京沪高速铁路股份有限公司 2024 年第一次临时股东大会 会议资料 二〇二四年四月十日 会 议 须 知 为维护全体股东的合法权益，确保股东大会的正常秩序 和议事效率，保证大会顺利进行，京沪高速铁路股份有限公 司（以下简称公司）根据《中华人民共和国公司法》《中华 人民共和国证券法》等文件有关要求，制定本须知。 一、会议按照相关法律法规和《公司章程》的规定进行， 请参会人员自觉维护会议秩序，防止不当行为影响其他股东 合法权益。 二、各参会股东抵达会场后，请配合落实参会登记。法 人股东请持上海股票帐户卡、法人营业执照复印件、授权委 托书和出席人身份证进行登记。个人股东请持上海股票帐户 卡和本人身份证进行登记。股东代理人请持本人身份证、授 权委托书及授权人上海股票帐户卡进行登记。 三、现场参加股东大会的股东及股东代表请于 2024 年 4 月 3 日（星期三）9:00-17:00 将上述登记资料以电邮 （crjhgt@vip.163.com）的方式送达本公司，并在会议入场审 核时出示上述登记资料的原件。 四、本次会议谢绝个人进行录音、拍照及录像。 五、会议表决采用现场投票与网络投票相结合的表决方 式，公司通过上海证券 ...

独立董事候选人声明与承诺 本人曾辉祥,已充分了解并同意由提名人中国铁路投资集团 有限公司提名为京沪高速铁路股份有限公司独立董事候选人。本 人公开声明,本人具备独立董事任职资格,保证不存在任何影响 本人担任京沪高速铁路股份有限公司独立董事独立性的关系,具 体声明并承诺如下: (一)《中华人民共和国公司法》关于董事任职资格的规定; (二)《中华人民共和国公务员法》关于公务员兼任职务的 规定: (三)中国证监会《上市公司独立董事管理办法》、上海证 券交易所自律监管规则以及公司章程有关独立董事任职资格和 条件的相关规定; (四)中共中央纪委、中共中央组织部《关于规范中管干部 辞去公职或者退(离)休后担任上市公司、基金管理公司独立董 事、独立监事的通知》的规定: (五)中共中央组织部《关于进一步规范党政领导干部在企 业兼职（任职）问题的意见》的相关规定; (六)中共中央纪委、教育部、监察部《关于加强高等学校 反腐倡廉建设的意见》的相关规定; 一、本人具备上市公司运作的基本知识,熟悉相关法律、行 政法规、部门规章及其他规范性文件,具有5年以上法律、经济、 会计、财务、管理或者其他履行独立董事职责所必需的工作经验。 被提名 ...

证券代码：601816 证券简称：京沪高铁 公告编号：2024-003 京沪高速铁路股份有限公司 关于召开 2024 年第一次临时股东大会的通知 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： 一、召开会议的基本情况 （一）股东大会类型和届次 2024 年第一次临时股东大会 （二）股东大会召集人：董事会 （三）投票方式：本次股东大会所采用的表决方式是现场投 票和网络投票相结合的方式 （四）现场会议召开的日期、时间和地点 召开的日期时间：2024 年 4 月 10 日 14 点 30 分 召开地点：北京市海淀区北蜂窝路 5 号院 1 号写字楼 315 会 议室 （五）网络投票的系统、起止日期和投票时间。 股东大会召开日期：2024年4月10日 本次股东大会采用的网络投票系统：上海证券交易所股 东大会网络投票系统 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自 2024 年 4 月 10 日 至 2024 年 4 月 10 日 采用上海证券交易所网络投票系统，通过交易系统投票平台 的投票时 ...

