安徽华塑股份有限公司 2025 年第二次临时股东会 会议材料 2025 年 9 月 目 录 | 2025 年第二次临时股东会会议议程 | 1 | | --- | --- | | 2025 年第二次临时股东会参会须知 | 3 | | 关于取消监事会并修订《公司章程》的议案 | 5 | | 关于修订《公司股东会议事规则》的议案 | 39 | | 关于修订《公司董事会议事规则》的议案 | 40 | | 关于修订《公司关联交易管理制度》的议案 | 41 | | 关于制定《公司募集资金管理规定》的议案 | 43 | | 关于修订《公司对外投资管理制度》的议案 | 44 | | 关于修订《公司对外担保管理制度》的议案 | 45 | | 关于修订《公司独立董事制度》的议案 | 46 | | 关于募投项目结项并将节余募集资金用于永久补充流动资金和实施 | | | 新募投项目的议案 | 47 | | 关于更换第六届董事会非独立董事的议案 | 55 | 安徽华塑股份有限公司 2025 年第二次临时股东会会议议程 一、会议召开时间 （一）现场会议：2025 年 9 月 9 日上午 10:00 （二）网络投票：采用上海证券交易所网络 ...

Group 1: Report Overview - The report is about the analyst meeting of Huasu Co., Ltd., a company in the chemical raw materials industry, with a research date of August 26, 2025 [1][2] Group 2: Core Viewpoints - The company's revenue decreased by 151 million yuan year-on-year, a decline of 6.46%, mainly due to market demand and price fluctuations of core products like PVC and caustic soda [24] - The company will implement a cost - reduction and efficiency - enhancement plan with 23 measures in 5 aspects, promote differentiated products, and focus on the western market to offset the decline in the eastern market [24] - The company uses idle raised funds to supplement working capital, with 321.3151 million yuan used as of June 30, 2025 [25] - The company has advantages in resources and energy, relying on self - owned mines and a self - built cogeneration system [25][26] - The company's financial expenses increased by 454.24% in the first half of the year, which will gradually decrease as loans are repaid [26] - The company's net profit attributable to shareholders in the first half of 2025 was - 129 million yuan, and it aims to enhance core business competitiveness and achieve profitability in the main business [26] - The company has a complete industrial chain from resources to energy, chemicals, new materials, and environmental protection, and will explore new products to increase future growth points [27] Group 3: Specific Content by Section 1. Basic Research Information - The research object is Huasu Co., Ltd. in the chemical raw materials industry, and the reception time was on August 26, 2025. The reception staff included the chairman, CFO, board secretary, and independent director [17] 2. Detailed Research Institutions - The reception objects included investors and others [20] 3. Proportion of Research Institutions - No specific content provided 4. Main Content Data - **Business and Market Strategy**: The company will continue to implement cost - reduction and efficiency - enhancement measures, promote differentiated products in the eastern market, and focus on the western market's potential from industrial transfer [24] - **Raised Funds**: The company approved using up to 370 million yuan of idle raised funds to supplement working capital in 2024, and 321.3151 million yuan was used as of June 30, 2025 [25] - **Resources and Energy Advantages**: The company relies on self - owned mines and a self - built cogeneration system to ensure raw material supply and reduce costs [25][26] - **Financial Cost**: The company's financial expenses increased by 454.24% in the first half of the year, which will decrease as loans are repaid [26] - **Profitability and Strategy**: The company aims to enhance core business competitiveness,摆脱 over - dependence on non - recurring gains and losses, and achieve profitability in the main business [26][27]

Core Viewpoint - China Chengda Engineering Co., Ltd. plans to reduce its stake in Huashu Co., Ltd. by up to 10 million shares, representing 0.28% of the total share capital, within a 90-day period [1] Shareholder Reduction Plan - China Chengda intends to sell no more than 10,000,000 shares, which is capped at 1% of the total shares within any consecutive 90 days [1] - As of the announcement date, China Chengda holds 180,000,000 shares, accounting for 5.01% of Huashu's total share capital [1] Shareholding Structure - The top shareholders include Huai Bei Mining Group with 1,740,036,832 shares (48.41%), Anhui Wantou Industrial Investment Co., Ltd. with 359,473,816 shares (10.00%), and China Chengda Engineering Co., Ltd. with 180,000,000 shares (5.01%) [2] - Huashu Co., Ltd. was listed on the Shanghai Stock Exchange on November 26, 2021, with an initial public offering of 386 million shares at a price of 3.94 yuan per share [2] Fundraising and Financials - Huashu raised a total of 1.521 billion yuan through its initial public offering, with a net amount of 1.402 billion yuan after deducting issuance costs [3] - The company plans to use the raised funds for various projects, including energy efficiency upgrades and production expansions [3] - The total fundraising from two rounds amounts to 1.721 billion yuan [4]

