证券代码：600685 证券简称：中船防务 公告编号：2023-031 中船海洋与防务装备股份有限公司 关于董事会及监事会延期换届的公告 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法律责任。 中船海洋与防务装备股份有限公司（以下简称"公司"）第十届 董事会及监事会于 2023 年 10 月 23 日已任期届满。鉴于第十一届董 事会董事候选人、第十一届监事会监事候选人的提名工作尚未完成， 为保持董事会、监事会工作的连续性，董事会、监事会的换届选举工 作将延期进行。第十届董事会董事及第十届监事会监事的任期将顺延 至新一届董事会及监事会经本公司股东大会选举产生之日止。同时， 本公司第十届董事会各专门委员会及高级管理人员的任期亦相应顺 延。本公司将尽快完成董事会、监事会的换届选举工作并及时履行相 应的信息披露义务。 在董事会、监事会换届选举工作完成之前，本公司第十届董事会、 监事会全体成员及高级管理人员将依照适用法律、行政法规和本公司 《公司章程》的有关规定继续履行相应的义务和职责。董事会、监事 会延期换届不会影响公司的正常运营。 特此公告 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任何部分內容而產生或 因倚賴該等內容而引致的任何損失承擔任何責任。 李志東 在中華人民共和國註冊成立之股份有限公司） 廣州，二零二三年十月十七日 （H 股股份代碼：00317） 董事會會議通知 茲通告，中船海洋與防務裝備股份有限公司（「本公司」，連同其附屬公司合 稱 「本集團」）將於二零二三年十月二十七日（星期五）舉行本公司董事（「董 事」）會（「董事會」）會議，以審議本集團截至二零二三年九月三十日止九個月 未經審計的二零二三年第三季度報告及其他事宜（如有）。 承董事會命 中船海洋與防務裝備股份有限公司 公司秘書 本公告公佈之日，本公司董事會的十位成員分別為：執行董事陳利平先生及向輝明先生；非 執行董事陳激先生、顧遠先生、任開江先生及尹路先生；以及獨立非執行董事喻世友先生、 林斌先生、聶煒先生及李志堅先生。 ...

FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2023年9月30日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 中船海洋與防務裝備股份有限公司 呈交日期: 2023年10月9日 | 2. 股份分類 | 普通股 | 股份類別 | A | | 於香港聯交所上市 (註1) | | 否 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 | 600685 | 說明 | | 於上海證券交易所 （「上交所」）上市之A股 | | | | | | | | 法定/註冊股份數目 | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 821,435,181 | RMB | | 1 RMB | | 821,435,181 | | 增加 / 減少 (-) | | | 0 | | | RMB | | | | 本月底結存 | | | 821,435,181 | RMB | | 1 RMB | | 821,435,181 | 本月底法定/註冊股本總額： RMB 1, ...

重要提示 | 未出席董事職務 | 未出席董事姓名 | 未出席董事的原因說明 | 被委託人姓名 | | --- | --- | --- | --- | | 董事 | 向輝明 | 工作原因 | 喻世友 | | 董事 | 陳激 | 工作原因 | 陳利平 | | 董事 | 顧遠 | 工作原因 | 陳利平 | 1 中船海洋與防務裝備股份有限公司 2023 年半年度報告 2023 中期報告 一、 本公司董事會、監事會及董事、監事、高級管理人員保證半年度報告內容的真實性、準確性、完整性，不存在虛假記載、誤 導性陳述或重大遺漏，並承擔個別和連帶的法律責任。 二、 除下文所述者外，本公司全體董事出席了董事會會議以批准中期報告。 三、 本半年度報告未經審計。本報告所載財務資料已由本公司董事會審計委員會審閱及確認。 四、 公司負責人陳利平、主管會計工作負責人侯增全及會計機構負責人（會計主管人員）謝微紅聲明：保證半年度報告中財務報告 的真實、準確、完整。 五、 本公司2023年半年度不進行利潤分配（即不派發截至二零二三年六月三十日止六個月期間的中期股息），也不實施資本公積金 轉增股本（2022年半年度：無）。 六、 本半年度報告涉及 ...

