广东冠豪高新技术股份有限公司 2025 年第三次临时股东大会 会议材料 广东·广州 2025 年 9 月 9 日 广东冠豪高新技术股份有限公司 2025 年第三次临时股东大会会议须知 根据中国证券监督管理委员会《上市公司股东会规则》和《公司章程》 的有关规定，为确保广东冠豪高新技术股份有限公司（以下简称"公司"） 股东大会顺利召开，特制定股东大会须知如下，望出席股东大会的全体人 员遵守执行： 一、股东参加股东大会，应当认真履行其法定义务，不得侵犯其他股 东权益； 二、股东大会期间，全体出席人员应以维护股东的合法利益、以确保 大会正常秩序和议事效率为原则，认真履行法定职责； 三、出席大会的股东依法享有发言权、咨询权、表决权等各项权利， 但需由公司统一安排发言和解答； 四、任何人不得扰乱大会的正常秩序和会议程序；会议期间请关闭手 机或将其调至震动状态。 召开的日期、时间：2025 年 9 月 9 日（星期二）15:00 开始 召开地点：广东省广州市海珠区海洲路 18 号 TCL 大厦 26 层公司会议 室 二、网络投票的系统、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 网络投票日期：20 ...

Core Viewpoint - The financial performance of Guanhao High-tech (600433) for the first half of 2025 shows a decline in revenue and significant losses, indicating potential challenges in its business model and financial health [1][8]. Financial Performance Summary - Total revenue for the first half of 2025 was 3.403 billion yuan, a decrease of 1.47% year-on-year [1]. - The net profit attributable to shareholders was -57.93 million yuan, a decline of 168.35% compared to the previous year [1]. - The gross profit margin dropped to 6.6%, down 43.25% year-on-year, while the net profit margin fell to -2.67%, a decrease of 319.18% [1]. - The company reported a significant increase in interest-bearing liabilities, which rose by 44.81% to 3.834 billion yuan [1]. Cash Flow and Debt Analysis - The cash flow from operating activities showed a drastic decline of 1125.63%, indicating increased costs and reduced cash generation [6][9]. - The ratio of cash and cash equivalents to current liabilities was only 23.28%, suggesting liquidity concerns [9]. - The interest-bearing debt to operating cash flow ratio reached 14.09%, highlighting potential debt servicing issues [9]. Accounts Receivable and Other Financial Metrics - Accounts receivable accounted for 458.52% of the net profit, indicating a high level of outstanding payments [1][9]. - The company’s return on invested capital (ROIC) was only 2.17%, with a historical median of 4.43%, reflecting weak capital efficiency [8]. Business Model and Operational Insights - The company's business model relies heavily on R&D and capital expenditures, which may face scrutiny regarding their effectiveness and necessity [8]. - The company has experienced cyclical performance, with historical data showing two years of losses since its IPO, indicating a fragile business model [8].

Group 1 - The core viewpoint of the news is that Guanhao High-tech has experienced a decrease in the number of shareholders and a decline in stock price over the specified period [1][2] - As of June 30, 2025, the number of shareholders for Guanhao High-tech is 44,583, which is a decrease of 962 shareholders or 2.11% compared to March 31, 2025 [1][2] - The average shareholding value per shareholder is 120,500 yuan, which is below the industry average of 146,800 yuan for the paper industry [1][2] Group 2 - From March 31, 2025, to June 30, 2025, Guanhao High-tech's stock price decreased by 6.26%, coinciding with a reduction in the number of shareholders [1][2] - During the same period, the net inflow of funds from major investors was 26,590 yuan, while retail investors experienced a net outflow of 6,635,500 yuan [2]

Core Viewpoint - Guangdong Guanhao High-tech Co., Ltd. reported a significant decline in financial performance for the first half of 2025, with total revenue decreasing and net losses recorded compared to the previous year [1] Financial Summary - Total assets at the end of the reporting period amounted to CNY 11.61 billion, reflecting a 3.43% increase from the previous year [1] - Operating revenue for the period was CNY 3.40 billion, down 1.47% from CNY 3.45 billion in the same period last year [1] - Total profit recorded a loss of CNY 92.16 million, a decrease of 236.07% compared to a profit of CNY 67.73 million in the previous year [1] - Net profit attributable to shareholders was a loss of CNY 57.93 million, down 168.35% from a profit of CNY 84.74 million in the same period last year [1] - Net profit attributable to shareholders after deducting non-recurring gains and losses was a loss of CNY 59.46 million, a decrease of 218.16% from a profit of CNY 50.32 million [1] - Net cash flow from operating activities was a negative CNY 921.86 million, a decline of 1,125.63% compared to a negative cash flow of CNY 75.22 million in the previous year [1] - The weighted average return on net assets was -1.31%, a decrease of 3.21 percentage points from 1.90% [1] - Basic and diluted earnings per share were both -CNY 0.03, a decrease of 160% from CNY 0.05 in the previous year [1] Shareholder Information - As of the end of the reporting period, the total number of shareholders was 44,583 [2] - The top ten shareholders included Foshan Huaxin Development Co., Ltd. with a 21.14% stake, China Paper Investment Co., Ltd. with 18.99%, and Guangdong Yuecai Venture Capital Co., Ltd. with 4.43% [2] - The controlling shareholder of Foshan Huaxin Development Co., Ltd. is China Paper Investment Co., Ltd., indicating a concerted action relationship [2]

