Core Viewpoint - In the first half of the year, seven brokerage firms implemented share buybacks totaling 191 million shares and an aggregate amount of 2.031 billion yuan, indicating a positive trend in the brokerage sector's valuation recovery due to various supportive measures and an improving market environment [1][2]. Group 1: Share Buyback Details - Seven brokerages have disclosed their share buyback progress, with notable examples including Dongfang Securities, Guotai Junan, and Zhongtai Securities, which collectively repurchased millions of shares and spent significant amounts [2]. - Dongfang Securities repurchased 26.70 million shares for 250 million yuan, Guotai Junan repurchased 59.22 million shares for 1.051 billion yuan, and Zhongtai Securities repurchased 33.50 million shares for 213 million yuan [2]. Group 2: Future Buyback Plans - Some brokerages have announced future buyback plans, such as Hongta Securities, which plans to repurchase between 100 million and 200 million yuan worth of shares to support its ongoing development [3]. Group 3: Purpose of Share Buybacks - The primary objectives of the share buybacks include maintaining company value and shareholder rights, optimizing capital structure, and enhancing shareholder returns [4]. - Brokerages like Zhongtai Securities and Hongta Securities explicitly stated that their repurchased shares would be canceled to reduce registered capital and improve shareholder returns [4]. Group 4: Broader Market Management Strategies - In addition to share buybacks, several major shareholders of brokerages have announced plans to increase their holdings, reflecting a growing awareness of enhancing investor returns [5]. - For instance, Tianfeng Securities' major shareholder increased its stake by 1.79 million shares for 502 million yuan, while Changcheng Securities' major shareholder plans to invest between 50 million and 100 million yuan [5]. Group 5: Market Outlook - Analysts predict that with the influx of long-term capital and increased market stability, the risk appetite in the market is likely to improve, which may lead to a recovery in brokerage valuations [6].

Core Viewpoint - Nanjing Securities has extended the validity period of its 5 billion yuan private placement plan by 12 months, now set to expire on July 4, 2026, following a shareholder meeting approval [1][2]. Group 1: Private Placement Details - The private placement plan, initially disclosed in April 2023 and accepted by the Shanghai Stock Exchange in May 2025, has faced delays and regulatory scrutiny, including a recent inquiry from the exchange [5][6]. - The total amount to be raised through the private placement is capped at 5 billion yuan, with the funds intended to supplement the company's capital [6][7]. - The plan includes investments in traditional business areas such as investment banking, wealth management, proprietary trading, and asset management, with specific allocations for debt repayment and technology investments [7][8]. Group 2: Regulatory Environment - The regulatory environment for securities firms has tightened, with a focus on the necessity and rationality of financing, as well as the efficient use of funds [15][17]. - Nanjing Securities' response to regulatory inquiries highlighted the importance of capital adequacy in maintaining competitive positioning within the industry [9][16]. - The company has faced administrative penalties and regulatory measures, which have been rectified, indicating a commitment to compliance [12][11]. Group 3: Financial Performance - Nanjing Securities has shown stable revenue growth, with total revenues of 20.08 billion yuan in 2022, projected to increase to 31.47 billion yuan by 2024, reflecting year-on-year growth rates of 23.30% and 27.12% respectively [10]. - The company reported a net profit of 6.46 billion yuan in 2022, with expectations of growth to 10.02 billion yuan by 2024, indicating a positive trend in profitability [10]. - The firm’s net capital has remained around 150 billion yuan over the past five years, positioning it in the mid-tier of the industry [9].

