特此公告。 承中国神华能源股份有限公司董事会命 总会计师、董事会秘书 证券代码：601088 证券简称：中国神华 公告编号：临 2025-007 中国神华能源股份有限公司 关于收购国家能源集团杭锦能源有限责任公司 100%股权的关联交易进展公告 中国神华能源股份有限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。 经中国神华能源股份有限公司（"本公司"）第六届董事会第六次会议批准， 本公司拟以经备案的国家能源集团杭锦能源有限责任公司（"杭锦能源"）截至 评估基准日（即 2024 年 8 月 31 日）的股东全部权益评估值为基础，收购国家能 源投资集团有限责任公司（"国家能源集团公司"）持有的杭锦能源 100%股权 （"本次收购"）。 就本次收购，2025 年 1 月 24 日，本公司与国家能源集团公司于北京市签署 了《关于国家能源集团杭锦能源有限责任公司股权转让协议》，该协议的主要内 容详见本公司于 2025 年 1 月 22 日在上海证券交易所网站（www.sse.com.cn）披 露的《中国神华关于收购国家能源集团杭锦能源有 ...

Investment Rating - The investment rating for China Shenhua (601088) is "Buy" with a target price not specified [5]. Core Views - The report indicates that despite the pressure on performance due to falling coal prices, the company has shown stable growth in production and sales across all business segments. The forecast for the full-year net profit attributable to shareholders for 2024 is between 57-60 billion yuan, reflecting a year-on-year decline of 4.5% to an increase of 0.5% [1][3]. - The company has increased its minimum dividend payout ratio from 60% to 65%, demonstrating a strong commitment to shareholder returns and market value management [2]. - The report highlights that the company maintains a significant capital expenditure plan of 30-40 billion yuan for 2024, focusing on coal, power generation, and transportation sectors, which suggests a potential for growth in the medium to long term [3]. Summary by Sections Financial Performance - The total revenue for 2024 is projected at 350.48 billion yuan, with a growth rate of 2.16%. The EBITDA is expected to be 110.90 billion yuan, while the net profit attributable to shareholders is forecasted at 58.45 billion yuan, reflecting a decrease of 2.08% [4][10]. - The earnings per share (EPS) for 2024 is estimated at 2.94 yuan, with a price-to-earnings (P/E) ratio of 13.06 [4][10]. Production and Sales - The company anticipates a total coal production of 327.1 million tons for 2024, representing a year-on-year increase of 0.8%. The total coal sales are expected to reach 459.3 million tons, up by 2.1% [1][3]. - The total electricity generation is projected at 22.32 billion kWh, with a growth of 5.2%, and total electricity sales are expected to be 21.03 billion kWh, also reflecting a growth of 5.3% [1]. Capital Expenditure and Growth Potential - The company plans to invest significantly in new coal mines and power generation projects, including the construction of new coal mines with a combined capacity of 16 million tons and additional power generation capacity of 1.2 million kilowatts [2][3]. - The report emphasizes that ongoing investments in the transportation sector, including railway and port expansions, will contribute to future revenue growth [3].

Investment Rating - The investment rating for China Shenhua is "Buy" (maintained) [6] Core Views - The company is expected to achieve a net profit attributable to shareholders of between 57 billion to 60 billion yuan for 2024, reflecting a year-on-year decrease of 4.5% to an increase of 0.5% [6] - The company plans to distribute at least 65% of its net profit as cash dividends from 2025 to 2027, indicating strong long-term investment value [6] - The acquisition of 100% equity in Hanjin Energy will increase coal production capacity, adding 25.7 million tons per year [6] Financial Summary - Total revenue for 2024 is estimated at 347.025 billion yuan, with a year-on-year growth rate of 1.2% [2] - The net profit for 2024 is projected at 58.005 billion yuan, a decrease of 2.8% compared to 2023 [2] - The earnings per share (EPS) for 2024 is expected to be 2.92 yuan [2] - The gross profit margin is forecasted to be 33.9% for 2024 [2] - The return on equity (ROE) is projected at 14.4% for 2024 [2] Market Data - As of January 23, 2025, the closing price is 38.41 yuan, with a market capitalization of 633.421 billion yuan [3] - The dividend yield is estimated at 5.88% based on the most recent dividend distribution [3] - The price-to-earnings (PE) ratio is projected at 13 for 2024 [2][3]