Core Viewpoint - Guangdong Guanhao High-Tech Co., Ltd. reported a significant decline in financial performance for the first half of 2025, with a total profit loss of approximately 92.16 million yuan, marking a 236.07% decrease compared to the same period last year [2][3]. Company Overview and Financial Indicators - The company recorded a total revenue of approximately 3.40 billion yuan, a decrease of 1.47% year-on-year [2]. - The net profit attributable to shareholders was approximately -57.93 million yuan, a decline of 168.35% compared to the previous year [2]. - The total assets increased by 3.43% to approximately 11.61 billion yuan, while the net assets attributable to shareholders decreased by 3.41% to approximately 4.48 billion yuan [2]. Industry Situation - The domestic paper and paperboard production reached approximately 79.33 million tons in the first half of 2025, reflecting a year-on-year growth of 3.2%, but the ex-factory prices decreased by 3.2%, leading to a revenue decline of 2.3% [3]. - The demand for thermal paper continued to grow, driven by the rapid expansion of logistics and express delivery industries, with the national express business volume reaching approximately 95.64 billion pieces, a year-on-year increase of 19.3% [3][4]. - The special paperboard industry experienced weak growth, with an increase in production capacity leading to a temporary imbalance in supply and demand, resulting in low market prices [3][4]. Business Operations - The company specializes in the research, production, and sales of specialty papers and materials, including thermal paper, sublimation transfer paper, and high-grade coated white cardboard [5][6]. - The production capacity for specialty paper is approximately 230,000 tons annually, with a coating capacity of 193,000 tons [6]. - The company has developed various differentiated functional products, such as high-temperature labels and environmentally friendly thermal paper, which have shown significant market application effects [6][7]. Strategic Initiatives - The company is focusing on enhancing its high-end green specialty paper industry and developing strategic emerging industries to create a second growth curve [12][13]. - The company is investing in a 400,000-ton chemical pulp project to ensure raw material supply and reduce production costs [12][14]. - The company is also advancing its digital transformation and smart manufacturing initiatives to improve operational efficiency and decision-making processes [15][16].

Meeting Overview - The ninth board meeting of Guangdong Guanhao High-tech Co., Ltd. was held on August 22, 2025, with all 8 directors present, complying with the Company Law and the company's articles of association [1] Financial Report Approval - The board unanimously approved the 2025 semi-annual report, confirming it meets legal and regulatory requirements and accurately reflects the company's financial status and operational results [2][3] Governance Changes - The board approved the proposal to abolish the supervisory board and amend the articles of association to enhance corporate governance, including the addition of a "Chief Engineer" position [2][3] Action Plan Assessment - The board agreed on the "Quality Improvement and Efficiency Enhancement" action plan's semi-annual evaluation report, indicating progress in maintaining shareholder interests [3] Risk Assessment Report - The board approved the risk assessment report for Chengtong Financial Co., confirming that management risks are manageable and controllable [4][5] Upcoming Shareholder Meeting - The board scheduled the third extraordinary general meeting of shareholders for September 9, 2025 [5]

Core Viewpoint - The report evaluates the ongoing risks associated with Chengtong Financial Co., Ltd., highlighting its financial stability, risk management practices, and the relationship with Guangdong Guanhao High-tech Co., Ltd. [1][8] Group 1: Basic Information of Chengtong Financial - Chengtong Financial was established with a registered capital of 1 billion RMB, which has been increased to 5 billion RMB [2] - The current shareholder structure includes China Chengtong Holdings Group Co., Ltd. (85%), Guangdong Guanhao High-tech Co., Ltd. (10%), and Chengtong Guohua Asset Management Co., Ltd. (5%) [2][3] - The company operates under a financial license and is located in Beijing [2] Group 2: Risk Management Practices - Chengtong Financial has established a comprehensive risk management system with clear responsibilities and reporting relationships among departments [3][4] - The company employs both on-site and off-site monitoring to manage risks effectively [4] - As of June 30, 2025, Chengtong Financial has not identified any significant deficiencies in its risk control systems related to financial reporting [5][8] Group 3: Financial Performance - As of June 30, 2025, Chengtong Financial's total assets amounted to 39.24 billion RMB, with total equity of 6.794 billion RMB [4] - The company reported a revenue of 369 million RMB and a total profit for the first half of 2025 [4][5] - The capital adequacy ratio is 24.47%, indicating strong capital strength and risk resistance [5] Group 4: Deposit and Loan Business - As of June 30, 2025, Guangdong Guanhao High-tech Co., Ltd. had a deposit balance of 664.48 million RMB in Chengtong Financial, representing 44.42% of its total deposits [6] - The loan balance from Chengtong Financial to the company was 164 million RMB, accounting for 3.52% of the company's total loans [6] - The transactions between the company and Chengtong Financial are conducted under a financial service agreement, ensuring fair pricing and alignment with business needs [6][7]