证券代码：601816 证券简称：京沪高铁 公告编号：2024-002 京沪高速铁路股份有限公司 第四届董事会第二十一次会议决议公告 本公司董事会及全体董事保证公告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。 京沪高速铁路股份有限公司（以下简称公司）第四届 董事会第二十一次会议于 2024 年 3 月 14 日发出通知，于 2024 年 3 月 25 日以通讯方式召开。本次会议应参加表决董 事 10 人，实际参加表决董事 10 人。本次会议的召开符合 《公司法》等法律法规及《公司章程》有关规定，合法有 效。 会议通过了以下议案： 一、审议通过了《关于选举京沪高速铁路股份有限公司 董事的议案》 经公司董事会提名委员会审核通过，提名谭光明先生、 苏天鹏先生、张秋萍女士、丁建奇先生为公司第四届董事会 董事候选人（简历附后）。上述董事候选人正式任职后，黄 桂章先生、万放先生、赵军先生、钱永祥先生不再担任公司 董事。 截至本公告日，上述董事候选人未持有公司股份，亦未 受过中国证监会及其他有关部门的处罚和证券交易所惩戒。 任期将自公司股东大会审议通过之日起至公司第四届董 ...

Investment Rating - The report maintains a "Buy" rating for Beijing-Shanghai High-Speed Railway (601816 SH) [4] Core Views - Beijing-Shanghai High-Speed Railway benefits from its natural geographical advantage, connecting the Beijing-Tianjin-Hebei and Yangtze River Delta economic zones, which provides a stable flow of passengers and profitability [4] - The company's business model, based on a delegated transportation management system, allows for stable cash flow generation despite limited reinvestment needs due to its long-term assets (railway lines, land, and stations) [4] - The company's network effect is strengthened through mergers and acquisitions, such as the acquisition of Jingfu Anhui in 2020, which expanded its regional network [4] - The company faces rigid cost pressures, particularly from labor costs, due to the "comprehensive unit price + compound growth" pricing mechanism for delegated transportation management fees [4] - The company's long-term growth potential is supported by both external acquisitions and internal price adjustments, with projected net profits of 11 3 billion, 13 1 billion, and 15 0 billion for 2023-2025, respectively [6] Business Model and Operations - The company operates under a delegated transportation management model, where railway network companies and transportation companies share responsibilities and revenues based on line-specific and cross-line services [4] - For line-specific services, ticket revenue goes to the network company, which pays the transportation company for train usage, while for cross-line services, ticket revenue goes to the transportation company, which pays the network company for network usage [4] - The company's profitability is closely tied to national railway passenger volume, with historical data showing a strong correlation between the two [27] - The company's capacity is nearing saturation, with growth in both line-specific and cross-line services slowing down before 2020 [5] - The company has implemented two phased price increases for terminal ticket prices, reflecting the opening of market-oriented pricing mechanisms for high-speed rail [5] Financial Performance and Projections - The company's revenue and profit are expected to grow steadily, with projected revenues of 41 9 billion, 44 7 billion, and 47 7 billion for 2023-2025, respectively [6] - Net profit attributable to shareholders is projected to be 11 3 billion, 13 1 billion, and 15 0 billion for 2023-2025, with corresponding P/E ratios of 22x, 19x, and 17x [6] - The company's cost structure includes fixed costs such as delegated transportation management fees and depreciation, as well as variable costs like energy expenses, which are linked to business volume [38] Industry and Market Position - Beijing-Shanghai High-Speed Railway holds a stable position in the national railway network, with a steady share of passenger volume despite a declining share of total mileage [4] - The company benefits from the network effect of China's high-speed rail system, which is the largest in the world, providing significant growth opportunities through mergers and acquisitions [21] - The company's geographical advantage is further enhanced by the economic and population distribution in the regions it serves, with potential for further growth in passenger demand [24]

