关于取消监事会并修订《公司章程》的议案 厦门金龙汽车集团股份有限公司 2025 年第五次临时股东大会 会议资料 二〇二五年十二月三十日 金龙汽车 2025 年第五次临时股东大会会议资料 目 录 | 1.议案一：关于取消监事会并修订《公司章程》的议案 | 2 | | --- | --- | | 2.议案二：关于修订公司部分治理制度的的议案 | 4 | | 3.议案三：关于补充预计 2025 年度日常关联交易事项的议案 | 5 | | 4.议案四：关于续聘会计师事务所的议案 | 6 | 1 金龙汽车2025年第五次临时股东大会会议资料 议案一 各位股东及股东代表： 一、取消监事会的情况 为确保公司治理与监管规定保持同步，进一步规范公司运作机制，根据《中华 人民共和国公司法》（以下简称《公司法》）、《中华人民共和国证券法》（以下 简称《证券法》）、《关于新〈公司法〉配套制度规则实施相关过渡期安排》《上 市公司章程指引》《上海证券交易所股票上市规则》等相关法律法规、部门规章、 规范性文件的规定，结合公司实际情况，公司将不再设置监事会、监事，监事会的 职权由董事会审计委员会行使。监事会取消后，《监事会议事规则》相应废止 ...

Core Viewpoint - After ending the "21 consecutive months of growth," China's bus exports showed a mixed trend in November 2025, with a total export of 56,635 units, reflecting a year-on-year decline of 1.76% but a month-on-month increase of 10.38% [1][3]. Export Volume Overview - In the first 11 months of 2025, China's total bus exports reached 66,338 units, an increase of 11,832 units compared to the same period last year, representing a year-on-year growth of 21.71% [1][3]. - November 2025 saw a total export of 5,635 units, marking a significant improvement from October, with the year-on-year decline narrowing by 20.61 percentage points [1]. Segment Performance - In November 2025, large and medium buses experienced positive year-on-year growth, while light buses saw a decline of over 40% [4]. - Large bus exports totaled 2,638 units, up 5.69% year-on-year, while medium bus exports surged by 77.58% to 1,687 units [5]. - Light bus exports were 1,310 units, down 42.79% year-on-year, although there was a month-on-month recovery [5]. Functional Attributes - In November 2025, the export of seat buses was 3,545 units, down 11% year-on-year, while public transport buses saw an increase of 15.09% with 2,014 units exported [7][8]. - The export of school buses and other buses showed significant fluctuations, with school bus exports increasing by 3,000% to 31 units, while other buses saw a decline of 39.18% [8]. Company Rankings - In the first 11 months of 2025, Yutong and King Long led the export rankings with over 10,000 units each, capturing 19.30% and 16.65% market shares, respectively [14][15]. - Other notable companies included Xiamen Jinlv and Suzhou King Long Haige, both exceeding 7,000 units, while Zhongtong Bus remained in the top five with nearly 6,000 units exported [14]. Monthly Export Leaders - In November 2025, the top exporters were Xiamen King Long (1,166 units), Yutong (1,064 units), and Jiangling Jingma (636 units), with Xiamen King Long achieving a year-on-year growth of 41.85% [17][18]. Market Trends - The overall market pressure remains significant, with the seat bus segment experiencing a widening year-on-year decline of 11%, particularly in large seat buses, which hit a yearly low [12]. - The bus export landscape is characterized by a slow market recovery, leading to uncertainty in December 2025's export trends [12].

从资金流向上来看，当日商用车板块主力资金净流出8659.08万元，游资资金净流出8398.84万元，散户 资金净流入1.71亿元。商用车板块个股资金流向见下表： 证券之星消息，12月22日商用车板块较上一交易日上涨0.38%，金龙汽车领涨。当日上证指数报收于 3917.36，上涨0.69%。深证成指报收于13332.73，上涨1.47%。商用车板块个股涨跌见下表： 以上内容为证券之星据公开信息整理，由AI算法生成（网信算备310104345710301240019号），不构成投资建议。 fund ...