无 三、减持计划相关风险提示 证券代码：600935 证券简称：华塑股份 公告编号：2025-066 安徽华塑股份有限公司 关于持股 5%以上股东集中竞价减持股份计划公告 本公司董事会、全体董事及相关股东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： ? 大股东持股的基本情况 截至本次减持计划披露之日，中国成达工程有限公司（以下简称"中国成达"） 持有安徽华塑股份有限公司（以下简称"公司"或"华塑股份"）180,000,000 股，占公司总股本的 5.01%。 ? 减持计划的主要内容 自本公告发布之日起满 15 个交易日后的 3 个月内，中国成达拟通过集中竞 价交易方式合计减持数量不超过 10,000,000 股，不超过公司总股本的 0.28%,在 任意连续 90 日内，减持股份的总数不超过公司股份总数的 1%。在上述减持计划 实施期间，公司发生派发红利、送红股、转增股本、增发新股或配股等股本变动 股本除权、除息事项的，中国成达可以对减持计划进行相应调整。 一、减持主体的基本情况 股东名称 中国成达工程有限公司 控股股东、实控人及一 ...

证券代码：600935 证券简称：华塑股份 公告编号：2025-066 安徽华塑股份有限公司 关于持股 5%以上股东集中竞价减持股份计划公告 本公司董事会、全体董事及相关股东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： 大股东持股的基本情况 自本公告发布之日起满 15 个交易日后的 3 个月内，中国成达拟通过集中竞 价交易方式合计减持数量不超过 10,000,000 股，不超过公司总股本的 0.28%,在 任意连续 90 日内，减持股份的总数不超过公司股份总数的 1%。在上述减持计划 实施期间，公司发生派发红利、送红股、转增股本、增发新股或配股等股本变动 股本除权、除息事项的，中国成达可以对减持计划进行相应调整。 | 股东名称 | 中国成达工程有限公司 | | | | --- | --- | --- | --- | | 股东身份 | 控股股东、实控人及一致行动人 直接持股 5%以上股东 | □是 √是 | √否 □否 | | | 董事、监事和高级管理人员 | □是 | √否 | | | 其他：- | | | | 持股数量 | 18 ...

Group 1 - The core point of the article is that China Chengda plans to reduce its holdings in Huashu Co., Ltd. by up to 10,000,000 shares, which represents 0.28% of the company's total share capital [1] - The reduction will occur through centralized bidding transactions within three months after the announcement, starting from the date of the announcement [1] - In any consecutive 90-day period, the total number of shares reduced will not exceed 1% of the company's total shares [1]

Core Viewpoint - The financial performance of Huashu Co., Ltd. shows a decline in revenue but an improvement in profitability metrics, indicating a mixed outlook for the company [1] Financial Performance Summary - Total revenue for the first half of 2025 was 2.187 billion yuan, a decrease of 6.46% year-on-year [1] - Net profit attributable to shareholders was -129 million yuan, an increase of 15.69% year-on-year [1] - Gross margin improved by 12.11% to 9.81%, while net margin increased by 9.86% to -5.88% [1] - Total expenses (selling, administrative, and financial) amounted to 115 million yuan, accounting for 5.28% of revenue, a decrease of 21.5% [1] - Cash flow from operating activities showed a significant improvement, with a year-on-year increase of 80.08% [1] Balance Sheet Changes - Cash and cash equivalents decreased by 42.03% due to increased cash payments for debt repayment [3] - Accounts receivable increased by 31.71% due to higher receivables from strategic customers [3] - Interest-bearing debt rose by 35.29% as project loans entered the repayment phase [2][3] - The company's net asset value per share decreased by 5.78% to 1.66 yuan [1] Industry Context - The chlor-alkali industry in China is experiencing controlled capacity expansion, with PVC production capacity reaching 29.51 million tons by the end of 2024, accounting for approximately 47% of the global total [4] - The demand for caustic soda is steadily increasing due to the growth in lithium iron phosphate and ternary battery markets, which is positively impacting the chlor-alkali balance [5] - The industry is seeing a shift towards more competitive enterprises, particularly in regions like North China, where ethylene-based PVC production is becoming more prevalent [6] Business Evaluation - The company's historical return on invested capital (ROIC) has been relatively low, with a median of 8.95% since its listing [7] - The business model relies heavily on capital expenditures, necessitating careful scrutiny of the viability of these investments [7] - The company's cash flow situation is concerning, with a cash to current liabilities ratio of only 23% [7]