Financial Performance - The company's operating revenue for Q3 2023 reached ¥11,602,220,584.40, representing a 58.98% increase compared to ¥7,297,750,521.69 in the same period last year[3] - Net profit attributable to shareholders was ¥3,778,030,669.83, a significant increase of 220.27% from ¥1,180,021,561.75 year-on-year[3] - The basic earnings per share (EPS) for Q3 2023 was ¥0.0769, up 220.42% from ¥0.0240 in the same quarter last year[4] - The net cash flow from operating activities for the quarter was ¥6,751,613,964.51, reflecting a 60.66% increase compared to ¥4,202,296,786.78 in the previous year[4] - Total revenue for the first three quarters of 2023 reached ¥30,881,500,016.17, a significant increase of 102.5% compared to ¥15,225,387,684.75 in the same period of 2022[17] - The company's net profit for the first three quarters of 2023 is not explicitly stated but can be inferred from the increase in retained earnings, which rose to ¥15,113,301,048.73 from ¥6,758,979,168.81, an increase of 123.5%[15] Assets and Liabilities - The total assets at the end of the reporting period were ¥292,434,950,080.17, showing a 1.35% increase from the previous year-end[4] - The company's total assets as of September 30, 2023, were ¥292,434,950,080.17, compared to ¥288,545,047,112.67 at the end of 2022, indicating a growth of 1.4%[15] - Current liabilities increased to ¥18,149,869,600.09 from ¥9,303,227,576.61, representing a rise of 95.5%[15] - Long-term borrowings decreased to ¥58,124,194,980.32 from ¥71,333,965,080.32, a reduction of 18.4%[15] - The total liabilities decreased to ¥76,910,607,970.14 from ¥81,265,554,890.69, a decline of 5.4%[15] - The equity attributable to shareholders increased to ¥192,481,218,038.22 from ¥183,997,251,336.25, reflecting a growth of 4.3%[15] Cash Flow - The cash flow from operating activities for the first three quarters of 2023 was CNY 26,792,255,802.31, an increase from CNY 11,606,665,541.07 in the same period of 2022[20] - The net cash flow from operating activities for Q3 2023 was CNY 16,195,724,138.62, compared to CNY 5,165,055,383.78 in Q3 2022[22] - The cash and cash equivalents at the end of Q3 2023 amounted to CNY 10,568,858,286.34, up from CNY 4,839,329,461.82 at the end of Q3 2022[23] - The cash flow from financing activities in Q3 2023 resulted in a net outflow of CNY 9,952,726,676.84, compared to a net outflow of CNY 8,355,042,180.97 in the previous year[23] - The company reported a significant increase in cash inflow from financing activities, totaling CNY 11,820,860,000.00 in Q3 2023, compared to CNY 768,958,500.00 in Q3 2022[22] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 220,503, with the largest shareholder holding 43.39% of shares[9] - The largest shareholder, China Railway Investment Co., Ltd., held 21,306,477,996 shares, representing a significant portion of the company's equity[10] - There were no reported financing activities involving the top ten shareholders during the reporting period[11] Operational Insights - The company continues to focus on expanding its market presence and enhancing operational efficiency as part of its strategic initiatives[6] - The company has not disclosed any significant new strategies or product developments during this reporting period[12] - The company has not reported any significant non-standard audit opinions for the financial statements of Q3 2023[2] Research and Development - Research and development expenses for the first three quarters of 2023 were ¥3,465,390.20, compared to ¥1,368,164.12 in 2022, marking an increase of 153.5%[17] Profitability Metrics - The company reported a net profit from non-operating activities of -¥1,507,822.94 for the quarter, indicating a loss compared to previous periods[7] - The net profit for Q3 2023 was CNY 8,673,074,418.28, a decrease of CNY 517,970,107.13 compared to the previous year[18] - The total profit for Q3 2023 reached CNY 11,786,965,803.05, down by CNY 54,960,841.95 year-over-year[18] - The operating profit for Q3 2023 was CNY 11,789,016,868.58, a decline of CNY 56,316,333.36 compared to the same period last year[18] - Basic and diluted earnings per share for Q3 2023 were both CNY 0.1815, compared to CNY 0.0031 in the previous year[19] - The total comprehensive income for Q3 2023 was CNY 8,673,074,418.28, a decrease of CNY 517,970,107.13 year-over-year[19]

2023年半年度报告 公司代码：601816 公司简称：京沪高铁 京沪高速铁路股份有限公司 2023 年半年度报告 ...

