RMB** were incurred by Guozhong (Qinhuangdao) Wastewater Treatment Co., Ltd. during the reporting period[11](index=11&type=chunk) [Risk Warning and Other Notes](index=2&type=section&id=%E5%9B%9B%E3%80%81%E9%A3%8E%E9%99%A9%E6%8F%90%E7%A4%BA) This preliminary, unaudited performance forecast is subject to uncertainty, with final financial data to be based on the company's officially disclosed 2025 semi-annual report - This performance forecast represents the company's financial department's preliminary calculations and has not been audited by a certified public accountant[12](index=12&type=chunk) - The company states there are no significant uncertainties that could affect the accuracy of this performance forecast[13](index=13&type=chunk) - The final accurate financial data will be based on the company's officially disclosed '2025 Semi-Annual Report'[14](index=14&type=chunk)

Investment Rating - The report maintains an "Accumulate" rating for the environmental protection industry [1]. Core Views - The report emphasizes the improvement in cash flow and dividend potential due to reduced capital expenditures in the waste management sector, alongside enhanced return on equity (ROE) through quality improvements in heating and IDC collaborations [1][11][15]. Summary by Sections Industry Trends - The environmental protection sector is experiencing a significant shift with a 9% increase in the sector's performance compared to the Shanghai and Shenzhen 300 indices [3]. - The report highlights a 73% increase in sales of new energy sanitation vehicles, with a penetration rate rising to 14.95% [25]. Key Recommendations - The report recommends several companies for investment, including Huaneng Environment, Green Power, and Yongxing Co., among others, due to their strong dividend potential and operational efficiency [5][11]. - It suggests focusing on companies like Yuehai Investment and Xingrong Environment for their robust cash flow and high dividend yields [17]. Policy Tracking - The Ministry of Ecology and Environment has issued a notice to enhance the quality of law enforcement, which is expected to improve operational efficiency and compliance in the industry [9][10]. - The report notes that the government is concentrating on environmental governance funding for 2025, which may positively impact the sector [7]. Financial Performance - The waste management sector is projected to see a significant increase in free cash flow, with dividends expected to rise as capital expenditures decrease [11][12]. - Specific companies are highlighted for their dividend growth, such as Junxin Co. with a 37% increase in cash dividends and Green Power with a 100% increase [12][13]. Market Dynamics - The report discusses the trend of garbage incineration and IDC collaborations as a new growth avenue, emphasizing the advantages of clean and efficient energy generation [14]. - The water utility sector is also highlighted for its stable growth and high dividends, with ongoing water price reforms expected to enhance profitability [15][17]. Sector Performance - The environmental protection and public utilities index rose by 2.69% during the week of July 7-11, 2025, outperforming the broader market indices [45].

Core Viewpoint - The inclusion of Guozhong Water (600187.SH) in the Shanghai-Hong Kong Stock Connect marks a significant milestone, enhancing its capital market recognition and international influence, thereby injecting new momentum into its diversified business development and transformation efforts [1][2]. Group 1: International Market Expansion - The entry into the Shanghai-Hong Kong Stock Connect provides Guozhong Water with a vital international showcase, allowing for better capital flow and market structure optimization [2]. - This inclusion is expected to significantly enhance Guozhong Water's visibility and brand image in the international capital market, facilitating international collaboration in technology introduction, project cooperation, and overseas market expansion [2][3]. - The company aims to leverage international financing channels and perspectives to improve its technological research and development, attract high-end talent, and pursue quality project mergers and acquisitions [2][5]. Group 2: Corporate Governance and Operational Efficiency - Being part of the Stock Connect will subject Guozhong Water to scrutiny from a broader range of market participants, including international investors, which will drive improvements in corporate governance and information disclosure [3]. - The company is committed to enhancing operational standardization and internationalization, thereby increasing its overall competitiveness and risk resilience [3]. Group 3: Strategic Growth and Innovation - Guozhong Water is focusing on green growth and strategic upgrades, responding to national dual carbon goals through technological innovation and enhancing competitiveness in the environmental protection industry [4]. - The company is actively adjusting its business structure to explore new fields such as renewable energy, green health food, new environmental materials, energy-saving technologies, and smart industries, creating a new model for cross-industry integration [4][5]. - Continuous deepening of green transformation and optimization of business segments are key strategies for Guozhong Water to enhance its core competitiveness and profitability [5].