Group 1 - The annual general meeting of Nanjing Securities Co., Ltd. is scheduled for June 30, 2025, at 10:00 AM in Nanjing [1] - The meeting will be conducted in accordance with the Securities Law, Company Law, and relevant regulations [2][4] - The notice for the meeting was published on June 7, 2025, detailing the time, location, and voting procedures [2][4] Group 2 - The meeting will utilize a combination of on-site and online voting, with online voting available from 9:15 AM to 3:00 PM on the day of the meeting [3] - A total of 645 shareholders and their proxies attended the meeting, representing 2,084,383,121 shares, which is 56.5431% of the total voting shares [4][5] Group 3 - The voting process was conducted in accordance with the company's articles of association, and the results were announced immediately [6][10] - All resolutions presented at the meeting were approved, with significant support from shareholders [6][10] - The voting results indicated that the majority of votes were in favor, with percentages consistently above 99% for various resolutions [6][7][8]

Core Viewpoint - Nanjing Securities has made progress on its 5 billion yuan private placement plan after two years of delays, with the shareholders approving an extension of the plan's validity period to July 4, 2026 [2][3]. Group 1: Private Placement Plan Details - The private placement plan, initially disclosed in April 2023 and accepted by the Shanghai Stock Exchange in May 2025, has undergone significant adjustments and is now in a critical review phase [4]. - The fundraising allocation has shifted from focusing solely on investments to a more balanced approach, with 5 billion yuan each for investment banking, wealth management, proprietary trading, and asset management, 13 billion yuan for debt repayment, 10 billion yuan for alternative and private subsidiaries, and 7 billion yuan for information technology and compliance risk control [4][5]. Group 2: Financial Health and Debt Management - Nanjing Securities currently has an outstanding bond balance of 21.4 billion yuan, with 7.7 billion yuan maturing before the end of 2025, raising concerns that the 13 billion yuan debt repayment plan may not be sufficient [5]. - The company previously completed a 4.375 billion yuan private placement in 2020, and the Shanghai Stock Exchange questioned the timing of the new financing, which Nanjing Securities justified by stating that the previous funds were fully utilized by June 2022 [6]. Group 3: Regulatory Environment and Industry Trends - The China Securities Regulatory Commission has indicated a shift towards more flexible refinancing for securities firms, with recent approvals for private placements from several firms, including Nanjing Securities [7][9]. - The focus of refinancing is transitioning from "scale expansion" to "quality improvement," with firms like Nanjing Securities aiming to enhance their service capabilities for the real economy through targeted investments [10].

Core Viewpoint - Nanjing Securities has made progress on its 5 billion yuan private placement plan after two years of delays, with the plan's validity extended to July 4, 2026 [2][5]. Group 1: Private Placement Plan - The private placement plan was first disclosed in April 2023 and received acceptance from the Shanghai Stock Exchange in May 2025, indicating a lengthy approval process [7]. - The fundraising focus has shifted from investment-centric to a balanced layout, allocating 5 billion yuan each to investment banking, wealth management, proprietary trading, and asset management, with 13 billion yuan for debt repayment, 10 billion yuan for alternative and private subsidiaries, and 7 billion yuan for IT and compliance [8]. - Nanjing Securities has 21.4 billion yuan in outstanding bonds, with 7.7 billion yuan maturing before the end of 2025, raising concerns about the adequacy of the 13 billion yuan debt repayment plan [8]. Group 2: Regulatory Environment - The China Securities Regulatory Commission (CSRC) has emphasized the need for securities firms to rationally determine financing scale and timing, focusing on shareholder returns and operational efficiency [11]. - Several securities firms, including Nanjing Securities, have adjusted their refinancing plans in response to regulatory changes, with a trend towards financing that supports light capital businesses [12]. - Recent developments indicate a "conditional normalization" of refinancing in the industry, with Nanjing Securities' private placement plan being part of this trend [12][14]. Group 3: Industry Trends - The focus of securities firms' refinancing is shifting from scale expansion to quality improvement, with Nanjing Securities aiming to enhance services for innovative enterprises through equity investments [14]. - The recent private placements by firms like Tianfeng Securities and Nanjing Securities reflect a broader industry movement towards supporting the real economy [12][14].

