股票简称：敦煌种业 股票代码：600354.SH 甘肃省敦煌种业集团股份有限公司 简式权益变动报告书 股票代码：600354.SH 信息披露义务人：敦煌市沙州能源开发有限责任公司 住所：甘肃省酒泉市敦煌市沙州镇鸣山北路520号 通讯地址：甘肃省酒泉市敦煌市沙州镇鸣山北路520号 股权变动性质：股份增加 签署日期：二〇二五年十一月 | 信息披露义务人声明 | | 1 | | --- | --- | --- | | 第一节 | 释义 2 | | | 第二节 | 信息披露义务人介绍 3 | | | 一、 | 信息披露义务人基本情况 3 | | | 二、 | 信息披露义务人股权结构、控股股东、实际控制人情况 3 | | | 三、 | 信息披露义务人主要负责人情况 4 | | | 行股份5%的情况 | 5 | | | 第三节 | 权益变动目的 6 | | | 一、 | 权益变动目的 6 | | | 二、 | 未来十二个月股份增减计划 6 | | | 第四节 | 权益变动方式 7 | | | 一、 | 权益变动的方式 7 | | | 二、 | 信息披露义务人持有上市公司股份数量的情况 7 | | | 三、 | 本次权益变 ...

Core Viewpoint - Dunhuang Seed Industry announced that Dunhuang Shazhou Energy Development Co., Ltd. acquired 26,500,000 shares from Dunhuang Supply and Marketing Cooperative Union, representing 5.0208% of the total share capital of the company [1] Summary by Relevant Categories Shareholding Changes - Prior to this transaction, the acquirer held 0.00% of the company's shares; post-transaction, the holding will increase to 5.02% [1] - The share transfer price was set at 6.44 yuan per share, totaling 171 million yuan for the transaction [1] Funding Source - The funds for this acquisition are sourced from the acquirer's legal self-owned or self-raised capital [1] Future Plans - The acquirer has no plans to increase or decrease its shareholding in the listed company within the next 12 months [1] Regulatory Compliance - The completion of the equity change is subject to the transfer registration procedures with the Shanghai branch of China Securities Depository and Clearing Co., Ltd., indicating that the equity change has not yet been finalized [1]

Overview - The potato production in China has steadily increased due to expanding planting scale and improved cultivation techniques, with production rising from 16.45 million tons in 2015 to 17.88 million tons in 2022, and projected to reach approximately 19.09 million tons in 2024, accounting for 62.4% of total tuber production [1][10] - The market demand for potatoes is also growing, with consumption expected to rise from 16.87 million tons in 2020 to 17.43 million tons in 2024, driven by dietary structure upgrades and health consciousness among urban and rural residents [1][10] Industry Development - The history of potato cultivation in China spans over 300 years, with significant growth in planting scale since 1961, leading to the establishment of various regional varieties adapted to different climatic and soil conditions [6][9] - The development of the potato industry can be categorized into four phases: slow development, rapid development, comprehensive development, and transformation and upgrading [6] Market Policies - The Chinese government has implemented a series of supportive policies to promote agricultural development, including initiatives for rural revitalization, digital commerce, and smart agriculture, creating a favorable environment for the potato industry [7] Industry Chain - The potato industry chain includes upstream sectors such as breeding, agricultural fertilizers, and machinery; midstream focuses on potato cultivation; and downstream encompasses consumption markets, which are primarily for food and processing [8] - In 2024, food consumption accounted for 41.7% and processing consumption for 32.4% of total potato consumption, highlighting the importance of potatoes in various industries [8] Current Status - In 2022, the potato planting area in China reached 4.535 million hectares, representing 63.1% of the total tuber planting area, with projections for 2024 indicating a slight decrease to approximately 4.394 million hectares [9][10] - The planting regions are categorized into four areas based on climatic conditions: Northern single-crop area, Southwest mixed-crop area, Central plain intercropping area, and Southern winter-crop area [9] Competitive Landscape - The potato industry in China is characterized by a large number of participants, primarily small and medium-sized enterprises, with notable companies including Gansu Yasheng Industrial Group, China Agricultural Development Seed Industry Group, and Dunhuang Seed Industry Group [11] - Gansu Yasheng reported a revenue of 4.192 billion yuan in 2024, with potato business revenue contributing 2.09 million yuan, accounting for 4.98% of total revenue [12] Future Trends - The potato industry is expected to focus on sustainable development, emphasizing organic farming, crop rotation, and reduced use of chemical fertilizers and pesticides [12] - The Belt and Road Initiative is anticipated to open new international market opportunities for the potato industry, particularly in Central Asia for seed potato exports [12]