Core Viewpoint - The automotive industry is at a new crossroads in 2026, with the end of the electric vehicle (EV) boom and the rise of smart technology. Investment opportunities lie in commercial vehicles and two-wheeled vehicles, focusing on finding resilient alpha varieties and embracing the next industrial trends of smart technology and robotics/AIDC [4][10]. Group 1: Automotive Sector Investment Strategy - The automotive industry should reference the years 2011 and 2018 for strategic insights. The focus is on finding resilient alpha varieties and embracing the next industrial trends, particularly in smart technology and robotics/AIDC [4][10]. - The total domestic demand for passenger vehicles in 2026 is expected to be 22 million units, a decrease of 3.5% year-on-year, while the demand for new energy vehicles is projected to reach 13.2 million units, an increase of 6.4% [5][10]. - The wholesale sales of heavy trucks are forecasted to be 1.16 million units in 2026, with a year-on-year increase of 1.5%. Domestic sales are expected to decline by 5.5% to 770,000 units, while exports are projected to rise by 18.8% to 390,000-400,000 units [5][27]. Group 2: Key Investment Opportunities - In the bus sector, the top picks are Yutong Bus and Jinlong Automobile. For motorcycles, the preferred choices are Chunfeng Power and Longxin General. In the heavy truck sector, China National Heavy Duty Truck and Weichai Power are favored. For passenger vehicles, BYD is the primary choice, with Jianghuai Automobile as a secondary option. In the parts sector, Fuyao Glass, Xingyu Co., and Minth Group are recommended [6][10]. - The L4 RoboX investment opportunities focus on the B-end software sector over C-end hardware. Preferred stocks include XPeng Motors, Horizon Robotics, and others in the H-share market, while A-share selections include Qianli Technology and Desay SV [7][10]. - The robotics and AIDC investment opportunities are highlighted, with a focus on the upcoming Optimus V3 overseas and the rapid development of domestic robotics. Key selections include Top Group for robotics and liquid cooling, and Junsheng Electronics for robotics [7][10]. Group 3: Market Forecasts - The passenger vehicle market is expected to see a total sales volume of 22 million units in 2026, with a year-on-year decrease of 3.5%. New energy vehicle sales are projected to reach 13.2 million units, an increase of 6.4% [5][17]. - The heavy truck market is forecasted to have a wholesale volume of 1.16 million units in 2026, with domestic sales declining by 5.5% to 770,000 units, while exports are expected to rise by 18.8% [5][27]. - The bus sector is anticipated to maintain a strong export growth rate of over 30%, with domestic sales expected to reach 81,000 units, a year-on-year increase of 3% [5][32]. Group 4: Motorcycle Market Insights - The motorcycle industry is projected to have total sales of 19.38 million units in 2026, a year-on-year increase of 14%. The large-displacement motorcycle segment is expected to reach 1.26 million units, a 31% increase [5][34]. - Domestic sales of large-displacement motorcycles are expected to reach 430,000 units, a 5% increase, while exports are projected to be 830,000 units, a 50% increase [5][35]. Group 5: Future Trends and Innovations - The penetration rate of smart driving technology in new energy vehicles is expected to rise to 40% by 2026, with significant growth in the use of domestic chips [22][23]. - The heavy truck export market is expected to recover, with significant growth in regions such as Southeast Asia and Africa, driven by local infrastructure and mining demands [28][29].