Core Viewpoint - The article highlights the rampant insider trading in the A-share market, indicating that the frequency and audacity of such activities have reached unprecedented levels, overshadowing previous regulatory efforts [3][22]. Group 1: Instances of Pre-announcement Price Surge - Guokewi announced on June 6 its intention to acquire 94.366% of Zhongxin Ningbo's equity, leading to a 20% price surge on May 20, just before the announcement [5]. - Shangluo Electronics saw a 22.82% increase over four trading days prior to its announcement on June 4 regarding the acquisition of Guangzhou Ligong Technology [6]. - Bangji Technology's stock price surged on June 4 before announcing its acquisition plans [7]. - ST Jinbi experienced a 7.13% increase in the two trading days leading up to its announcement on June 4 regarding a share transfer [8]. - Huamao Technology's stock rose by 11.16% in the three trading days before its June 4 announcement of acquiring Shenzhen Fuchuang Youyue Technology [9]. Group 2: Long-term Price Increases Before Major Announcements - Honghui Fruits and Vegetables saw a 38.14% increase from April 1 to June 6, despite only a 2.97% rise on the announcement day [23]. - Maipu Medical's stock surged over 69.61% from April 7 to May 21, with significant increases noted before its announcement [23]. - Haitai Development's stock rose by 73.84% from April 7 to June 5, despite only a 1.73% increase on the announcement day [23]. - Feiyada's stock increased by 50.76% in May, with multiple days of over 9% gains leading up to its announcement on June 4 [23]. Group 3: Techniques of Insider Trading - The article discusses the strategy of creating false market signals to mislead investors, as seen in the case of Qunxing Toys, which experienced a sudden surge in trading volume before announcing a major asset restructuring [29]. - The practice of buying shares before creating favorable news is highlighted, with examples such as Diou Home, where the actual controller's shareholding was transferred to a related party [31]. - The article notes that insider trading is often concealed effectively, making it difficult for regulatory bodies to detect [34]. Group 4: Regulatory Challenges - The article emphasizes that even significant price increases do not necessarily trigger regulatory scrutiny, as companies can claim no insider information was leaked [36][38]. - Instances of companies reporting substantial price increases before announcements without facing consequences illustrate the challenges in enforcing regulations [40][41].

Group 1 - The core issue leading to the termination of major asset restructurings among listed companies is the inability to reach an agreement on key terms, particularly the transaction price [5][6][7] - Since 2025, over 20 listed companies have announced the failure of significant asset restructurings, including well-known firms such as Guozhong Water, China Merchants Energy, and Haier Biomedical [1][5] - Companies like Yuehongyuan A and *ST Shuangcheng have also faced similar issues, primarily due to disagreements on pricing [7][11] Group 2 - Market environment changes and prolonged negotiation periods have contributed to the abandonment of restructuring plans, as seen in cases like Xinno and Antong Holdings [9][10] - The complexity of transaction structures and the presence of asset ownership issues have also been significant factors in the failure of mergers and acquisitions [11][12] - The need for effective communication and coordination among parties involved in the transaction is crucial to avoid misunderstandings and ensure successful negotiations [17][19] Group 3 - Recent policy initiatives, such as the revised "Major Asset Restructuring Management Measures," aim to enhance the merger and acquisition market's activity and success rates [14][15] - Companies are encouraged to conduct thorough due diligence and risk assessments as foundational steps in the merger process [16] - Establishing a joint working group and regular communication mechanisms can help address disputes and facilitate smoother negotiations [18][19]

Meeting Details - The shareholders' meeting was held on June 6, 2025, at Shanghai Zhujiajiao Royal Camellia Garden Hotel [1] - The meeting was attended by shareholders representing 24.6082% of the total shares [1] - The voting method combined on-site and online voting, complying with relevant laws and regulations [1] Voting Results - All proposed resolutions were approved with significant majority votes: - First resolution: 98.3667% in favor, 1.3831% against, and 0.2502% abstained [1] - Second resolution: 98.3202% in favor, 1.4365% against, and 0.2433% abstained [1] - Third resolution: 98.3418% in favor, 1.4195% against, and 0.2387% abstained [1] - Fourth resolution: 97.8917% in favor, 1.8638% against, and 0.2445% abstained [1] Legal Compliance - The meeting was witnessed by lawyers from Beijing Guofeng Law Firm, confirming that the meeting's procedures and voting results were legally valid [3] - The legal opinion was signed and stamped by the law firm's director [3]

Core Viewpoint - The legal opinion letter confirms the legality of the convening, holding procedures, qualifications of the convenor and attendees, voting procedures, and results of the annual general meeting of Heilongjiang Guozhong Water Co., Ltd. for the year 2024 [1][6]. Group 1: Meeting Procedures - The meeting was convened by the company's ninth board of directors and publicly announced on May 17, 2025, detailing the time, location, and agenda [2][3]. - The meeting was held on June 6, 2025, combining on-site and online voting methods, with specific time slots for each voting method [3][4]. Group 2: Attendee Qualifications - A total of 944 participants attended the meeting, representing 397,123,610 shares, which is 24.6082% of the total voting shares [4][5]. - The qualifications of the attendees were verified against legal requirements and were deemed valid [4][6]. Group 3: Voting Procedures and Results - All proposed resolutions were reviewed and voted on, with the results indicating a high level of approval for each item [5][6]. - For instance, the 2024 annual report was approved with 390,637,741 votes in favor, representing 98.3667% of the valid votes [5]. - The proposal for the 2024 profit distribution plan received 388,751,241 votes in favor, accounting for 97.8917% of the valid votes [5].