Financial Performance - The company reported no profit distribution for the first half of 2023, similar to the first half of 2022, with no interim dividends declared[5]. - The company achieved a total operating revenue of RMB 5,982,333,803.04 for the reporting period, representing a year-on-year increase of 40.06%[16]. - Net profit attributable to shareholders of the listed company was RMB 12,665,284.90, a decrease of 33.09% compared to the same period last year[16]. - The basic earnings per share decreased to RMB 0.0090, down 32.84% from the previous year[16]. - The company reported a net profit attributable to shareholders after deducting non-recurring gains and losses of RMB 15,478,915.06, a substantial increase of 636.89% year-on-year[16]. - The total assets at the end of the reporting period were RMB 46,866,852,879.69, an increase of 0.77% compared to the end of the previous year[16]. - The weighted average return on net assets decreased by 0.06 percentage points to 0.08%[16]. - The company reported a significant increase in other comprehensive income, rising to RMB 3.17 billion from RMB 1.45 billion, an increase of approximately 118.79%[114]. - The company reported a total profit of RMB 13,435,756.83 for the first half of 2023, down from RMB 28,338,483.12 in the same period of 2022[120]. - The company’s total comprehensive income for the first half of 2023 was RMB 1,752,667,838.40, compared to a loss of RMB 932,164,704.44 in the first half of 2022[121]. Cash Flow and Liquidity - The net cash flow from operating activities was RMB -2,603,497,437.82, reflecting a significant decline of 303.48% year-on-year[16]. - The company's cash and cash equivalents decreased by 33.22% to RMB 9.892 billion, influenced by reduced shipbuilding progress payments and loan repayments[31]. - The net cash flow from operating activities was negative RMB 2.603 billion, a decrease of 303.48% compared to the previous year, primarily due to uneven cash collection[29]. - Cash flow from operating activities for the first half of 2023 was negative at RMB -2,603.50 million, compared to a positive RMB 1,279.47 million in the same period of 2022[124]. - The total cash inflow from financing activities was 716,000,000.00 RMB, while cash outflow totaled 2,930,538,244.91 RMB, resulting in a net cash flow from financing activities of -2,214,538,244.91 RMB[125]. Investments and Subsidiaries - The company holds a 41.9170% stake in Guangchuan International, a significant associate company[8]. - The total value of the company's backlog contracts reached approximately RMB 56.11 billion, with RMB 53.66 billion in shipbuilding orders, including 116 vessels and 2 offshore engineering equipment[26]. - The company’s subsidiaries showed mixed performance, with some reporting significant profit increases while others faced declines[46]. - The company has not engaged in any major acquisitions or disposals of subsidiaries during the reporting period[43]. - The company completed the transfer of a 0.126% stake in China Shipbuilding Finance for RMB 25.218 million, with the transaction finalized on June 29, 2023[43]. Risk Management - The company has detailed potential risks in the management discussion and analysis section of the report[5]. - The company emphasizes the importance of investor awareness regarding investment risks associated with forward-looking statements[5]. - The company faces financial risks including exchange rate fluctuations affecting dollar-denominated export ship orders, and interest rate risks from bank loans[48]. - Customer risks are present due to potential financing difficulties among shipowners, which could lead to contract defaults and delayed deliveries[49]. - Cost risks arise from the volatility of raw material prices and rising labor costs, impacting the cost of construction projects[50]. Environmental and Social Responsibility - The company emphasizes sustainable development by enhancing core competitiveness in R&D and construction technology to explore new growth points and improve profitability[24]. - The company has established 6 sets of organic waste gas purification devices at Huangpu Wenchong, and 8 sets at Wenchong Shipyard, ensuring compliance with environmental standards[58][59]. - The group purchased agricultural products from designated poverty alleviation counties valued at RMB 173,700.9 during the reporting period[66]. - The group raised special funds for rural revitalization amounting to RMB 100,000[66]. Corporate Governance - The board of directors confirmed the accuracy and completeness of the financial report, which has not been audited[5]. - The company has not reported any violations of decision-making procedures regarding external guarantees[5]. - The company has authorized a foreign exchange derivative trading limit of up to USD 3.658 billion, with a balance of USD 1.833 billion (approximately RMB 12.60 billion) as of June 30, 2023[41]. - The company renewed the appointment of Lixin as the financial audit institution for the 2023 annual report, with an audit fee of RMB 1.26 million[76]. - The company has no significant litigation or arbitration matters during the reporting period[77]. Market Position and Strategy - The company holds a leading position in the domestic market for various products, including patrol vessels, public service vessels, and dredging vessels, contributing to a solid market foundation[24]. - The company is focusing on strategic emerging industries such as new energy and intelligent manufacturing, with significant development opportunities in offshore wind power and industrial internet[95]. - The company aims to achieve a revenue of RMB 13.8 billion and contract undertakings of RMB 16.2 billion for the year 2023[97]. - The new shipbuilding market is expected to achieve resilient recovery, with global new ship order volume projected at approximately 9 million deadweight tons in 2023[95]. Accounting and Financial Reporting - The financial statements are prepared based on the accounting standards issued by the Ministry of Finance, reflecting the group's financial position as of June 30, 2023, and the operating results and cash flows for the first half of 2023[140]. - The group applies the equity method for investments in joint ventures and associates, recognizing assets and liabilities based on the respective agreements[145]. - The group ensures that the accounting policies and periods of subsidiaries are aligned with its own for accurate financial reporting[143]. - The group recognizes gains or losses from the disposal of equity investments based on the difference between the consideration received and the carrying amount of the equity[144].

FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2023年8月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 中船海洋與防務裝備股份有限公司 呈交日期: 2023年9月4日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | H | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 | 00317 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 592,071,197 | RMB | | 1 RMB | | 592,071,197 | | 增加 / 減少 (-) | | | 0 | | | RMB | | | | 本月底結存 | | | 592,071,197 | RMB | | 1 RMB | | 592,071,197 | | 2. 股份分類 | 普通股 | 股份類別 | A | | ...

Financial Performance - The company's operating revenue for the first half of 2023 reached ¥5,982,333,803.04, representing a 40.06% increase compared to the same period last year[15]. - The net profit attributable to shareholders of the listed company was ¥12,665,284.90, a decrease of 33.09% year-on-year[15]. - The net profit after deducting non-recurring gains and losses was ¥15,478,915.06, showing a significant increase of 636.89% compared to the previous year[15]. - The net cash flow from operating activities was -¥2,603,497,437.82, indicating a decline of 303.48% compared to the previous year[15]. - Basic earnings per share for the first half of 2023 were ¥0.0090, down 32.84% from the same period last year[16]. - The diluted earnings per share also stood at ¥0.0090, reflecting the same percentage decrease[16]. - The weighted average return on net assets was 0.08%, a decrease of 0.06 percentage points compared to the previous year[16]. - The company reported a total profit of RMB 13,435,756.83 for the first half of 2023, down 52.6% from RMB 28,338,483.12 in the previous year[107]. - The company reported a net profit attributable to shareholders of RMB 0.13 billion, with earnings per share of RMB 0.009[31]. - The company reported a decrease in investment income, reporting a loss of RMB 20,287,931.58 compared to a loss of RMB 24,331,129.96 in the previous year[107]. Assets and Liabilities - The total assets of the company at the end of the reporting period were ¥46,866,852,879.69, a slight increase of 0.77% from the end of the previous year[15]. - The total value of the company's hand-held orders reached approximately RMB 56.11 billion, with shipbuilding orders valued at RMB 53.66 billion, including 116 vessels[30]. - Cash and cash equivalents decreased by 33.22% to CNY 9,891,953,817.90, accounting for 21.11% of total assets[35]. - Accounts receivable increased by 41.48% to CNY 1,632,835,180.14, representing 3.48% of total assets[35]. - Inventory rose by 24.34% to CNY 5,413,145,291.23, which is 11.55% of total assets[36]. - Contract assets increased by 67.03% to CNY 3,832,164,584.23, making up 8.18% of total assets[36]. - Total liabilities decreased to RMB 26.75 billion, down 3.63% from RMB 27.76 billion at the end of 2022[103]. - Short-term borrowings decreased significantly to RMB 1.61 billion, down 44.2% from RMB 2.88 billion at the end of 2022[103]. Research and Development - The company has established multiple technology innovation platforms, enhancing its research and development capabilities in high-tech and high-value-added products[27]. - The company’s R&D expenses amounted to RMB 231.43 million, an increase of 4.68% compared to the previous year[32]. - Research and development expenses rose to RMB 231,432,606.50, reflecting a year-over-year increase of 4.1% from RMB 221,092,386.17[107]. Environmental and Social Responsibility - The company was included in the 2023 Guangzhou Environmental Supervision Key Units list, indicating its status as a significant pollutant discharge unit[58]. - The average emission concentration of toluene from Wenchong Shipyard was reported at 1.89 mg/m³, with a total discharge of 744 KG[59]. - The company reduced carbon dioxide equivalent emissions by 5,222 tons during the reporting period[68]. - The Longxue plant's distributed photovoltaic power station generated 6.5919 million kWh of clean electricity, reducing carbon emissions by 3,475 tons[68]. - The company purchased agricultural products worth 173,700.9 yuan from targeted poverty alleviation counties[69]. Corporate Governance - The company guarantees that it will not engage in related party transactions that could harm the interests of shareholders, committing to fair market practices[74]. - The company has established an independent financial accounting department to ensure autonomous financial decision-making[71]. - The company has committed to transparency in its financial dealings and adherence to legal regulations regarding shareholder rights[74]. - The company has complied with all corporate governance codes as per the Hong Kong Stock Exchange regulations[94]. Financial Instruments