Core Insights - The domestic commercial vehicle market is experiencing a strong growth trend, particularly in the new energy commercial vehicle segment, driven by policy support and increasing demand for vehicle upgrades [1][2][10]. Commercial Vehicle Market Analysis - In November 2025, domestic commercial vehicle sales reached 260,000 units, a year-on-year increase of 4% and a month-on-month increase of 4% [5]. - From January to November 2025, total commercial vehicle sales amounted to 2.81 million units, representing a 9% year-on-year growth [5]. - The new energy commercial vehicle sales for the same period reached 770,000 units, showing a significant year-on-year increase of 54% [8]. New Energy Commercial Vehicle Performance - The penetration rate of new energy commercial vehicles has risen sharply, reaching 27% from January to November 2025, up 7 percentage points year-on-year [12]. - By November 2025, the penetration rate for new energy commercial vehicles reached 36%, an increase of 11 percentage points compared to the same month last year [12][10]. Market Trends and Dynamics - The market for new energy commercial vehicles is characterized by a strong upward trend from March to November 2025, with November sales peaking at 92,000 units, a 45% year-on-year increase [10][8]. - The overall commercial vehicle market has shown a recovery from previous lows, with 2025 marking a significant improvement compared to the previous years [5][4]. Competitive Landscape - Major players in the commercial vehicle sector include Beiqi Foton, SAIC-GM-Wuling, Dongfeng Motor, and China National Heavy Duty Truck Group, with Foton and Wuling leading in light truck and bus markets respectively [14]. - The new energy segment is seeing increased competition, particularly among companies like Geely and Chery, which are gaining traction in the new energy light truck market [20].

Core Viewpoint - The meeting organized by the China Automobile Industry Association (CAIA) focused on the current operational status of the automotive industry and future market predictions, emphasizing the importance of collaboration and innovation among industry players to navigate global competition and achieve high-quality development [1][3][9]. Group 1: Meeting Overview - The meeting took place from December 15-17, 2025, in Xiamen, organized by CAIA and supported by Xiamen Golden Dragon Bus Co., Ltd, with participation from representatives of 27 key automotive enterprises [1]. - CAIA's Deputy Secretary-General Chen Shihua highlighted the meeting as a crucial platform for industry communication and addressing operational challenges [3]. Group 2: Industry Insights - During the meeting, participants discussed the current state of the automotive industry, key issues, and policy recommendations, focusing on the implementation of "two new" policies, expanding automotive consumption, quality and after-sales service, and the development of both new energy and fuel vehicles [7]. - The meeting also included a market forecast session where CAIA's Industry Information Department shared preliminary insights on market trends for the upcoming year [7]. Group 3: Future Directions - Chen Shihua emphasized the importance of enterprises being close to the market and consumers for accurate analysis and predictions, which will support CAIA's future work [9]. - The automotive industry is recognized as a vital pillar of the national economy, with the government placing significant importance on its healthy development, and CAIA plans to continue self-regulation and standardization efforts in the industry [9].

Core Conclusions - The 2026 automotive industry investment strategy emphasizes "breaking old and establishing new," suggesting that the industry is at a crossroads similar to 2011 and 2018, with the end of the electric vehicle (EV) boom and the rise of smart technology [2][3] - The report predicts a total domestic demand of 22 million vehicles in 2026, a decrease of 3.5% year-on-year, with new energy vehicle (NEV) sales expected to reach 13.2 million, an increase of 6.4% [2][10] - The commercial vehicle sector is expected to see a wholesale volume of 1.16 million units in 2026, with a slight increase of 1.5% year-on-year, while the bus sector is projected to maintain strong export growth [2][19] Passenger Vehicle Sector - The passenger vehicle sector is projected to experience a total sales volume of 22 million units in 2026, with NEV sales expected to reach 13.2 million units, reflecting a year-on-year growth of 6.4% [2][10] - The report highlights the impact of a 5% purchase tax on NEVs starting January 1, 2026, which is expected to support domestic demand [10] - Key investment opportunities include BYD and Jianghuai Automobile in the passenger vehicle sector [2][3] Commercial Vehicle Sector - The heavy truck segment is forecasted to have a wholesale volume of 1.16 million units in 2026, with domestic sales expected to decline by 5.5% to 770,000 units, while exports are projected to grow by 18.8% [2][15] - The bus sector is expected to see a total domestic sales volume of 81,000 units, with exports anticipated to grow by over 30% [2][19] Motorcycle Sector - The motorcycle industry is expected to achieve total sales of 19.38 million units in 2026, representing a year-on-year increase of 14%, with large-displacement motorcycles projected to grow by 31% [2][22] - Domestic sales of large-displacement motorcycles are expected to reach 430,000 units, while exports are projected to grow significantly [22] Investment Opportunities - The report identifies key investment opportunities across various segments, including Yutong Bus and King Long in the bus sector, and Spring Power and Longxin General in the motorcycle sector [2][3] - The focus on L4 RoboX investment opportunities highlights the importance of software over hardware in the autonomous driving sector, with recommended stocks including XPeng Motors and Horizon Robotics [2][3] Growth Trends - The report anticipates a continued focus on smart technology and robotics, with significant growth expected in the L4 RoboX industry and AIDC (Automated Identification and Data Capture) sectors [2][3] - The penetration rate of smart driving technology in new energy vehicles is expected to reach 40% by 2026, with a notable shift in chip supplier market shares [13][14]