General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors while regulating its organization and behavior according to relevant laws [2][4] - The company is established as a joint-stock limited company in accordance with the Company Law and other regulations [2][3] - The registered capital of the company is RMB 1,760,836,233 [2][3] Business Objectives and Scope - The company's business objective is to enhance economic efficiency, labor productivity, and asset preservation while continuously innovating and improving management levels [4][5] - The business scope includes R&D of new materials, manufacturing and sales of new membrane materials, and various other manufacturing and sales activities [5] Shares - The company's shares are issued in the form of stocks, adhering to principles of openness, fairness, and justice [8][9] - The total number of shares issued by the company is 1,760,836,233, all of which are ordinary shares [9] Shareholders and Shareholder Meetings - The company establishes a shareholder register based on the records provided by the securities registration and settlement institution [13] - Shareholders have rights to dividends, request meetings, supervise operations, and access company documents [14][15] - The company must hold an annual general meeting within six months after the end of the previous fiscal year [24] Board of Directors - The board of directors is responsible for the overall management of the company and must act in the best interests of the company and its shareholders [19][20] - The board must ensure compliance with laws and regulations, and any decisions made must be documented and disclosed [22][23] Financial Accounting and Auditing - The company must establish a financial accounting system and conduct internal audits [4] - The appointment of external auditors must be approved by the shareholders [22] Amendments to the Articles - The articles of association can be amended by a resolution passed at a shareholder meeting [22] Miscellaneous - The company is required to maintain transparency and disclose significant events to shareholders and the public [22][23]

Core Points - The document outlines the rules for the shareholders' meeting of Guangdong Guanhao High-tech Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3] - It specifies the procedures for convening annual and temporary shareholders' meetings, including timelines and requirements for notifications [2][5] - The document emphasizes the importance of legal opinions from lawyers regarding the legitimacy of the meeting procedures and participants [6][7] Group 1: Shareholders' Meeting Structure - The shareholders' meeting is categorized into annual and temporary meetings, with annual meetings required to be held within six months after the end of the fiscal year [2] - Temporary meetings must be convened within two months if circumstances arise that necessitate such a meeting [2][3] - The board of directors is responsible for organizing the meetings and must provide timely notifications to shareholders [4][5] Group 2: Proposal and Notification Procedures - Shareholders holding more than 1% of shares can propose temporary proposals at least 10 days before the meeting [6][7] - Notifications for annual meetings must be sent 20 days in advance, while temporary meetings require a 15-day notice [6][7] - The content of proposals must be clear and within the scope of the shareholders' meeting's authority [14][15] Group 3: Meeting Conduct and Voting - The meetings must be held at the company's registered location or another specified site, and provisions for remote participation must be made [21][22] - Voting can occur through various methods, including in-person and online, with specific timeframes established for each [22][23] - The results of the voting must be announced immediately after the meeting, and detailed records of the proceedings must be maintained [39][42] Group 4: Legal Compliance and Enforcement - The document stipulates that any resolutions passed that violate laws or regulations are deemed invalid [45][46] - Shareholders have the right to request the court to annul resolutions if there are procedural violations [15][16] - The board of directors and relevant parties must ensure compliance with the resolutions and cooperate with legal requirements for information disclosure [16][46]

Core Points - The document outlines the rules for the board of directors of Guangdong Guanhao High-tech Co., Ltd, aiming to standardize decision-making processes and enhance operational efficiency [1][17] - The board is responsible for various key functions, including convening shareholder meetings, executing resolutions, and making significant operational decisions [2][3] Group 1: Board Structure and Responsibilities - The board can establish specialized committees such as sustainability, audit, nomination, compensation and assessment, and technological innovation, with independent directors holding a majority in certain committees [2][3] - The board has the authority to decide on the company's operational plans, financial budgets, profit distribution, capital changes, and major acquisitions [2][3][4] Group 2: Meeting Procedures - The board must hold at least two regular meetings annually, with notifications sent to all directors ten days in advance [5][6] - Special meetings can be called under specific circumstances, and proposals for such meetings must be submitted in writing [6][7] - Meetings require a quorum of more than half of the directors to be valid, and decisions must be made collectively [13][14] Group 3: Voting and Decision-Making - Voting is conducted on a one-person-one-vote basis, with options for approval, disapproval, or abstention [10][11] - A proposal must receive more than half of the votes from all directors to be approved, with specific conditions for certain decisions [21][22] - Directors must recuse themselves from voting on matters where they have a conflict of interest [22][23] Group 4: Documentation and Record-Keeping - The board secretary is responsible for maintaining records of meetings, including notifications, attendance, proposals, and voting results [28][29] - Meeting records must be signed by attending directors, and any dissenting opinions should be documented [15][29] Group 5: Compliance and Amendments - The rules must comply with relevant laws and regulations, and any amendments require approval from the shareholders' meeting [17][34]