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。 证券代码：600501 证券简称：航天晨光 公告编号：临2025—037 航天晨光股份有限公司 七届四十四次董事会决议公告 一、董事会会议召开情况 （二）审议通过《关于聘任公司副总经理的议案》 根据公司控股股东中国航天科工集团有限公司推荐，聘李春芳先生任公司副 总经理（简历请见附件）；杨树东先生因工作调整不再担任副总经理职务。 航天晨光股份有限公司（以下简称公司）七届四十四次董事会以通讯表决方 式召开，公司于2025年7月16日以邮件和直接送达方式向全体董事发出会议通知 和会议资料。本次会议表决截止时间为2025年7月23日12时。会议应参加董事8 名，实参加董事8名。本次会议的召集召开程序符合《公司法》和《公司章程》 的有关规定。 二、董事会会议审议情况 （一）审议通过《关于调整董事会专门委员会成员的议案》 鉴于董事会成员变动，现对董事会专门委员会组成人员进行调整，具体如下： 1.战略委员会委员：赵康、张久利、田江权、韩国庆、姜绍英。赵康任主任 委员。 2.审计委员会委员 ...

Group 1: Overall Performance of Central Enterprises - 79 central enterprise-controlled listed companies reported positive performance forecasts for the first half of the year, with 32 companies showing year-on-year net profit growth, 22 companies turning losses into profits, and 25 companies reducing losses [1] - 19 central enterprise-controlled listed companies expect a net profit increase of over 100%, with several companies achieving significant turnaround from losses [1] Group 2: Power Sector Performance - Huayin Power, a subsidiary of China Datang Group, is expected to lead the growth with a projected net profit of 180 million to 220 million yuan, representing a year-on-year increase of up to 44 times due to increased power generation and reduced fuel costs [2] - Major investments in the power grid and ultra-high voltage construction by State Grid and Southern Power Grid are expected to drive growth in related companies, with Guodian Nanzi and Baobian Electric forecasting net profit increases of 171.89% to 225.66% and 229.15%, respectively [2] Group 3: Electric Equipment and Cable Industry - Baobian Electric's profit increase is attributed to enhanced market development and increased project orders, while Baoshan Co. anticipates a net profit growth of 167.98% to 301.98% due to optimized sales policies and improved internal management [3] - New Energy Taishan is expected to turn losses into profits in the first half of the year, reflecting a positive trend in the electric cable sector [3] Group 4: Shipbuilding and Rare Earth Industries - The shipbuilding sector is experiencing significant growth, with companies like China Shipbuilding, China Power, and China Heavy Industry expecting net profit increases exceeding 200% due to effective management and increased delivery of civilian ships [5] - The rare earth industry is also thriving, with companies like China Rare Earth and Guangsheng Nonferrous Metals expected to turn losses into profits, driven by rising prices of rare earth products [4] Group 5: Turnaround Companies - 22 central enterprise-controlled listed companies are expected to turn losses into profits, with quality improvement and efficiency enhancement being key factors for their performance recovery [6] - Companies like Zhongnan Co. and Taiji Co. have reported successful turnarounds due to strengthened management and cost control measures [6][7] Group 6: Management and Efficiency Improvements - Many companies achieving year-on-year growth or reduced losses attribute their success to ongoing quality improvement and efficiency enhancement initiatives [7] - Companies are focusing on optimizing resource allocation, controlling costs, and improving operational efficiency as critical drivers of performance growth [7]

Core Viewpoint - The performance of low-altitude economy companies in the first half of 2025 shows mixed results, with 12 companies reporting profits and 12 companies experiencing losses [3][5]. Group 1: Performance Overview - As of July 14, 2025, 24 companies in the low-altitude economy index disclosed their performance forecasts, revealing a split between profitable and loss-making entities [3]. - Among the 24 companies, 12 reported profits while the other 12 faced losses [3]. - Four companies are expected to see profit increases of over 50%: Zongshen Power (001696.SZ), Longxin General (603766.SH), Huijia Times (603101.SH), and Changyuan Donggu (603950.SH) [6]. Group 2: Profit and Loss Analysis - Companies such as Aerospace Development (000547.SZ) and Aerospace Rainbow (002389.SZ) reported losses, with the latter citing delays in delivery due to user demand plans [8]. - Aerospace Power (600893.SH) and Aerospace Electric (002025.SZ) achieved profitability but saw a decline in net profit compared to the previous year [6]. - North Navigation (600435.SH) turned a profit, expecting a net profit of 105 million to 120 million yuan in the first half of 2025 [7]. Group 3: Industry Challenges - Many companies in the low-altitude economy sector, particularly those in the aviation industry and low-altitude mainframe manufacturers, reported losses [5][8]. - The losses were attributed to various factors, including market environment impacts, product transformation challenges, and increased operational costs [9]. - Despite ongoing losses, some companies like Chuan University Zhisheng (002253.SZ) are actively pursuing low-altitude economy projects, indicating a commitment to future growth [9].