Core Viewpoint - Jinlong Automobile's stock price has shown a significant increase this year, with a year-to-date rise of 16.77%, despite a slight decline in the last five trading days [1]. Group 1: Stock Performance - As of December 19, Jinlong Automobile's stock price reached 16.29 CNY per share, with a trading volume of 1.10 billion CNY and a turnover rate of 0.95%, resulting in a total market capitalization of 11.681 billion CNY [1]. - The stock has experienced a 1.21% decline over the last five trading days, but has increased by 15.61% over the past 20 days and 40.80% over the past 60 days [1]. Group 2: Financial Performance - For the period from January to September 2025, Jinlong Automobile reported a revenue of 16.329 billion CNY, reflecting a year-on-year growth of 13.40%. The net profit attributable to shareholders was 247 million CNY, marking a substantial increase of 223.71% [2]. Group 3: Shareholder Information - As of September 30, 2025, the number of shareholders for Jinlong Automobile was 61,200, a decrease of 5.02% from the previous period. The average number of circulating shares per shareholder increased by 5.28% to 11,706 shares [2]. - The company has distributed a total of 862 million CNY in dividends since its A-share listing, with 104 million CNY distributed over the last three years [3].

从资金流向上来看，当日商用车板块主力资金净流入1.44亿元，游资资金净流出1.2亿元，散户资金净流 出2349.74万元。商用车板块个股资金流向见下表： 以上内容为证券之星据公开信息整理，由AI算法生成（网信算备310104345710301240019号），不构成投资建议。 证券之星消息，12月18日商用车板块较上一交易日下跌0.11%，金龙汽车领跌。当日上证指数报收于 3876.37，上涨0.16%。深证成指报收于13053.98，下跌1.29%。商用车板块个股涨跌见下表： ...

Core Viewpoint - The commercial vehicle sector experienced a decline of 1.42% on December 16, with Jinlong Automobile leading the drop. The Shanghai Composite Index closed at 3824.81, down 1.11%, while the Shenzhen Component Index closed at 12914.67, down 1.51% [1]. Group 1: Market Performance - The commercial vehicle sector saw a net outflow of 256 million yuan from major funds, while retail investors contributed a net inflow of 132 million yuan [2][3]. - Key stocks in the commercial vehicle sector showed varied performance, with Foton Motor increasing by 1.46% to close at 2.78 yuan, while Jinlong Automobile fell by 6.45% to 16.10 yuan [1][2]. Group 2: Individual Stock Analysis - Foton Motor had a trading volume of 1.2982 million shares and a transaction value of 359 million yuan [1]. - Dongfeng Motor closed at 7.13 yuan, with a trading volume of 229,100 shares and a transaction value of 163 million yuan [1]. - Jinlong Automobile led the decline with a trading volume of 421,600 shares and a transaction value of 699 million yuan [2].