| | 西潞安环保能源开发股份有限公司 独立童事 2025年第三次专门会议纪要 独董专字 2025 第 03 号 山西潞安环保能源开发股份有限公司独立董事 2025年 第三次专门会议于 2025年10月29日以现场方式召开。会 议应到独立董事三人,实到独立董事三人,符合《上市公司 独立董事管理办法》等法律法规、规范性文件和《公司章程》 的有关规定。全体独立董事共同推举刘渊先生召集并主持本 次会议。经会议审议并表决,一致通过以下事项: d 322 3 张志敏 一、审核事前认可事项 1、事前认可"关于公司控股子公司购买煤炭产能置换 指标的议案"的关联交易事项 经核查,此次交易中所涉及公司控股子公司新增煤炭产 能已获得相关部门批复。我们认为,本次关联交易基于公司 战略发展要求,遵循公平合理、平等协商的原则,定价公允 合理,符合相关法律法规规定及公司章程和关联交易准则的 . 规定。公司完成产能置换指标购买后,将进一步提升公司煤 炭市场竞争力,增强公司盈利能力,保障公司煤炭主业长远 可持续发展,不存在损害公司及股东特别是中小股东利益的 情形。同意此项议案内容,并同意将此议案提交公司董事会 审议。 表决结果:全体独立董事 ...

证券代码：601699 股票简称：潞安环能 公告编号：2025-048 山西潞安环保能源开发股份有限公司 第八届董事会第十次会议决议公告 二、董事会会议审议情况： （一）关于审议公司《2025 年第三季度报告》的议案 具体内容详见公司《2025 年第三季度报告》。 本议案在提交董事会前已经第八届董事会审计委员会 2025 年第 七次会议审议通过。 本议案以同意 9 票、反对 0 票、弃权 0 票通过。 （二）关于公司控股子公司购买煤炭产能置换指标的议案 具体内容详见公司 2025-049 号《关于子公司购买煤炭产能置换 指标暨关联交易的公告》。 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个别及连带责任。 一、董事会会议召开情况： 山西潞安环保能源开发股份有限公司（以下简称"公司"）第八 届董事会第十次会议于 2025 年 10 月 29 日在公司会议室以现场方式 召开。会议通知已于 2025 年 10 月 17 日以通讯方式向全体董事发出。 本次会议应出席董事 9 名，实际出席 9 名。 会议由公司董事长王志清先生主持，本次会议的召 ...

Financial Performance - The company's operating revenue for the third quarter was ¥7,030,680,823.03, a decrease of 21.83% compared to the same period last year[4] - Total profit for the quarter was ¥232,895,003.82, down 78.18% year-on-year[4] - Net profit attributable to shareholders was ¥206,049,621.12, reflecting a decline of 63.96% compared to the previous year[4] - The basic earnings per share decreased by 65% to ¥0.07, while diluted earnings per share also fell by 65% to ¥0.07[5] - Operating profit for the first three quarters of 2025 was CNY 1,949,140,326.14, a decline of 59.8% compared to CNY 4,846,185,341.89 in 2024[21] - Net profit for the first three quarters of 2025 was CNY 1,216,841,039.60, a decrease of 64.7% from CNY 3,442,657,742.83 in 2024[21] - Earnings per share for the first three quarters of 2025 was CNY 0.52, down from CNY 0.94 in 2024[22] - The net profit for the first three quarters of 2025 reached approximately ¥1.99 billion, representing an increase of 16.4% from ¥1.71 billion in the first three quarters of 2024[32] - The basic and diluted earnings per share for the first three quarters of 2025 were both ¥0.66, an increase from ¥0.57 in the same period of 2024[32] Cash Flow - The net cash flow from operating activities for the year-to-date was ¥2,678,233,752.90, down 28.26% year-on-year[4] - In the first three quarters of 2025, the company generated cash inflows from operating activities amounting to ¥24.01 billion, a decrease of 13.5% compared to ¥27.80 billion in the same period of 2024[24] - The net cash flow from operating activities for the first three quarters of 2025 was ¥2.68 billion, down 28.2% from ¥3.73 billion in the first three quarters of 2024[24] - The total cash outflow from operating activities was ¥21.33 billion, a reduction of 11.4% compared to ¥24.06 billion in the previous year[24] - The company reported cash inflows from investment activities of ¥2.94 billion, down 18.0% from ¥3.59 billion in the same period of 2024[25] - The net cash flow from investment activities was negative at ¥107.67 million, an improvement from a negative ¥240.29 million in the first three quarters of 2024[25] - Cash inflows from financing activities totaled ¥1.56 billion, with cash outflows amounting to ¥3.17 billion, resulting in a net cash flow of -¥1.61 billion[26] - The company's cash and cash equivalents at the end of September 2025 stood at ¥12.33 billion, compared to ¥21.16 billion at the end of 2024, reflecting a decrease of 41.8%[26] - The cash and cash equivalents at the end of the reporting period were approximately ¥13.68 billion, down from ¥19.09 billion at the end of the previous period[34] - The company’s investment activities generated a net cash flow of approximately ¥401.72 million in the first three quarters of 2025, compared to a negative cash flow of ¥565.51 million in the same period of 2024[34] Assets and Liabilities - Total assets at the end of the reporting period were ¥80,932,022,164.36, an increase of 0.81% from the end of the previous year[5] - Total assets amounted to CNY 80,932,022,164.36, an increase from CNY 80,284,929,568.91 in the previous period[18] - Total liabilities increased to CNY 32,738,287,005.28 from CNY 32,309,090,472.77[18] - The company's total liabilities amounted to ¥30.38 billion, up from ¥29.45 billion in the previous year, indicating a rise of 3.2%[28] - The company's current assets totaled ¥33.67 billion, an increase of 6.0% compared to ¥31.77 billion at the end of 2024[27] - The total number of common shareholders at the end of the reporting period is 73,220[12] - The largest shareholder, Shanxi Lu'an Mining (Group) Co., Ltd., holds 1,287,926,512 shares, representing 43.05% of total shares[12] - The total number of shares held by the top ten shareholders accounts for a significant portion of the company's equity, with the top two shareholders alone holding over 61%[12] Operational Metrics - The company achieved a total coal sales revenue of 1,953,159,000 CNY, with a sales cost of 1,245,370,000 CNY, resulting in a gross profit of 707,789,000 CNY[14] - The company produced 42.45 million tons of raw coal and sold 37.58 million tons of commercial coal during the reporting period[14] - The average selling price of commercial coal was 519.76 CNY per ton[14] - Research and development expenses for the first three quarters of 2025 were approximately ¥659.44 million, up from ¥623.21 million in the same period of 2024, indicating a focus on innovation[31] Investment and Income - The company reported an investment income of CNY 87,467,892.81, compared to a loss of CNY 11,702,392.54 in the previous year[21] - The company experienced a credit impairment loss of CNY -131,262,239.29, worsening from CNY -48,012,036.61 in the previous year[21] - The company reported a financial income of approximately ¥336.61 million in the first three quarters of 2025, a decrease from ¥676.44 million in the same period of 2024[31]

