中农发种业集团股份有限公司 向特定对象发行 A 股 股票后实收股本的验资报告 大地泰华会验字[2026]001-3 号 录 目 | 一 验答报生 … ········································ 1-2 | | --- | | 二、附件 | | 1. 新增注册资本实收情况明细表……………………………………………………………………………………………………………… 3 | | 2. 注册资本变更前后对照表 … … 4 | | 3. 验资事项说明 ················· 5-7 | Dadi 北京大地泰华会计师事务所（特殊普通合伙） 验资报告 大地泰华会验字[2026]001-3 号 中农发种业集团股份有限公司全体股东： 我们接受委托，审验了中农发种业集团股份有限公司（以下简称"农发种业"） 截至 2026 年 1 月 22 日止的新增注册资本实收情况。按照法律法规以及协议、章 程的要求出资，提供真实、合法、完整的验资资料，保护资产的安全、完整是全 体股东及农发种业的责任。我们的责任是对农发种业新增注册资本及股本的情况 发表审验意见。我们的审验是依据《中国注册会计师审 ...

华泰联合证券有限责任公司关于中农发种业集团股份有限公司 2025 年度向特定对象发行 A 股股票并在主板上市 发行过程和认购对象合规性的报告 上海证券交易所： 中农发种业集团股份有限公司（以下简称"农发种业""公司"或"发行人"） 2025 年度向特定对象发行 A 股股票并在主板上市（以下简称"本次发行"）已 获得中国证券监督管理委员会（以下简称"中国证监会"）证监许可〔2025〕2966 号文同意注册批复。 华泰联合证券有限责任公司（以下简称"华泰联合证券""主承销商"或"保 荐人（主承销商）"）为农发种业本次发行的保荐人（主承销商），对发行人本 次发行过程及认购对象的合规性进行了核查，认为农发种业本次发行过程及认购 对象符合《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》）、《证券发行与承销管理办法》（以下简称 《承销管理办法》）、《上市公司证券发行注册管理办法》（以下简称《注册管 理办法》）、《上海证券交易所上市公司证券发行与承销业务实施细则（2025 年 修订）》（以下简称《实施细则》）等有关法规和规范性文件的规定，符合农发 种业有关本次发行的股东大会、董 ...

农发种业公告称，截至2026年1月22日，公司已向特定对象发行7917.53万股A股。公司原注册资本10.82 亿元，此次申请增加注册资本7917.53万元，变更后为11.61亿元。募集资金总额4.07亿元，扣除不含税 发行费用448.78万元，实际募资净额4.02亿元，其中计入股本7917.53万元，计入资本公积3.23亿元，各 投资者均以货币出资。 ...

Group 1 - The planting industry sector increased by 1.23% on January 26, with Nongfa Seed Industry leading the gains [1] - The Shanghai Composite Index closed at 4132.61, down 0.09%, while the Shenzhen Component Index closed at 14316.64, down 0.85% [1] - Key stocks in the planting industry and their performance included Nongfa Seed Industry (up 3.98% to 7.05), Yasheng Group (up 3.55% to 3.79), and Honglian Huanxu (up 3.40% to 9.72) [1] Group 2 - The planting industry sector saw a net inflow of 499.19 million yuan from main funds, while retail investors contributed a net inflow of 2272.04 million yuan [2] - Major stocks with significant fund flows included Yasheng Group with a net inflow of 429.85 million yuan from main funds and a net outflow of 106.49 million yuan from speculative funds [3] - North China Agricultural University also experienced a net inflow of 425.21 million yuan from main funds, with a net outflow of 179.78 million yuan from speculative funds [3]

Core Viewpoint - The company, Nongfa Seed Industry (600313), has responded to investor inquiries on its interactive platform, indicating that information regarding the top 10 shareholders will be available in the company's Q3 2025 report [1] Group 1 - The company confirmed the availability of shareholder information in its upcoming report [1]

Group 1 - The company, Nongfa Seed Industry, announced an expected net profit attributable to the parent company of 75 million to 84 million yuan for the fiscal year 2025, representing an increase of 59.96% to 79.15% compared to the same period last year [2]