Group 1 - The company expects to report a net profit attributable to shareholders of approximately -80 million yuan for the first half of 2025, with a net profit of approximately -90 million yuan after deducting non-recurring gains and losses, indicating a reduction in losses year-on-year [1] - In the same period last year, the company reported a total profit of -129.27 million yuan and a net profit attributable to shareholders of -123.15 million yuan, with a net profit of -132.13 million yuan after deducting non-recurring gains and losses [1] - The main reasons for the expected loss include a decline in operating revenue due to insufficient new orders in the logistics support equipment industry and a decrease in gross profit margin due to increased market competition in the pressure vessel industry [1]

[Current Period Performance Forecast](index=1&type=section&id=I.%20Current%20Period%20Performance%20Forecast) The company forecasts a preliminary unaudited net loss of approximately **RMB 80 million** for H1 2025, indicating a narrowed loss compared to the prior year H1 2025 Performance Forecast | Indicator | Estimated Amount (RMB Millions) | | :--- | :--- | | Net Profit Attributable to Parent Company Shareholders | -80 | | Net Profit Attributable to Parent Company Shareholders Excluding Non-Recurring Items | -90 | - The company explicitly states this performance forecast is a preliminary estimate based on operating conditions and has not been audited by a certified public accountant[4](index=4&type=chunk) - Compared to the same period last year, the company expects a reduction in losses for the first half of 2025 (year-on-year loss reduction)[2](index=2&type=chunk) [Prior Period Operating Performance and Financial Position](index=1&type=section&id=II.%20Prior%20Period%20Operating%20Performance%20and%20Financial%20Position) In H1 2024, the company reported a net loss of **RMB 123.16 million** and a non-recurring net loss of **RMB 132.13 million**, with EPS of **RMB -0.29** H1 2024 Prior Period Performance | Indicator | Amount (RMB) | | :--- | :--- | | Total Profit | -129.2731 Millions | | Net Profit Attributable to Parent Company Shareholders | -123.1551 Millions | | Net Profit Attributable to Parent Company Shareholders Excluding Non-Recurring Items | -132.1290 Millions | | Earnings Per Share | -0.29 | [Key Reasons for Current Period Loss Forecast](index=1&type=section&id=III.%20Key%20Reasons%20for%20Current%20Period%20Loss%20Forecast) The projected loss is primarily due to a decline in operating revenue and a reduction in gross profit margins across key business segments - Decreased operating revenue is a primary reason for the projected loss, specifically due to: - Insufficient new orders in the logistics support equipment sector, impacted by specific user procurement plans - Newly signed orders in the pressure vessel sector being in the early stages of production, not yet generating substantial revenue[6](index=6&type=chunk) - Declining gross margin is another contributing factor to the projected loss, evidenced by: - A reduced proportion of sales revenue from high-value-added products within the flexible pipe fittings sector - Further compression of gross profit margins in the pressure vessel sector due to intensified market competition[7](index=7&type=chunk) [Risk Warning and Other Notes](index=2&type=section&id=IV.%20Risk%20Warning%20and%20Other%20Notes) This unaudited performance forecast is a preliminary calculation, with final figures subject to the H1 2025 report, and investors are advised to exercise caution - This performance forecast represents a preliminary calculation by the company's finance department and has not been audited by a certified public accountant[8](index=8&type=chunk) - The company declares there are no significant uncertainties affecting the accuracy of this performance forecast[8](index=8&type=chunk) - The final accurate financial data will be based on the company's officially disclosed H1 2025 report, and investors are advised to exercise caution in their investment decisions[9](index=9&type=chunk)

Core Viewpoint - Aerospace Chengtong (600501) expects a net loss attributable to shareholders of approximately -80 million yuan for the first half of 2025, with a net loss of -90 million yuan after deducting non-recurring gains and losses, indicating a reduction in losses year-on-year [1] Group 1 - The company anticipates a decline in operating revenue during the reporting period [1] - The gross profit margin is also expected to decrease [1]

Core Viewpoint - The legal opinion letter confirms that the procedures for the 2025 First Extraordinary General Meeting of Aerospace Changkong Co., Ltd. were conducted in accordance with relevant laws and regulations, ensuring the legitimacy of the meeting and its outcomes [1][4][6]. Group 1: Meeting Procedures - The meeting was convened by the company's board of directors, with the notice published on June 14, 2025, in major financial newspapers and on the Shanghai Stock Exchange website [2][4]. - The meeting utilized a combination of on-site and online voting, held on July 7, 2025, at 14:00, with the on-site location specified [3][4]. Group 2: Attendance and Qualifications - The meeting was attended by 358 shareholders via online voting, with no shareholders present at the physical location, and included company directors, supervisors, and senior management [4][5]. - The qualifications of the convenor and attendees were verified and deemed valid by the legal representatives [4][5]. Group 3: Voting Procedures and Results - Voting was conducted according to the company's articles of association, with results showing a significant majority in favor of the proposed resolutions [5][6]. - Specific voting results included: - For the first resolution: 113,952,631 shares in favor (98.4158%), 1,781,720 against (1.5387%), and 52,500 abstentions (0.0455%) [5]. - For the second resolution: 113,956,131 shares in favor (98.4188%), 1,782,820 against (1.5397%), and 47,900 abstentions (0.0415%) [5]. - For the third resolution: 113,899,455 shares in favor (98.3699%), 1,774,400 against (1.5324%), and 112,996 abstentions (0.0977%) [6]. Group 4: Conclusion - The legal opinion concludes that all aspects of the meeting, including convening, attendance, voting procedures, and results, complied with the relevant laws and regulations, affirming the legality and validity of the resolutions passed [6].

