华泰联合证券有限责任公司 关于四川能源发展集团有限责任公司 免于发出要约收购 四川川投能源股份有限公司 之 持续督导意见 财务顾问 （深圳市前海深港合作区南山街道桂湾五路128号前海深港基金小镇 B7栋401） 二〇二五年十一月 华泰联合证券有限责任公司（以下简称"华泰联合"或"本财务顾问"） 接受四川能源发展集团有限责任公司（以下简称"四川能源发展集团"或"收 购人"）委托，担任四川能源发展集团收购四川川投能源股份有限公司（以下 简称"川投能源"或"上市公司"）之财务顾问，根据《上市公司收购管理办 法》《上市公司并购重组财务顾问业务管理办法》等有关规定，持续督导期自 川投能源公告收购报告书之日起至收购完成后的12个月止（即从2025年3月6日 至收购完成后的12个月止）。 2025年10月21日，川投能源披露了2025年第三季度报告。华泰联合作为本 次收购的财务顾问，出具了从2025年7月1日至2025年9月30日期间（以下简称 "本持续督导期"）的持续督导意见（以下简称"本意见"）。本意见所依据 的文件、书面资料等由收购人、四川川投峨眉铁合金（集团）有限责任公司 （以下简称"川投峨铁"）（以下合并简称"收 ...

Investment Rating - The report provides a positive investment outlook for the electricity and natural gas sectors, highlighting potential growth opportunities in renewable energy and natural gas consumption [4][8]. Core Insights - The green certificate market is experiencing a significant increase in both volume and price, with a 210% rise in average trading prices in Q3 compared to Q1. The total issuance of green power certificates reached 2.29 billion in September 2025, with 1.58 billion being tradable [7][8]. - Global natural gas prices are fluctuating, with the U.S. Henry Hub spot price reaching a six-month high of $3.57/mmBtu, while European prices are showing mixed trends [9][11]. - The report anticipates an increase in natural gas consumption in Q4 2025 due to low base effects and expected higher heating demand from a potential La Niña phenomenon [30][31]. Summary by Sections Electricity - The average trading price of green certificates increased by 210% in Q3 compared to Q1. The issuance of green certificates reached 2.29 billion in September 2025, with 1.58 billion being tradable, indicating a robust market growth [7][8]. - The report emphasizes the need for further development of the green certificate market and the introduction of regulations to enhance renewable energy consumption [4][7]. Natural Gas - As of October 31, 2025, the U.S. Henry Hub spot price was $3.57/mmBtu, marking an 11.16% increase week-on-week. In contrast, European gas prices showed a decline, with the TTF spot price at €30.35/MWh, down 5.42% [9][10]. - The report notes a decrease in China's apparent natural gas consumption in September 2025, but anticipates a rebound in Q4 2025 due to low base effects and increased heating demand [30][31]. - The LNG national ex-factory price in China rose to 4407 yuan/ton, reflecting a 3.11% increase week-on-week, driven by rising demand ahead of the heating season [28][30]. Investment Recommendations - The report recommends several companies based on their performance and market conditions: - Hydropower: Focus on Guotou Power, Chuan Investment Energy, and Yangtze Power due to favorable hydrological conditions [8]. - Green Power: Attention to New Energy, Funiu Co., Longyuan Power, and China Resources Power for their stable returns [8]. - Nuclear Power: Recommendations for China Nuclear Power and China General Nuclear Power due to ongoing approvals for new units [8]. - Thermal Power: Companies like Guodian Power and Huadian International are highlighted for improved profitability due to falling coal prices [8]. - Gas Power: Recommendations for Guangzhou Development and Shenzhen Energy based on expected stability in profitability [8].

Core Insights - The A-share listed companies in Chengdu have reported strong performance for the third quarter of 2025, with 91 out of 122 companies profitable, representing a profitability rate of 74.6% [1][3] - Total operating revenue for these companies reached 4340.55 billion, with a net profit totaling 411.75 billion [1][3] - Chengdu Bank led in net profit with 94.93 billion, while Olin Bio achieved the highest year-on-year net profit growth rate at 1079.36% [1][3] Financial Performance - Among the 122 Chengdu A-share listed companies, 58 reported positive year-on-year net profit growth, accounting for nearly 48% [3] - Twelve companies reported net profits exceeding 10 billion, including Chengdu Bank, New Yisheng, and Sichuan Road and Bridge [3] - The net profit growth rates for several companies were remarkable, with Olin Bio at 1079.36% and Zhimingda at 995.37% [3][4] Sector Performance - The economic data from Chengdu shows a GDP of 18226.9 billion for the first three quarters, growing by 5.8% year-on-year, indicating a stable growth environment for listed companies [4] - Various sectors, including electronics, non-ferrous metals, and biomedicine, showed strong performance, particularly driven by downstream demand [4] - New Yisheng reported significant growth in the artificial intelligence sector, with a revenue increase of 221.70% and a net profit increase of 284.37% [4][5] Company Highlights - New Yisheng's revenue for the first three quarters reached 165.05 billion, with a third-quarter revenue of 60.68 billion, reflecting a year-on-year growth of 152.53% [4][5] - Olin Bio achieved a revenue of 5.07 billion, with a net profit of 4747.98 million, marking a year-on-year growth of 1079.36% [5] - Zhimingda, focusing on high-reliability embedded computing, reported a revenue of 5.12 billion, with a net profit turnaround [5]