Financial Performance - The company's operating revenue for 2022 was ¥19,335,662,193.20, a decrease of 34.02% compared to ¥29,304,780,634.27 in 2021[22]. - The net profit attributable to shareholders was -¥576,160,740.49 in 2022, representing a decline of 111.96% from ¥4,815,710,298.29 in 2021[22]. - The net cash flow from operating activities decreased by 56.03% to ¥6,801,120,597.25 in 2022, down from ¥15,467,540,962.65 in 2021[22]. - The total assets at the end of 2022 were ¥288,545,047,112.67, a decrease of 2.27% from ¥295,252,254,558.58 at the end of 2021[22]. - The basic earnings per share for 2022 was -¥0.0117, a decline of 111.93% compared to ¥0.0981 in 2021[22]. - The company reported a significant drop in passenger travel demand due to the impact of COVID-19, particularly in major cities like Shanghai and Beijing[23]. - The net profit for the first quarter of 2022 was ¥220,225,324.60, but the second quarter saw a loss of -¥1,248,062,984.85[24]. - The company recorded non-recurring gains of ¥29,936,294.04 in 2022, compared to ¥3,258,674.61 in 2021[26]. - The company's net assets attributable to shareholders at the end of 2022 were ¥183,997,449,822.85, a decrease of 1.53% from ¥186,849,882,544.08 at the end of 2021[22]. - The total operating revenue for the railway transportation segment was ¥18,971,719,780.47, representing a decrease of 34.24% compared to the previous year[37]. Cash Flow and Investments - The net cash flow from investing activities was -¥1,098,576,943.98, a decrease of 69.55% compared to the previous year[49]. - Investment activities generated a net cash outflow of CNY 1.10 billion, a decrease of 69.55% compared to the previous year[35]. - The company’s cash and cash equivalents decreased by 40.13% to approximately ¥5.34 billion compared to the previous period[52]. - The company reported a net decrease in cash and cash equivalents of -¥3,578,179,811.96 for 2022, contrasting with an increase of ¥967,906,205.62 in 2021[172]. - The total cash outflow from operating activities was ¥9,154,562,401.73, a decrease of 20.5% compared to ¥11,508,846,728.28 in the previous year[171]. Operational Strategies and Market Position - The company plans to focus on recovery strategies and market expansion in response to the challenges faced during the pandemic[23]. - The company aims to enhance passenger transport product supply levels, leveraging big data to optimize capacity adjustments in response to post-pandemic demand[59]. - The company is considering strategic acquisitions to bolster its market position, with a budget of 3 billion yuan allocated for potential deals[71]. - The company is expanding its market presence, targeting new regions with a projected investment of 500 million yuan over the next two years[73]. - The company operates high-speed rail lines with a design speed of 350 km/h, ensuring high service quality and operational efficiency[33]. Risk Management and Compliance - The management has outlined potential risks in the section discussing future development[7]. - The company emphasizes the importance of investor awareness regarding investment risks due to uncertainties in future operational plans[5]. - The company is exposed to competition from other transportation modes, which could affect passenger choices and overall business performance[61]. - The company faces risks from macroeconomic fluctuations that could impact passenger travel demand, particularly in economically active regions[61]. - The company has established an independent financial accounting department with dedicated personnel, enabling independent financial decision-making and compliance with tax obligations[64]. Corporate Governance and Shareholder Matters - The company confirmed that all board members attended the board meeting[3]. - The company has conducted multiple shareholder meetings throughout 2022, with resolutions published on the Shanghai Stock Exchange[66]. - The total pre-tax remuneration for directors and senior management during the reporting period amounted to 557.24 million yuan[69]. - The company has not reported any changes in shareholding for its directors and senior management during the reporting period[68]. - The company has a structured approach to ensure the independence of its operations, including separate management of human resources and financial systems[64]. Environmental and Social Responsibility - The company committed to advancing technological innovation, particularly in smart technology applications for the Beijing-Shanghai high-speed railway[60]. - The company actively participated in energy-saving and emission-reduction initiatives, significantly improving electricity savings compared to 2021[99]. - The company contributed 155,000 yuan to poverty alleviation and rural revitalization projects, benefiting approximately 400,000 people[101]. - The company has established an environmental management system focusing on "air, water, electricity, green, and carbon" to mitigate environmental risks[98]. - The company reduced carbon emissions by 14,919 tons through various measures, including the use of electrified railways[99]. Legal Matters and Disputes - The company reported a significant lawsuit involving Tianjin Changyu Cotton Industry Co., with a claim amount of CNY 16,425,900, which has been executed[128]. - The company has been involved in multiple legal proceedings regarding operational disputes and compensation claims, impacting its financial outlook[130]. - The ongoing legal issues may affect the company's market expansion and operational strategies in the near future[130]. - The company is actively pursuing legal remedies to mitigate financial liabilities arising from these disputes[130]. Audit and Financial Reporting - The company has received a standard unqualified audit report from the accounting firm Xin Yong Zhong He[3]. - The audit opinion states that the financial statements were prepared in accordance with accounting standards and provide a true view of the company's operational results for the year 2022[151]. - The internal control audit report received a standard unqualified opinion, indicating effective internal controls[96]. - The company must ensure that financial statements fairly reflect transactions and events, adhering to accounting standards[157]. - The audit identified key audit matters, including related party transactions and fixed asset measurements, which are critical for financial reporting[157].