and Risk Management - The company faces financial risks including exchange rate fluctuations, particularly related to USD-denominated export ship orders, and plans to implement risk prevention strategies using financial instruments[51]. - Interest rate risks arise from bank loans, with potential impacts from market interest rate changes; the company is developing effective interest rate risk management plans[52]. - The company is exposed to customer risks due to potential financing difficulties faced by shipowners, which could lead to contract breaches; measures are being taken to enhance contract compliance management[52]. Shareholder Information - The total number of ordinary shareholders as of the end of the reporting period is 78,614[95]. - The largest shareholder, HKSCC NOMINEES LIMITED, holds 589,431,618 shares, accounting for 41.70% of the total shares[96]. - The second largest shareholder, China Shipbuilding Industry Group Co., Ltd., holds 481,337,700 shares, representing 34.05% of the total shares[96]. Audit and Compliance - The company has appointed Lixin as the auditor for the 2023 annual financial report, with an audit fee of RMB 1.26 million[76]. - The company has no non-standard audit opinions from the previous annual report[76]. - The company reported no significant litigation or arbitration matters during the reporting period[77]. Operational Highlights - The company completed the delivery of 19 vessels, totaling 487,600 deadweight tons[31]. - The new ship order intake for the period was RMB 7.33 billion, a year-on-year increase of 132.94%[30]. - The company aims to enhance its core competitiveness in R&D and construction technology to explore new growth points[30].

Financial Performance - The company's operating revenue for the first half of 2023 reached RMB 5.98 billion, representing a year-on-year increase of 40.06%[3] - Net profit attributable to shareholders was RMB 12.67 million, a decrease of 33.09% compared to the same period last year[3] - The net profit attributable to shareholders after deducting non-recurring gains and losses was RMB 15.48 million, showing a significant increase of 636.89% year-on-year[3] - Basic earnings per share decreased to RMB 0.009, down 32.84% from the previous year[4] - The net cash flow from operating activities was RMB -2.60 billion, a decline of 303.48% compared to the same period last year[3] - The company's total assets at the end of the reporting period were RMB 46.87 billion, an increase of 0.77% from the end of the previous year[3] - The net profit attributable to shareholders was RMB 13 million, with earnings per share of RMB 0.009[12] - The company reported a decrease in cash received from shipbuilding progress payments by 33.22% compared to the end of the previous year[16] - The company reported a significant increase in other comprehensive income, rising to CNY 3.17 billion from CNY 1.45 billion, an increase of approximately 118.9%[47] - The total comprehensive income for the first half of 2023 reached CNY 1,754,095,664.43, a significant improvement from a loss of CNY -923,946,028.53 in the same period of 2022[56] Assets and Liabilities - The company's total assets at the end of the period were RMB 9,891,953,817.90, down 33.22% from the previous year[16] - The company's long-term equity investment balance at the end of the reporting period was RMB 519,649.95 million, a decrease of 6.81% compared to the beginning of the period, primarily due to changes in the equity of joint ventures[21] - The total amount of external guarantees provided by the company is within the approved limit by the shareholders' meeting, with no overdue guarantees occurring during the reporting period[24] - The total current assets decreased to CNY 24.41 billion from CNY 25.85 billion as of December 31, 2022, representing a decline of approximately 5.5%[44] - The company's total non-current assets increased to CNY 22.46 billion from CNY 20.66 billion, marking an increase of about 8.7%[45] - Total liabilities decreased to CNY 26.75 billion from CNY 27.76 billion, reflecting a reduction of approximately 3.7%[46] - The total equity attributable to shareholders rose to CNY 16.95 billion from CNY 15.59 billion, indicating an increase of about 8.7%[47] Orders and Backlog - The company secured new shipbuilding orders worth RMB 7.326 billion, representing a year-on-year increase of 132.94%[12] - The total value of the company's backlog of orders reached approximately RMB 56.11 billion, with shipbuilding orders valued at RMB 53.66 billion[12] - The global new ship order volume decreased by 12% year-on-year, with a total of 782 vessels ordered in