Core Viewpoint - Lu'an Environmental Energy (601699) announced on October 29 that its subsidiary Yitian Coal Industry plans to acquire production capacity indicators totaling 600,000 tons per year from three different companies, with a transaction cost of approximately 136 million yuan (including tax) [1] Group 1 - The acquisition includes 200,000 tons/year from Shanxi Gaohe Energy Co., Ltd. [1] - The acquisition includes 200,000 tons/year from Shanxi Yangmei Sijiazhuang Coal Industry Co., Ltd. [1] - The acquisition includes 200,000 tons/year from Shanxi Yangquan Coal (Group) Co., Ltd. [1] Group 2 - The total production capacity to be acquired is 600,000 tons/year [1] - The transaction cost for the acquisition is approximately 136 million yuan [1]

Core Viewpoint - Luan Environmental Energy's subsidiary, Yitian Coal Industry, plans to acquire production capacity indicators from Gaohua Energy, Sijiazhuang Coal Industry, and Yangquan Wukong, totaling 600,000 tons per year, to enhance its production capacity from 1.2 million tons per year to 1.8 million tons per year [1] Group 1 - The transaction involves a total cost of approximately 136 million yuan (including tax) [1] - This transaction is classified as a related party transaction but does not constitute a major asset reorganization [1] - The board of directors has approved the transaction, with related directors abstaining from voting [1]

Core Viewpoint - The company reported a significant decline in both revenue and net profit for the third quarter and the first three quarters of the year, indicating potential challenges in its financial performance [1] Financial Performance Summary - The company's revenue for the third quarter was 7.031 billion yuan, a decrease of 21.83% compared to the previous year [1] - The net profit for the third quarter was 206 million yuan, down 63.96% year-on-year [1] - For the first three quarters, the total revenue reached 21.1 billion yuan, reflecting a decline of 20.82% [1] - The net profit for the first three quarters was 1.554 billion yuan, which represents a decrease of 44.45% [1]

Core Insights - The coal mining sector experienced a slight increase of 0.24% on October 29, with Electric Power Investment Energy leading the gains [1] - The Shanghai Composite Index closed at 4016.33, up 0.7%, while the Shenzhen Component Index closed at 13691.38, up 1.95% [1] Coal Mining Sector Performance - Electric Power Investment Energy (002128) closed at 25.36, up 4.41% with a trading volume of 255,100 shares and a transaction value of 642 million yuan [1] - Shanghai Energy (600508) closed at 14.42, up 3.59% with a trading volume of 310,900 shares and a transaction value of 444.7 million yuan [1] - Lu'an Environmental Energy (669109) closed at 15.22, up 2.91% with a trading volume of 512,800 shares and a transaction value of 776 million yuan [1] - Other notable performers include Pingmei Shenma Energy (601666) at 8.73, up 2.83%, and Xinji Energy (816109) at 7.43, up 2.77% [1] Fund Flow Analysis - The coal mining sector saw a net outflow of 16.96 million yuan from institutional investors, while retail investors contributed a net inflow of 13.9 million yuan [2] - Major stocks with significant fund flow include Yongtai Energy (600157) with a net inflow of 10.7 million yuan from institutional investors, while Shanxi Coking Coal (000983) experienced a net outflow of 14.24 million yuan from retail investors [3] - The overall trend indicates a mixed sentiment in the coal mining sector, with institutional investors pulling back while retail investors are more active [2][3]