Investment Rating - The report maintains a "Buy" rating for various sectors including hydropower, green electricity, nuclear power, thermal power, and gas power [4][9][44]. Core Insights - The green certificate market is experiencing a significant increase in both volume and price, with a 210% rise in average trading price in Q3 compared to Q1 [8]. - Global natural gas prices are fluctuating, with the US Henry Hub spot price reaching a near six-month high of $3.57/mmBtu, while European prices are showing mixed trends [11][12]. - The report anticipates a potential increase in gas consumption growth in Q4 2025 due to low base effects and high demand expectations, despite a 1.6% year-on-year decline in September gas consumption [32][33]. Summary by Sections 1. Electricity - In September 2025, 229 million green electricity certificates were issued, with 68.86% being tradable [4][8]. - The report highlights the improvement in market mechanisms and the growing demand for renewable energy consumption [8]. 2. Natural Gas - As of October 31, 2025, the US Henry Hub spot price increased by 11.16% week-on-week, while European prices showed a decline [11][12]. - The report notes a 1.6% year-on-year decrease in national gas consumption in September, with expectations for growth in Q4 2025 due to favorable weather conditions [32][33]. 3. Investment Recommendations - Recommendations include hydropower companies such as Guotou Power and Chuanwei Energy, green electricity firms like Xintian Green Energy and Longyuan Power, and gas companies including Kunlun Energy and New Hope Energy [9][44]. - The report emphasizes the potential for improved profitability in the gas sector due to declining costs and rising demand [33][44].

Investment Rating - The report assigns a "Buy" rating for several key companies in the public utility sector, including China Resources Power, Guodian Power, and Inner Mongolia Huadian [28]. Core Insights - The public utility sector is crucial for achieving national "dual carbon" goals, with a strong emphasis on environmental and social issues in the ESG evaluation framework [5][4]. - The ESG evaluation system for public utilities includes four categories of positive indicators and one category of negative indicators, focusing on objective assessment metrics [8][23]. - Recent policies from various government departments emphasize the need for green transformation, pollution prevention, and social welfare in the public utility sector [5][4]. Summary by Sections 1. ESG Policy in Public Utilities - The public utility sector is a major contributor to energy consumption and carbon emissions, making its green transformation essential for national goals [5]. - Key policies include the "14th Five-Year" energy conservation and emission reduction plan, which outlines specific requirements for green transformation and public service stability [5][4]. 2. ESG Evaluation System Construction - The ESG evaluation system consists of four positive categories: General Indicators, Environmental Indicators, Social Indicators, and Governance Indicators, with a total of 18 primary indicators and 35 secondary indicators [8][23]. - The negative category focuses on violations and penalties, with specific metrics for environmental, social, and governance aspects [23]. 3. General Indicators - General indicators assess the authenticity and standardization of ESG reports, including the basis for report preparation, third-party verification, and the publication of ESG-specific reports [10][9]. 4. Environmental Indicators - Environmental indicators are based on energy conservation, low carbon, and circular economy principles, with a total of four primary indicators focusing on emissions management, ecological compliance, resource utilization, and climate strategy [11][12]. 5. Social Indicators - Social indicators highlight the public utility sector's role in community development and social stability, with six primary indicators covering community contributions, employee development, innovation, supply chain responsibility, product safety, and core operational responsibilities [15][16][17]. 6. Governance Indicators - Governance indicators aim to enhance corporate governance and decision-making, with five primary indicators focusing on party leadership, industry reform, compliance risk management, governance structure, and information transparency [19][20][21]. 7. Negative Indicators - The negative indicators focus on compliance issues, with penalties for violations in environmental, social, and governance areas, deducting points for each violation [23][25].