Financial Performance - The company's operating revenue for 2022 was ¥19,335,662,193.20, a decrease of 34.02% compared to ¥29,304,780,634.27 in 2021[22]. - The net profit attributable to shareholders was -¥576,160,740.49 in 2022, representing a decline of 111.96% from ¥4,815,710,298.29 in 2021[22]. - The net cash flow from operating activities decreased by 56.03% to ¥6,801,120,597.25 in 2022, down from ¥15,467,540,962.65 in 2021[22]. - The total assets at the end of 2022 were ¥288,545,047,112.67, a decrease of 2.27% from ¥295,252,254,558.58 at the end of 2021[22]. - The basic earnings per share for 2022 was -¥0.0117, a decline of 111.93% compared to ¥0.0981 in 2021[22]. - The company reported a significant drop in passenger travel demand due to the impact of COVID-19, particularly in major cities like Shanghai and Beijing[23]. - The net profit for the first quarter of 2022 was ¥220,225,324.60, but the second quarter saw a loss of -¥1,248,062,984.85[24]. - The company recorded non-recurring gains of ¥29,936,294.04 in 2022, compared to gains of ¥3,258,674.61 in 2021[26]. - The net assets attributable to shareholders at the end of 2022 were ¥183,997,449,822.85, a decrease of 1.53% from ¥186,849,882,544.08 at the end of 2021[22]. - The total operating revenue for railway transportation was CNY 18,971,719,780.47, a decrease of 34.24% compared to the previous year[37]. Cash Flow and Investments - The net cash flow from investing activities was CNY -1,098,576,943.98, a decrease of 69.55% compared to the previous year[49]. - The company reported a significant decline in business due to the ongoing impact of the pandemic, affecting both revenue and service fees[40]. - The company achieved total operating revenue of CNY 19.34 billion, a decrease of 34.02% compared to the previous year[34]. - Investment activities generated a net cash outflow of CNY 1.10 billion, a decrease of 69.55% compared to the previous year[35]. - The company’s cash and cash equivalents decreased by 40.13% to approximately ¥5.34 billion compared to the previous period[52]. - The company reported a net decrease in cash and cash equivalents of -¥3,578,179,811.96 for 2022, contrasting with an increase of ¥967,906,205.62 in 2021[172]. Risk Management - The management has outlined potential risks in the section discussing future development[7]. - The company emphasizes the importance of investor awareness regarding investment risks due to uncertainties in future operational plans[5]. - The company faces risks from macroeconomic fluctuations that could impact passenger travel demand[61]. - The company is exposed to competition risks from other transportation modes, such as road and air travel[61]. - The company acknowledges risks from natural disasters and public health events that could disrupt operations and affect revenue[61]. Corporate Governance - The company has received a standard unqualified audit report from the accounting firm Xin Yong Zhong He[3]. - The company confirmed that all board members attended the board meeting[3]. - The company has not reported any instances of more than half of the board members being unable to guarantee the accuracy of the annual report[6]. - The company has established an independent financial accounting department with dedicated personnel, enabling independent financial decision-making[64]. - The company operates under a fully independent organizational structure, with no mixed operations or shared offices with shareholders[64]. - The company has a structured governance framework with a shareholders' meeting, board of directors, and supervisory board operating independently[64]. Strategic Initiatives - The company plans to focus on recovery strategies in response to the ongoing challenges in the transportation sector due to the pandemic[23]. - The company aims to enhance safety and operational quality while promoting high-quality railway development and modernization in 2023[58]. - The company plans to achieve a modernized railway system by 2035, with a target of 70,000 kilometers of high-speed rail[57]. - The company is focused on modernizing governance capabilities, including strengthening internal control and comprehensive budget management[60]. - The company is investing 5 billion yuan in R&D for new technologies over the next three years, focusing on AI and automation[71]. Shareholder Information - The total number