Core Viewpoint - Dunhuang Seed Industry (600354) announced that the company has not provided any guarantees for its controlling shareholders, actual controllers, or their related parties, and there are no overdue guarantee situations [1] Summary by Category - **Company Announcement** - Dunhuang Seed Industry confirmed that it has not provided guarantees to its controlling shareholders and their related parties [1] - The company stated that there are no overdue guarantees [1]

甘肃省敦煌种业集团股份有限公司 关于 2025 年度担保计划范围内担保进展的公告 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个别及连带责任。 重要内容提示: 被担保人：甘肃省敦煌种业集团股份有限公司（以下简称"公 司"）控股子公司瓜州敦种棉业有限公司 证券代码：600354 证券简称：敦煌种业 公告编号：临 2025-031 本期担保实际发生的担保金额及累计担保余额：经公司2024年 年度股东大会审议通过，公司2025年度拟为相关全资子公司、控股子 公司提供授信担保或反担保总额不高于12,000万元，本次为瓜州敦种 棉业有限公司流动资金贷款980万元提供担保。截至本公告日，公司 累计担保余额为4,980万元。 本次是否有反担保：无 对外担保逾期的累计数量：无 一、 担保情况概述 2025 年 3 月 20 日，公司第九届董事会第三次会议审议通过了《关 于审批公司 2025 年度担保额度并授权董事长在担保额度内签署相关 法律文书的议案》，根据公司 2025 年度筹融资计划，公司为相关全资 子公司、控股子公司申请银行贷款提供担保或反担保 ...

甘肃省敦煌种业集团股份有限公司 （600354） 2025 年第一次临时股东大会资料 （召开时间：2025 年 11 月 20 日） 甘肃省敦煌种业集团股份有限公司 2025 年第一次临时股东大会会议议程 一、现场会议召开时间、地点 时间：2025 年 11 月 20 日 15：00 地点：甘肃省酒泉市肃州区肃州路 28 号公司六楼会议室 二、网络投票系统、起止日期和投票时间 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自 2025 年 11 月 20 日至 2025 年 11 月 20 日 通过交易系统投票平台的投票时间为股东大会召开当日 的交易时间段，即 9:15-9:25，9:30-11:30，13:00-15:00；通过互 联网投票平台的投票时间为股东大会召开当日的 9:15-15:00。 三、会议出席对象 （一）截至股权登记日（2025 年 11 月 14 日）收市后在中 国证券登记结算有限责任公司上海分公司登记在册的公司股 东有权出席股东大会，并可以书面形式委托代理人出席会议和 参加表决（该代理人不必是公司股东）。 （二）公司董事、监事和高级管理人员。 （三）本次会议的见证 ...