据证券之星公开数据整理，近期华塑股份(600935)发布2025年中报。截至本报告期末，公司营业总收入 21.87亿元，同比下降6.46%，归母净利润-1.29亿元，同比上升15.69%。按单季度数据看，第二季度营业 总收入11.21亿元，同比下降11.44%，第二季度归母净利润-7324.13万元，同比上升34.73%。本报告期华 塑股份盈利能力上升，毛利率同比增幅12.11%，净利率同比增幅9.86%。 本次财报公布的各项数据指标表现一般。其中，毛利率9.81%，同比增12.11%，净利率-5.88%，同比增 9.86%，销售费用、管理费用、财务费用总计1.15亿元，三费占营收比5.28%，同比减21.5%，每股净资 产1.66元，同比减5.78%，每股经营性现金流-0.02元，同比增80.08%，每股收益-0.04元 | 项目 | 2024年中报 | 2025年中报 | 同比增幅 | | --- | --- | --- | --- | | 营业总收入(元) | 23.38亿 | 21.87亿 | -6.46% | | 归母净利润（元） | -1.53亿 | -1.29 亿 | 15.69% | | 扣非 ...

Group 1 - The core point of the article is that Huashu Co., Ltd. reported a decline in revenue and a net loss for the first half of 2025, indicating financial challenges [2] Group 2 - The company achieved operating revenue of 2,186,671,387.75 yuan for the first half of 2025, representing a year-on-year decrease of 6.46% [2] - The net profit attributable to shareholders of the listed company was -128,668,852.30 yuan for the same period [2]

Fundraising Overview - The company raised a total of RMB 152,080.06 million from its initial public offering (IPO) by issuing 38,599 million shares at a price of RMB 3.94 per share, with a net amount of RMB 140,192.00 million after deducting issuance costs of RMB 11,888.06 million [1][57] - As of June 30, 2025, the company has utilized RMB 104,982.12 million of the raised funds, with RMB 829.62 million used in the first half of 2025 [2][12] - The company has earned a net income of RMB 1,005.23 million from financial investments and interest income, with RMB 4,083.6 million remaining in the fundraising account as of June 30, 2025 [2][3] Specific Fundraising Activities - The company issued 87,336,244 shares to specific investors at a price of RMB 2.29 per share, raising a total of RMB 199,999,998.76, with a net amount of RMB 196,924,966.30 after deducting issuance costs [4][5] - By June 30, 2025, RMB 19,692.50 million of the funds raised from the specific issuance has been utilized [4][6] Fund Management and Compliance - The company has established a fundraising management system to ensure the proper use and management of raised funds, adhering to relevant laws and regulations [7][21] - The company has signed tripartite supervision agreements with banks and sponsors to ensure the safety of the raised funds [8][9] Project Updates and Adjustments - The company has concluded several fundraising projects, including the "2*300MW Thermal Power Unit Energy Efficiency Improvement Project" and the "Annual Production of 6,000 Tons of Trichlorosilane Project," reallocating surplus funds for new projects [57][61] - The company has adjusted the scale of the "Annual Production of 20,000 Tons of Solid Alkali and Caustic Soda Deep Processing Project" to 10,000 tons, reallocating the remaining funds to the "29.99984MW Photovoltaic Power Generation Project" [18][59] Financial Performance and Future Plans - The company plans to use surplus funds for permanent working capital and to implement new fundraising projects, including the "Annual Production of 50,000 Tons of PVC Modified Nano Calcium Carbonate Project" [57][61] - The company has reported that the "Annual Production of 6,000 Tons of Trichlorosilane Project" has not met expected benefits due to a decline in market prices [24][25]