Group 1 - The company, Nongfa Seed Industry (600313), forecasts a net profit attributable to shareholders of 75 million to 84 million yuan for 2025, representing a year-on-year increase of 59.96% to 79.15% [2] - The company expects a non-recurring net profit of 19.19 million to 28.19 million yuan, recovering from a loss of 27.516 million yuan in the same period last year [2] - As of January 23, the company's price-to-earnings ratio (TTM) is approximately 87.35 to 97.83 times, with a price-to-book ratio (LF) of about 3.72 times and a price-to-sales ratio (TTM) of about 1.18 times [2] Group 2 - The company's main business includes the research, production, and sales of crop seeds, production and sales of pesticide products, fertilizer trading, and specialty grain order business [6] - The increase in performance is attributed to several factors: expansion of sales channels in the seed business, significant growth in revenue and profit in the fertilizer business due to active sourcing of imports, and improved market share in the pesticide business through enhanced production processes and cost reduction measures [6]

Core Viewpoint - Agricultural Development Industry (农发种业) expects a significant increase in net profit for the fiscal year 2025, projecting a profit of between 75 million to 84 million yuan, representing a year-on-year increase of approximately 59.96% to 79.15% [1] Group 1: Financial Performance - The company anticipates a net profit attributable to shareholders of 75 million to 84 million yuan for 2025, an increase of 28.11 million to 37.11 million yuan compared to the previous year [1] - The projected profit growth is primarily driven by improvements in the seed, fertilizer, and pesticide businesses [1] Group 2: Business Segments - In the seed business, the company has expanded sales channels, resulting in increased gross margins for corn and soybean seed sales, while specialized variety orders have continued to grow despite a sluggish market [1] - In the fertilizer business, the company has actively sought to import sources and expand sales, leading to significant year-on-year growth in both revenue and profit [1] - In the pesticide business, the company has enhanced production capacity through process improvements and increased market penetration, resulting in substantial revenue growth and a significant reduction in losses [1]

Core Viewpoint - The company, Nongfa Seed Industry (600313.SH), expects to achieve a net profit attributable to shareholders of the parent company between 75 million and 84 million yuan for the fiscal year 2025, representing a year-on-year increase of 28.11 million to 37.11 million yuan, or a growth of 59.96% to 79.15% compared to the previous year [1] Group 1: Financial Performance - The expected net profit attributable to shareholders for 2025 is projected to be between 75 million and 84 million yuan, an increase of 28.11 million to 37.11 million yuan year-on-year [1] - The expected net profit after deducting non-recurring gains and losses is estimated to be between 19.19 million and 28.19 million yuan, reflecting an increase of 46.71 million to 55.71 million yuan compared to the previous year [1] Group 2: Business Segments - In the seed business, the company has expanded sales channels, resulting in improved gross margins for corn and soybean seed sales, with specialized variety orders maintaining growth despite a sluggish market [1] - In the fertilizer business, the company actively explored import sources and expanded sales, leading to significant year-on-year growth in both revenue and profit [1] - In the pesticide business, the company enhanced production capacity through process improvements and increased market penetration, resulting in substantial revenue growth and a significant reduction in losses [1]

Financial Performance Forecast - The company expects a net profit attributable to shareholders of the parent company for 2025 to be between 75 million and 84 million yuan, representing an increase of 59.96% to 79.15% compared to the previous year[3]. - The estimated net profit after deducting non-recurring gains and losses is projected to be between 19.19 million and 28.19 million yuan, an increase of 46.70 million to 57.70 million yuan year-on-year[5]. - The total profit for the previous year was 113.42 million yuan, with a net profit attributable to shareholders of the parent company of 46.89 million yuan[7]. - The performance forecast is based on preliminary calculations by the company's finance department and has not been audited by certified public accountants[6]. - The company emphasizes that there are no significant uncertainties affecting the accuracy of this performance forecast[9]. - Investors are advised that the forecast data is preliminary and the final audited financial data will be disclosed in the official annual report for 2025[10]. Business Growth Drivers - The increase in performance is primarily due to expanded sales channels in the seed business, improved gross margins in corn and soybean seed sales, and growth in specialty grain orders despite a sluggish market[8]. - The fertilizer business saw significant revenue and profit growth due to active exploration of import sources and expanded sales[8]. - The pesticide business improved production capacity and market share through process enhancements and cost reduction measures, resulting in a substantial increase in revenue and a significant reduction in losses[8].