the first half of 2023[11] Government Subsidies - The company recognized a government subsidy of RMB 43.75 million during the reporting period, which is closely related to its normal business operations[6] - The company received government subsidies totaling RMB 8.09 million, which are closely related to its normal business operations[9] Environmental Compliance - Three subsidiaries of the company, Huangpu Wenchong, Wenchong Shipyard, and Guangzhou Huangchuan Marine Engineering Co., Ltd., have been included in the 2023 key pollutant discharge units list by the Guangzhou Ecological Environment Bureau[25] - Huangpu Wenchong reported an average emission concentration of 0.157 mg/m³ and a total discharge of 8 kg for toluene, with no exceedance of discharge standards[26] - Wenchong Shipyard had an average emission concentration of 1.89 mg/m³ and a total discharge of 744 kg for toluene, also with no exceedance of discharge standards[26] - The company has established 6 sets of organic waste gas purification devices and 5 sets of dust treatment facilities at Huangpu Wenchong, employing advanced treatment technologies[28] - Wenchong Shipyard has 8 sets of organic waste gas purification devices and has completed the environmental facility renovation project in the first half of 2023, with new online monitoring equipment installed[29] - Huangchuan Marine Engineering has built a wastewater treatment station and installed 12 sets of active carbon adsorption and catalytic combustion purification devices for organic waste gas[30] - All three subsidiaries have obtained pollution discharge permits and water discharge permits, ensuring compliance with environmental regulations[31] - The company has developed an emergency response plan for environmental incidents, regularly conducting drills to enhance response capabilities[31] - The environmental self-monitoring plan has been established according to national standards, with quarterly monitoring of air, water, and noise emissions showing compliance[32] Future Outlook and Strategy - The company plans to expand its market presence and invest in new product development to drive future growth[19] - The company aims to enhance its operational efficiency through strategic initiatives and cost management measures[19] - The company plans to achieve a revenue of RMB 13.8 billion and contract undertakings of RMB 16.2 billion for the year 2023[38] - The offshore wind power business is expected to enter a rapid development phase, driven by declining turbine prices and new planning initiatives[36] - The company is committed to becoming a world-class marine equipment listed company by focusing on R&D, manufacturing, and service integration[37] Cash Flow and Financing - The cash flow from operating activities showed a net outflow of CNY -2,603,497,437.82 in the first half of 2023, contrasting with a net inflow of CNY 1,279,468,624.31 in the same period of 2022[57] - The total cash inflow from financing activities in the first half of 2023 was 716,000,000.00 RMB, down from 3,100,000,000.00 RMB in the first half of 2022[58] - The net cash flow from financing activities for the first half of 2023 was -2,214,538,244.91 RMB, compared to a positive net cash flow of 1,015,586,196.88 RMB in the same period of 2022[58] - The net increase in cash and cash equivalents for the first half of 2023 was -5,544,935,700.59 RMB, contrasting with an increase of 1,156,050,901.29 RMB in the first half of 2022[59] - The cash and cash equivalents at the end of the first half of 2023 stood at 5,525,049,585.25 RMB, down from 6,573,112,458.26 RMB at the end of the first half of 2022[59] Employee and Compensation - The total number of employees as of June 30, 2023, was 5,162, with total employee compensation amounting to RMB 446 million for the first half of 2023[10] Corporate Governance - The company has maintained compliance with corporate governance standards and has held four board meetings during the reporting period[42] - The company has no repurchase, sale, or redemption of its securities during the reporting period[34]

证券代码：600685 证券简称：中船防务 公告编号：2023-030 中船海洋与防务装备股份有限公司 关于召开 2023 年半年度业绩说明会的公告 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法律责任。 重要内容提示： 投资者可于 2023 年 8 月 31 日(星期四)至 9 月 6 日(星期三)16:00 前登录上证路演中心网站首页点击"提问预征集"栏目或通过公司邮 箱 comec@comec.cssc.net.cn 进行提问。公司将在说明会上对投资者 普遍关注的问题进行回答。 中船海洋与防务装备股份有限公司（以下简称"公司"）已于 2023 年 8 月 30 日发布公司 2023 年半年度报告，为便于广大投资者更全面 深入地了解公司 2023 年半年度经营成果、财务状况，公司计划于 2023 年 9 月 7 日上午 10:00-11:00 举行 2023 年半年度业绩说明会，就投 资者关心的问题进行交流。 一、说明会类型 本次投资者说明会以网络互动形式召开，公司将针对 2023 年半 年度的经营成果及财务指标的具体情况与投资者 ...

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