Investment Rating - The report maintains a positive outlook on the public utility sector's central enterprises with a focus on the ESG evaluation system [1]. Core Insights - The establishment of the ESG evaluation system for public utilities is based on a balanced emphasis on environmental and social issues, crucial for achieving national carbon neutrality goals [3][9]. - The evaluation system consists of four categories of positive indicators and one category of negative indicators, with a total of 18 primary indicators and 35 secondary indicators [12][28]. - Key policies guiding the sector include promoting renewable energy, enhancing energy efficiency, and ensuring equitable public services [9][11]. Summary by Sections 1. ESG Policy: Balancing Environmental and Social Issues - The public utility sector is a major contributor to energy consumption and carbon emissions, making its green transition vital for national carbon goals [3][9]. - Recent policies emphasize the development of clean energy and pollution control, with specific directives from various government bodies [9][11]. 2. Constructing the ESG Evaluation System: Multi-Dimensional Assessment - The ESG evaluation system is structured with four positive categories: General Indicators, Environmental Indicators, Social Indicators, and Governance Indicators, along with one negative category for violations [12][28]. - Each category has specific indicators designed to objectively assess the performance of enterprises in the public utility sector [12][28]. 3. General Indicators - General indicators assess the authenticity and standardization of ESG reports, including the basis for report preparation, third-party verification, and the publication of ESG-specific reports [12][14]. 4. Environmental Indicators - Environmental indicators focus on energy efficiency and circular economy principles, with metrics for emissions management, ecological compliance, resource utilization, and climate strategy [15][17]. 5. Social Indicators - Social indicators highlight the sector's role in public service, with metrics for community contributions, employee development, innovation, supply chain responsibility, and customer rights [19][21]. 6. Governance Indicators - Governance indicators aim to enhance corporate governance standards, focusing on party leadership, industry reform, compliance risk management, governance structure, and information transparency [23][26]. 7. Negative Indicators - The negative category includes penalties for violations, with specific metrics for environmental, social, and governance infractions, where each violation results in a deduction of points [28][31]. 8. Valuation of Key Companies - The report includes a valuation table for key companies in the public utility sector, indicating ratings and projected earnings per share (EPS) for the years 2025 to 2027 [34].

四川川投能源股份有限公司 2025 年第二次临时股东大会会议材料 2025 年 11 月 2025 年第二次临时股东大会文件目录 1.关于修订《公司章程》及其附件并取消监事会的提案报告； 2.关于变更部分募集资金投向的提案报告； 3.关于增补十一届董事会董事的提案报告。 请各位股东审议。 2025 年 11 月 5 日 1 2025 年第二次临时股东大会 提案报告二 2025 年第二次临时股东大会 提案报告一 关于修订《公司章程》及其附件并取消监事会的提案 报告 各位股东： 为进一步完善公司治理结构，提升公司规范运作水平，切实 维护公司及全体股东的合法权益，根据《中华人民共和国公司法 （2023 年修订）》《上市公司章程指引（2025 年修订）》《上 市公司股东会规则》《上海证券交易所股票上市规则（2025 年 4 月修订）》等相关法律法规及规范性文件的要求，并结合公司实 际情况，拟对《公司章程》《股东大会议事规则》《董事会议事 规则》进行修订；取消监事会，其职能由董事会审计委员会行使， 《监事会议事规则》相应废止，公司各项管理制度中涉及监事会、 监事的条款不再适用。 详见公司于 2025 年 10 月 21 ...

Core Insights - The report provides a comprehensive analysis of the Chinese electricity market from 2026 to 2032, focusing on industry trends, market dynamics, and investment opportunities [2][3][11]. Chapter Summaries Chapter 1: Overview of the Electricity Industry - Defines the electricity industry and its classifications, including regulatory frameworks and data sources used in the report [2][3]. Chapter 2: Global Electricity Industry Development - Analyzes the political and legal environment, historical development, market conditions, and competitive landscape of the global electricity sector [3][4]. - Discusses market size and forecasts, highlighting consumption and supply dynamics [3][4]. Chapter 3: Current State of the Chinese Electricity Industry - Examines technological advancements, historical development, and import/export conditions of the Chinese electricity sector [4][5]. - Analyzes market participants, supply and demand conditions, and identifies market pain points [4][5]. Chapter 4: Market Competition and Investment in China - Details the competitive landscape, including major players and their strategic positioning within the market [5][6]. - Discusses investment trends, mergers, and acquisitions in the electricity sector [5][6]. Chapter 5: Industry Chain and Supporting Layout - Provides an overview of the electricity industry chain, including resource distribution and supply conditions for various energy sources [6][7]. - Analyzes the market for upstream generation, transmission, and distribution equipment [6][7]. Chapter 6: Development of Sub-markets - Reviews the current state of various sub-markets, including thermal, hydro, wind, solar, nuclear, and biomass power generation [7][8]. Chapter 7: Regional Market Development - Analyzes the development patterns of the electricity market in key regions, focusing on generation and consumption metrics [8][9]. Chapter 8: Case Studies of Global and Chinese Enterprises - Compares the strategic positioning and operational performance of major electricity companies in China and globally [9][10]. Chapter 9: Environmental Insights and SWOT Analysis - Evaluates the economic, social, and policy environments affecting the electricity industry in China, along with a SWOT analysis [11][12]. Chapter 10: Market Prospects and Trends - Assesses the potential for growth in the Chinese electricity market and forecasts future trends [11][12]. Chapter 11: Investment Strategies and Recommendations - Discusses barriers to entry and exit, investment risks, opportunities, and strategic recommendations for investors in the electricity sector [11][12].