本次会议是否有否决议案：无 一、 会议召开和出席情况 证券代码：600501 证券简称：航天晨光 公告编号：临 2025—035 航天晨光股份有限公司 2025年第一次临时股东大会决议公告 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法律责任。 重要内容提示： (一)股东大会召开的时间：2025 年 7 月 7 日 (二)股东大会召开的地点：南京市江宁经济技术开发区天元中路 188 号公司本部 办公大楼二楼多媒体会议室 (三) 出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况： | 1、出席会议的股东和代理人人数 | 358 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 115,786,851 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | 26.8517 | | 份总数的比例（%） | | (四)表决方式是否符合《公司法》及《公司章程》的规定，大会主持情况等。 本次会议由公司董事会召集，由董事长赵康先生主持，会议采取现场和网络投票 相结合的方式召开，符合《公司法 ...

北京市兰台（南京）律师事务所 关于航天晨光股份有限公司 2025 年第一次临时股东大会的 法律意见书 北京市兰台（南京）律师事务所 地址：南京市建邺区庐山路 268 号奥美大厦 1 栋 22 层 联系电话：025-86799777 二〇二五年七月 致：航天晨光股份有限公司 北京市兰台（南京）律师事务所（以下简称"本所"）接受航天晨光股份有 限公司（以下简称"公司"）的委托，指派戴进律师、孙士珺律师出席了公司于 2025 年 7 月 7 日在江苏省南京市江宁区天元中路 188 号公司本部大楼二楼多媒 体会议室召开的航天晨光股份有限公司 2025 年第一次临时股东大会（以下简称 "本次股东大会"）。本所依据《中华人民共和国公司法》（以下简称《公司法》）、 《上市公司股东大会规则》（以下简称"《股东大会规则》"）等法律法规、规 范性文件以及《航天晨光股份有限公司公司章程》（以下简称"《公司章程》"）、 《航天晨光股份有限公司股东大会议事规则》（以下简称"《股东大会议事规则》"） 的相关规定，出具本法律意见书。 为出具本法律意见书，本所律师审查了公司提供的以下文件及信息，包括： 1.《航天晨光股份有限公司章程》； 2 ...

Group 1: Company Announcements - China Merchants Bank has received approval to establish a wholly-owned subsidiary, China Merchants Financial Asset Investment Co., with a registered capital of 15 billion yuan, aimed at market-oriented debt-to-equity swaps and equity investment pilot projects [3] - Aerospace Chengtong has had its qualification for military material engineering service procurement restored after completing internal investigations and appeals [4] - Funiu Co.'s controlling shareholder has obtained a loan commitment of up to 162 million yuan from Bank of China Fujian Branch to increase its stake in the company [5] - Jiete Bio plans to establish a partnership fund with a total investment of 50.01 million yuan, focusing on early and mid-stage biopharmaceutical projects [6] - ST Yazhen's stock will resume trading on July 4 after completing a review due to a significant price deviation [7] - Xingxin New Materials intends to invest approximately 800 million yuan in a project to produce 153,000 tons of polyolefin amine series products in the China-Malaysia Qinzhou Industrial Park [8] - Changling Hydraulic's controlling shareholder is planning a change in control, leading to a temporary suspension of trading [9] - Xinda Real Estate's affiliate will provide up to 240 million yuan for asset renovation projects, with a 7-year term and a 5% annual interest rate [10] Group 2: Major Contracts - China Electric Power Construction has signed a mining transportation project contract worth approximately 5.063 billion yuan in Guinea, with a total project duration of about 72 months [12] - China Oil Engineering's subsidiary has signed a contract worth 294 million USD (approximately 2.122 billion yuan) for the Atawi GMP pipeline project in Iraq, which will positively impact future revenues and profits [13] - Boshi Co. has entered into an outsourcing service contract with China National Petroleum Corporation, valued at 109 million yuan over a 3-year period [14] Group 3: Performance Updates - Poly Developments reported a 30.95% year-on-year decrease in June contract amount to 29.011 billion yuan, with a total of 145.171 billion yuan for the first half of the year, down 16.25% [16] - Huayin Power expects a net profit increase of 175 to 215 million yuan for the first half of 2025, driven by increased power generation and reduced fuel costs [17]