Core Insights - The planting industry sector experienced a rise of 2.02% on November 3, with Zhongxing Junye leading the gains [1] - The Shanghai Composite Index closed at 3976.52, up 0.55%, while the Shenzhen Component Index closed at 13404.06, up 0.19% [1] Stock Performance - Zhongxing Junye (002772) closed at 14.37, with a significant increase of 10.03%, trading volume of 174,100 shares, and a transaction value of 240 million [1] - Hainan Rubber (601118) saw a rise of 5.67%, closing at 5.96, with a trading volume of 1,073,700 shares and a transaction value of 627 million [1] - Shennong Seed Industry (300189) increased by 4.73%, closing at 5.09, with a trading volume of 2,067,700 shares and a transaction value of 1.044 billion [1] - Other notable performers include Nuofeng (002215) up 4.01%, Xue Rong Biological (300511) up 2.71%, and Hualv Biological (300970) up 2.38% [1] Capital Flow - The planting industry sector saw a net inflow of 93.87 million from main funds, while retail funds experienced a net outflow of 40.10 million [2] - Main funds showed varying net inflows across different stocks, with Shennong Seed Industry experiencing a net outflow of 53.99 million, while Zhongxing Junye had a net inflow of 39.38 million [3] - Notable net inflows also included Nuofeng with 34.14 million and Hainan Rubber with 28.52 million, while retail investors withdrew from several stocks including Shennong Seed Industry and Hainan Rubber [3]

Core Insights - Dunhuang Seed Industry achieved a revenue of 790 million yuan, representing a year-on-year growth of 14.46%, and a net profit of 37.2247 million yuan, with a significant increase of 106.98% [1] Group 1: Company Performance - The company is a key national agricultural enterprise involved in the research, production, processing, and sales of crop seeds and related products [1] - In the first three quarters of the year, Dunhuang Seed Industry optimized its sales strategy, leading to steady growth in its core seed business through precise market positioning and effective promotional activities [1] Group 2: Technological Innovation - Technological innovation is identified as a key driver for high-quality growth, with the establishment of a commercial breeding system covering major corn production areas in the country [1] - The company has built a standardized germplasm resource bank with 98,500 corn germplasm resources and developed a commercial breeding management system for comprehensive information management in research and breeding [1] Group 3: Future Outlook - Looking ahead, the company plans to focus on market demand, refine its variety selection direction, enhance the application of modern biotechnology, and accelerate the breeding process of new varieties [2] - The company aims to implement precise marketing strategies to increase its market share [2]

Core Viewpoint - The company has decided to abolish its supervisory board and amend its articles of association, with the supervisory board's functions being transferred to the audit committee of the board of directors [8][11]. Financial Data - The financial statements for the third quarter are unaudited, and the report period refers to the three months from the beginning to the end of the quarter [3]. - The company has not identified any non-recurring gains or losses for the reporting period [4]. Shareholder Information - The company will no longer have a supervisory board, and the relevant provisions in the articles of association regarding the supervisory board will be abolished [8][11]. - The company expresses gratitude to the members of the supervisory board for their diligent work during their tenure [10]. Governance Structure - The company plans to revise, formulate, and abolish certain internal governance systems to enhance its governance structure and ensure compliance with relevant laws and regulations [12]. - The amendments to the articles of association and the internal governance systems will be submitted for approval at the shareholders' meeting [11][12].

Core Points - The company has approved the remuneration plans for directors and senior management for the year 2025 [2][4][25] - The company plans to hold its first extraordinary general meeting of 2025 on November 20, 2025 [10][33] - The company has decided to cancel the supervisory board and amend its articles of association to enhance corporate governance [16][25] Group 1: Remuneration Plans - The remuneration plan for independent directors is set at RMB 60,000 (after tax) per person per year [27] - Non-independent directors will receive a remuneration of RMB 30,000 (after tax) per person per year [27] - The total remuneration for directors, supervisors, and senior management for 2024 was RMB 2.4942 million [26] Group 2: Extraordinary General Meeting - The extraordinary general meeting will be held on November 20, 2025, at 3:00 PM [33] - Voting will be conducted through a combination of on-site and online methods [33][34] - The meeting will discuss the remuneration plans and the cancellation of the supervisory board [37] Group 3: Corporate Governance Changes - The decision to cancel the supervisory board aims to comply with legal requirements and improve the company's governance structure [16] - The supervisory board's responsibilities will be transferred to the audit committee of the board of directors [16] - The proposal to cancel the supervisory board will be submitted for approval at the upcoming extraordinary general meeting [29]