Investment Rating - The report maintains a positive outlook on the power and gas sectors, indicating a "Buy" recommendation for several companies within these industries [3][4]. Core Insights - The second industry is the main driver of electricity consumption growth, with a notable increase in electricity demand due to seasonal factors and high temperatures in Q3 [4][9]. - Global gas prices are rebounding, and expectations of a cold winter may enhance gas sales growth [18][19]. - The report highlights various investment opportunities across different energy sectors, including hydropower, green energy, nuclear power, thermal power, and gas [16][40]. Summary by Sections 1. Electricity: Q3 Second Industry Drives National Electricity Consumption - In September, total electricity consumption reached 888.6 billion kWh, a year-on-year increase of 4.5% [10]. - The second industry contributed significantly to this growth, with a 5.1% increase in electricity consumption, accounting for 51% of the total growth [4][9]. - The cumulative electricity consumption from January to September was 7767.5 billion kWh, reflecting a 4.6% year-on-year growth [13]. 2. Gas: Global Gas Price Rebound and Cold Winter Expectations - As of October 24, the Henry Hub spot price was $3.21/mmBtu, showing a weekly increase of 13.96% [19][20]. - The report notes a seasonal demand increase and geopolitical factors supporting gas prices, particularly in Europe [25][37]. - The anticipated La Niña phenomenon may lead to colder winter conditions, potentially boosting gas consumption [37]. 3. Weekly Market Review - The report indicates that the power equipment sector outperformed the Shanghai and Shenzhen 300 index, while the public utility, gas, and environmental protection sectors lagged [42]. 4. Company and Industry Dynamics - The report discusses significant developments in the energy sector, including the launch of innovative products in wind energy and updates on national energy policies [50][51]. - It highlights the performance of major companies, such as Huadian International, which reported a decrease in electricity generation due to increased renewable energy capacity [57].

Core Insights - The company reported a revenue of 1.14 billion yuan for the first three quarters of 2025, representing a year-on-year increase of 4.95%, while the net profit attributable to shareholders decreased by 4.54% to 4.22 billion yuan [1] - The decrease in water inflow from the Yalong River led to a slight decline in investment income, with the Yalong River Hydropower Company generating 70.93 billion kWh of electricity, down 0.78% year-on-year [1] - The company’s hydropower generation increased significantly due to the commissioning of new units, with a total generation of 4.86 billion kWh in the first three quarters, up 17.92% year-on-year [2] - The average on-grid electricity price for hydropower decreased by 6.47% to 0.188 yuan/kWh in the first three quarters, with a more significant drop of 28% in Q3 due to high rainfall during the flood season [2] - The photovoltaic segment faced pressure on both volume and price, with a total on-grid electricity generation of 216 million kWh, down 3.57% year-on-year, and an average on-grid price of 0.439 yuan/kWh, down 12.55% [3] - The company is actively advancing several renewable energy projects, indicating potential growth in the future [3] - Profit forecasts for 2025-2027 suggest a gradual increase in net profit, with estimates of 4.6 billion yuan in 2025, reflecting a year-on-year growth of 2.99% [3] Financial Performance - For Q3 2025, the company achieved a revenue of 429 million yuan and a net profit of 1.76 billion yuan, representing declines of 11.30% and 16.96% year-on-year, respectively [1] - Investment income for the company decreased by 15.82% to 1.76 billion yuan in Q3 due to lower contributions from hydropower generation [1] Hydropower Segment - The company’s controlled hydropower enterprises completed a total generation of 4.857 billion kWh in the first three quarters, marking a year-on-year increase of 17.92% [2] - The average on-grid electricity price for hydropower in Q3 was approximately 0.1210 yuan/kWh, reflecting a significant decrease due to seasonal factors [2] Photovoltaic Segment - The company’s photovoltaic power generation faced challenges, with a total on-grid electricity generation of 216 million kWh, down 3.57% year-on-year [3] - The average on-grid electricity price for photovoltaic projects was 0.439 yuan/kWh, down 12.55% year-on-year, indicating competitive pressures in the market [3] Future Outlook - The company is pursuing several renewable energy projects, including energy storage and solar power initiatives, which are expected to contribute to future revenue growth [3] - Profit forecasts indicate a steady increase in net profit over the next few years, with a projected PE ratio of 15.58 for 2025 [3]