Core Viewpoint - Lu'an Environmental Energy has shown fluctuations in stock performance, with a recent increase of 2.03% and a year-to-date increase of 8.17%, despite a decline of 4.25% in the last five trading days [1] Group 1: Stock Performance - As of October 29, Lu'an Environmental Energy's stock price is 15.09 CNY per share, with a market capitalization of 45.14 billion CNY [1] - The stock has seen a trading volume of 2.89 billion CNY and a turnover rate of 0.65% [1] - Year-to-date, the stock has increased by 8.17%, with a recent five-day decline of 4.25% [1] Group 2: Financial Performance - For the first half of 2025, Lu'an Environmental Energy reported a revenue of 14.07 billion CNY, a year-on-year decrease of 20.31%, and a net profit of 1.35 billion CNY, down 39.44% year-on-year [2] - Cumulative cash dividends since the company's A-share listing amount to 25.85 billion CNY, with 14.51 billion CNY distributed in the last three years [3] Group 3: Shareholder Information - As of September 30, the number of shareholders decreased by 9.88% to 73,000, while the average number of circulating shares per person increased by 10.96% to 40,978 shares [2] - The top ten circulating shareholders include Hong Kong Central Clearing Limited, which increased its holdings by 7.13 million shares to 44.74 million shares [3]

Core Viewpoint - The article discusses the performance and strategy of fund manager Huang Hai, emphasizing his continued focus on the coal industry despite recent underperformance compared to the market index [3][6][18]. Fund Performance - In 2025, Huang Hai's flagship fund, Wan Jia Xin Li Flexible Allocation Mixed Fund, reported a year-to-date return of 9.14%, lagging behind the CSI 300 index by 9 percentage points [3][7]. - Huang Hai's management scale has decreased to just over 3 billion yuan, reflecting investor dissatisfaction due to underperformance [3][6]. Industry Analysis - The coal industry faced significant challenges in early 2025 due to high inventory levels and declining prices, but began to recover in the summer with increased demand during peak electricity usage [6][7]. - By the third quarter of 2025, coal companies showed signs of recovery, with major firms like China Shenhua and New Energy showing improved net profits [7][8]. Investment Strategy - Huang Hai maintains a high concentration in coal stocks, with 73% of his fund's net value invested in this sector as of the third quarter [7][8]. - Despite criticism, Huang Hai's investment style remains consistent, focusing heavily on coal and showing little diversification [8][12]. Portfolio Adjustments - In the third quarter, Huang Hai made minor adjustments to his portfolio, reducing holdings in certain coal stocks while increasing positions in gold mining companies, which performed well [14][15]. - The top ten holdings in his flagship fund include several coal companies, with notable increases in gold stocks like Zhongjin Gold and Chifeng Gold [15][14]. Future Outlook - Huang Hai believes that traditional dividend-paying cyclical sectors, such as coal, steel, and non-ferrous metals, will not be absent in future bull markets and will provide substantial absolute returns [16][17]. - The article suggests that long-term capital will likely increase allocations to dividend-generating cyclical assets as manufacturing capacity cycles clear [17][18].

Core Viewpoint - The coal sector is experiencing a reversal in supply-demand dynamics, with the bottom of the cycle confirmed in Q2 2025, leading to an upward trend in coal prices due to supply constraints and increasing demand [3][5]. Group 1: Market Performance - The energy ETF (159930) has seen significant inflows, with a net inflow of 113 million yuan over the past 10 days, indicating strong investor interest in the energy sector [4]. - The ETF's component stocks have shown mixed performance, with notable gains in coal companies like China Coal Energy, while others like Shanxi Coking Coal have experienced declines [4]. Group 2: Supply and Demand Dynamics - National coal production has declined for three consecutive months since July, influenced by policies aimed at curbing overproduction, which is expected to continue impacting supply [3][5]. - Electricity consumption growth has rebounded to 4.6% in August and September, suggesting a potential increase in demand as winter approaches [3]. Group 3: Policy Impact - The "anti-involution" policies have led to stricter enforcement against overproduction, which is a key factor supporting the recent rise in coal prices [3][5]. - Ongoing safety inspections and regulatory measures are expected to further constrain coal production, reinforcing the upward price trajectory [3]. Group 4: Investment Opportunities - The coal sector is characterized by high performance, cash flow, and dividends, making it an attractive investment option amid a recovering macroeconomic environment [5]. - The energy sector, particularly coal and oil, offers high dividend yields, with coal stocks showing a yield of approximately 4.69% [6].