of ordinary shareholders as of the end of the reporting period is 248,313, an increase from 234,345 at the end of the previous month[142]. - The largest shareholder, China Railway Investment Group Co., Ltd., holds 21,306,477,996 shares, representing 43.39% of the total shares[143]. - The second-largest shareholder, Ping An Asset Management - Construction Bank - Beijing-Shanghai High-speed Railway Equity Investment Plan, decreased its holdings by 750,556,327 shares, now holding 4,072,759,662 shares, or 8.29%[143]. - The company has not disclosed any major related party transactions during the reporting period[134]. Environmental and Social Responsibility - The company is committed to enhancing safety measures, including increased safety funding and external environment safety supervision[60]. - The company actively participated in energy management projects, achieving significant electricity savings compared to 2021[99]. - The company contributed 155,000 yuan to poverty alleviation and rural revitalization projects, benefiting approximately 400,000 people[101]. - The company has established an environmental management system focusing on "gas, water, electricity, green, and carbon" to mitigate environmental risks[98]. Audit and Compliance - The internal control audit report received a standard unqualified opinion, indicating effective internal controls as of December 31, 2022[96]. - The company has undergone an audit, confirming that the financial statements fairly reflect its financial position as of December 31, 2022[150]. - The audit opinion states that the financial statements were prepared in accordance with accounting standards and provide a true view of the company's operational results for the year 2022[151]. - The company has not reported any significant misstatements in the other information included in the annual report[154].

Financial Performance - Total assets decreased by 2.27% to CNY 288.55 billion in 2022 from CNY 295.25 billion in 2021[8] - Operating revenue fell by 34.02% to CNY 19.34 billion in 2022 compared to CNY 29.30 billion in 2021[8] - Net profit attributable to shareholders was a loss of CNY 576.16 million in 2022, a decline of 111.96% from a profit of CNY 4.82 billion in 2021[10] - The net cash flow from operating activities decreased by 56.03% to CNY 6.80 billion in 2022 from CNY 15.47 billion in 2021[10] - The weighted average return on equity was -0.31% in 2022, down from 2.60% in 2021[10] - Basic earnings per share were -CNY 0.0117 in 2022, a decrease of 111.93% from CNY 0.0981 in 2021[10] - The company achieved an annual operating revenue of 19.336 billion yuan, a decrease of 34.02% compared to the same period last year[16] - The total operating cost for the year was 16.718 billion yuan, down 11.07% year-on-year[16] - The net profit attributable to shareholders was -0.576 billion yuan, representing a decline of 111.96% compared to the previous year[16] Shareholder Information - The number of ordinary shareholders as of the end of the reporting period was 248,313[12] - The total number of common shareholders as of the end of the reporting period was 234,345[13] - The largest shareholder, China Railway Investment Group, holds 21,306,477,996 shares, accounting for 43.39% of total shares[13] - The second-largest shareholder, Ping An Asset Management, decreased its holdings by 750,556,327 shares, now holding 4,072,759,662 shares, which is 8.29%[13] - The company has no preferred shareholders with restored voting rights as of the reporting period[13] - The company has a total of 10 major shareholders, with the top three holding a combined 54.4% of shares[13] Dividend Information - The company plans to distribute a cash dividend of CNY 0.114 per 10 shares, totaling CNY 559.81 million[3] Operational Context - The company operates the Beijing-Shanghai High-Speed Railway, which is a key transportation artery in eastern China, enhancing connectivity among major cities[7] - The company is involved in the investment, construction, and operation of several high-speed rail lines in Anhui province, contributing to regional transportation integration[7] - The company has not reported any significant changes in operating conditions during the reporting period[16] Risk Factors - The company is subject to potential delisting risk warnings or termination of listing, but no specific reasons were disclosed[16]