Investment Rating - The report maintains an investment rating of "Buy-A" for the company [1] Core Views - The acquisition of 100% equity in Hanjin Energy from the National Energy Group is expected to enhance the company's coal reserves and production capacity, solidifying its leading position in the coal industry [2][4] - The company plans to distribute at least 65% of its net profit to shareholders in cash annually from 2025 to 2027, reflecting a commitment to shareholder returns [6] Summary by Sections Market Data - Closing price: 38.41 CNY - Yearly high/low: 47.50/32.65 CNY - Circulating A-shares/Total shares: 164.91/198.69 billion - Market capitalization: 7,631.50 billion CNY [1] Financial Performance - Basic and diluted earnings per share (EPS): 2.32 CNY - Net asset return rate (ROE): 10.91% [1] Recent Events - The company announced the acquisition of Hanjin Energy for 852.6495 million CNY, to be paid with its own funds [3] - The company aims to increase its coal reserves by 3.841 billion tons and its recoverable reserves by 2.087 billion tons post-acquisition [4] Performance Outlook - Expected EPS for 2024-2026: 2.92, 2.93, 2.99 CNY, with corresponding P/E ratios of 13.0, 13.0, and 12.7 [9] - The company’s revenue is projected to grow slightly from 342.071 billion CNY in 2024 to 353.171 billion CNY in 2026 [11][14] Shareholder Returns - The new dividend policy increases the minimum payout ratio from 60% to 65%, indicating a strong commitment to returning value to shareholders [6]

Investment Rating - The report maintains a "Recommended" rating for the company [4][7]. Core Views - The company is expected to achieve a net profit attributable to shareholders of 57.473 billion to 60 billion yuan in 2024, reflecting a year-on-year change of -4.5% to +0.5% [1]. - The company plans to increase its minimum dividend payout ratio to 65% for the years 2025-2027, up from 60% for 2022-2024, indicating a commitment to shareholder returns [4]. - The company benefits from a high proportion of long-term contracts, which enhances its earnings stability and dividend value [4]. Summary by Sections Financial Performance - In 2024, the company anticipates a net profit of 570 to 600 billion yuan, with a decrease in special reserve provisions by 25% to 37 billion yuan [1][2]. - The company’s coal production is projected to be 327.1 million tons, a 0.8% increase year-on-year, while total power generation is expected to reach 223.21 billion kWh, a 5.2% increase [3]. Dividend Policy - The company has consistently exceeded its dividend commitments, with actual payout ratios of 72.8% and 75.2% for 2022 and 2023, respectively [4]. - The commitment to a higher dividend payout ratio reflects the company's focus on maintaining a stable and predictable profit distribution policy [4]. Earnings Forecast - The projected net profits for 2024-2026 are 57.473 billion, 54.971 billion, and 57.742 billion yuan, respectively, with corresponding EPS of 2.89, 2.77, and 2.91 yuan per share [4][6]. - The company’s PE ratios for the same period are expected to be 13, 14, and 13 times, indicating a stable valuation outlook [4][6].

Financial Performance Forecast - The company expects a net profit attributable to shareholders for 2024 to be between 57 billion and 60 billion CNY, representing a year-on-year decrease of 2.7 billion to an increase of 0.3 billion CNY, or a decline of 4.5% to growth of 0.5%[2] - The expected net profit attributable to shareholders after deducting non-recurring gains and losses for 2024 is projected to be between 58.5 billion and 61.5 billion CNY, a year-on-year decrease of 4.4 billion to an increase of 1.4 billion CNY, or a decline of 7.0% to growth of 2.2%[2] - The net profit attributable to shareholders for the previous year was 59.694 billion CNY[4] - The net profit attributable to shareholders after deducting non-recurring gains and losses for the previous year was 62.868 billion CNY[5] Operational Goals - The company aims to maintain stable and high coal production and sales despite the decline in coal prices, achieving annual targets for coal production and power generation[5] Factors Influencing Profit - The main factors affecting the profit change for 2024 include a decrease in average coal sales prices and a reduction in asset impairment losses and non-operating expenses[5] Performance Uncertainties - The company has not identified any significant uncertainties that may impact the performance forecast[6] - The forecast data is preliminary and has not been audited or reviewed by an accounting firm, with final figures to be disclosed in the audited financial statements for 2024[6]

Investment Rating - The investment rating for China Shenhua (601088) is "Buy" [1] Core Views - The report highlights the acquisition of 100% equity of Hanjin Energy Co., Ltd. from the National Energy Group, which is expected to drive value growth through asset acquisition and increased dividends [1] - The acquisition is projected to enhance China Shenhua's resource reserves and strengthen its integrated operational advantages, with significant increases in coal reserves and production capacity [6][7] - The report anticipates improved profitability for Hanjin Energy following the resolution of previous losses and the commitment of the National Energy Group to ensure a minimum profit contribution [7][8] Summary by Sections Acquisition Details - China Shenhua plans to acquire Hanjin Energy for approximately RMB 852.65 million, which will significantly increase its coal reserves by 38.41 billion tons and its recoverable reserves by 20.87 billion tons [6][9] - The transaction will add 25.7 million tons per year to China Shenhua's coal production capacity, including 10 million tons from ongoing projects [6] Financial Performance - Hanjin Energy reported a profit of RMB 83.56 million in 2022, but faced losses in 2023 due to operational disruptions and impairment provisions totaling RMB 1.35 billion [4][7] - The report projects that Hanjin Energy will achieve a cumulative net profit of no less than RMB 383.10 million from 2024 to 2029, with annual contributions expected to be around RMB 72 million [7] Shareholder Returns - China Shenhua has announced a shareholder return plan for 2025-2027, committing to distribute at least 65% of its net profit as cash dividends, an increase from previous commitments [12] - The report suggests that the company is likely to maintain a high dividend payout ratio, reflecting its strong cash flow and commitment to shareholder returns [12] Earnings Forecast - The report forecasts China Shenhua's net profit for 2024-2026 to be RMB 58.768 billion, RMB 57.020 billion, and RMB 58.036 billion respectively, with EPS projected at RMB 2.96, RMB 2.87, and RMB 2.92 [11][12] - The anticipated stability in earnings is attributed to high long-term contract ratios and integrated operations, which are expected to enhance profitability [12]

Investment Rating - The investment rating for China Shenhua (601088.SH) is "Buy" (maintained) [1][3] Core Views - The company has announced a shareholder return plan for 2025-2027, committing to a minimum cash dividend of 65% of the annual net profit attributable to shareholders, which is an increase from the previous minimum of 60% [3][4] - The company plans to acquire 100% equity of Hanjin Energy from the State Energy Group for a transaction price of RMB 853 million, which is expected to enhance coal production capacity and strengthen the company's market position [3][4] - The report anticipates a decline in coal prices and operating expenses, leading to a downward adjustment in profit forecasts for 2024-2026, with expected net profits of RMB 57.52 billion, RMB 57.07 billion, and RMB 58.05 billion respectively [3][5] Summary by Sections Dividend Policy - From 2020 to 2023, the company has consistently led the coal industry in total dividend payouts, with annual dividends of RMB 359.6 billion, RMB 504.7 billion, RMB 506.6 billion, and RMB 449.0 billion [3][4] - The new three-year commitment to dividends reflects the company's focus on shareholder returns and confidence in its operational performance [3][4] Acquisition and Growth Potential - The acquisition of Hanjin Energy is expected to increase the company's coal reserves and production capacity by 11.40% and 13.59% respectively, adding 10 million tons of coal mines under construction and 15.7 million tons of coal mines in production [3][4] - This acquisition marks the first attempt to inject coal assets into the listed company since 2014, potentially paving the way for further asset injections from the parent group [3][4] Financial Performance and Projections - The company’s revenue for 2024 is projected to be RMB 339.5 billion, with a slight decline from 2023, while net profit is expected to decrease by 3.6% year-on-year [5][8] - The report highlights stable profitability due to high long-term contract ratios, with a projected dividend yield of 5.7% for 2024 [4][5]

Investment Rating - The report maintains a "Buy" rating for China Shenhua (601088.SH) [5] Core Views - The acquisition of 100% equity in Hanjin Energy by China Shenhua is confirmed, enhancing its resource base and operational capacity [1][8] - The shareholder return plan for 2025-2027 stipulates a cash distribution of no less than 65% of net profit attributable to the parent company, an increase of 5% from the previous plan [3] - The company is expected to have stable growth and high dividend yield, making it an attractive investment option [3] Financial Summary - Revenue projections for 2024-2026 are estimated at 340.2 billion, 345.5 billion, and 353.1 billion CNY respectively, with a year-on-year growth rate of -0.8%, 1.5%, and 2.2% [4] - Net profit attributable to the parent company is forecasted to be 57.1 billion, 55.4 billion, and 54.6 billion CNY for 2024-2026, reflecting a decline of -4.3%, -3.0%, and -1.5% respectively [4] - The latest diluted EPS is projected to decrease from 3.00 CNY in 2023 to 2.75 CNY in 2026 [4] - The company’s P/E ratio is expected to be 13.3, 13.7, and 13.9 for 2024-2026 [4] Asset Acquisition Details - The acquisition involves a total consideration of 852.65 million CNY for Hanjin Energy, which includes significant coal reserves and operational assets [8] - Post-acquisition, the coal reserves will amount to 3.841 billion tons, with a recoverable reserve of 2.087 billion tons, enhancing the company's resource portfolio [8] - Hanjin Energy's financial performance shows a net profit of 61.96 million CNY in 2022, with a significant impairment provision impacting its profitability [8]

证券代码：601088 证券简称：中国神华 公告编号：临2025-003 中国神华能源股份有限公司 关于第六届监事会第三次会议决议的公告 （一）《关于公司2025-2027年度股东回报规划的议案》 监事会认为：2025-2027年度股东回报规划符合相关法律法规、规范性文件和《公 司章程》的规定，充分考虑了公司的实际情况和发展需要，保障了公司现金分红的稳定 性、持续性和可预期性，不存在损害公司及全体股东尤其是中小股东权益的情形。 中国神华能源股份有限公司监事会及全体监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。 中国神华能源股份有限公司（"公司"）第六届监事会第三次会议于2025年1月11 日以电子邮件及无纸化办公系统方式向全体监事发送了会议通知、议程、议案等会议 材料，并于2025年1月21日以书面方式召开。公司全体3名监事审议了本次监事会议案， 并以书面形式发表了表决意见。会议的召开符合《中华人民共和国公司法》及相关法律 法规、上市地上市规则和《中国神华能源股份有限公司公司章程》（"《公司章程》"） 的规定。 经充分讨论及审议，会议通过以下议 ...