证券代码：601990 证券简称：南京证券 公告编号：临 2025-020 号 南京证券股份有限公司 2024年年度股东大会决议公告 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法律责任。 重要内容提示： 本次会议是否有否决议案：无 一、会议召开和出席情况 (一)股东大会召开的时间：2025 年 6 月 30 日 (二)股东大会召开的地点：南京市江东中路 389 号（金融城 5 号楼）3 楼报告厅 (三)出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况： | 1、出席会议的股东和代理人人数 | 645 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 2,084,383,121 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | 56.5431 | | 份总数的比例（%） | | (四)表决方式是否符合《公司法》及《公司章程》的规定，大会主持情况等。 本次会议由董事会召集，以现场投票和网络投票相结合的方式召开。公司董 事长李剑锋先生主持会议。会议的召集、召开和表决符合《公 ...

国浩律师（上海）事务所 法律意见书 2024 年年度股东大会的法律意见书 国浩律师（上海）事务所 Grandall Law Firm (Shanghai) 中国 上海 山西北路 99 号苏河湾中心 MT25-28 楼，200085 25-28/F, Suhe Centre, 99 North Shanxi Road, Shanghai, China, 200085 电话/TEL: (8621) 5234-1668 传真/FAX: (8621) 5234-1670 关于南京证券股份有限公司 致：南京证券股份有限公司 南京证券股份有限公司（以下简称"公司"）2024 年年度股东大会（以下简称"本 次股东大会"）于 2025 年 6 月 30 日 10：00 在南京市江东中路 389 号（金融城 5 号楼）3 楼报告厅召开。国浩律师（上海）事务所（以下简称"本所"）接受公司的 委托，指派律师（以下简称"本所律师"）出席会议见证，并依据《中华人民共和国 证券法》（以下简称"《证券法》"）《中华人民共和国公司法》（以下简称"《公 司法》"）、中国证券监督管理委员会《上市公司股东会规则》（以下简称"《股东 会规则》"）和 ...

Group 1 - The company, Nanjing Securities Co., Ltd., is planning to issue A-shares to specific investors, including its controlling shareholder, Zijin Group, with a total fundraising amount not exceeding 5 billion yuan [2][4][6] - The issuance has been approved by the company's board and requires further approval from the Shanghai Stock Exchange and the China Securities Regulatory Commission [1][11] - The pricing for the shares will be based on the higher of 80% of the average trading price over the 20 trading days prior to the pricing date or the latest audited net asset value per share [2][3] Group 2 - Zijin Group will not participate in the market pricing process but will subscribe at the market price determined through the bidding process [4] - The shares subscribed by Zijin Group will be locked for 60 months, while other major shareholders will have a lock-up period of 36 months [5] - The total amount raised will be used to enhance the company's capital base and support various business areas, including wealth management and asset management [6][8] Group 3 - The company maintains its current control structure, with Zijin Group remaining the controlling shareholder after the issuance [6][8] - The company has established a profit distribution policy to ensure stable returns to shareholders over the next three years [7][8] - The company’s main business includes securities brokerage, investment banking, and asset management, which are closely tied to the performance of the capital markets [10]

Core Viewpoint - Nanjing Securities has received an inquiry letter from the Shanghai Stock Exchange regarding its application for a specific issuance of A-shares, and has responded with clarifications and updates to its fundraising documents [1][2] Group 1 - Nanjing Securities received the inquiry letter on May 27, 2025, from the Shanghai Stock Exchange concerning its application for issuing A-shares to specific investors [1] - The company, along with relevant intermediaries, has carefully studied the questions raised in the inquiry letter and has provided explanations and responses [1] - The company has also supplemented and revised its fundraising documents in accordance with the inquiry [1] Group 2 - The issuance of A-shares is subject to approval by the Shanghai Stock Exchange and registration by the China Securities Regulatory Commission [2] - There is uncertainty regarding whether the application will be approved and the timeline for such approval [2] - The company will fulfill its information disclosure obligations in a timely manner based on the progress of the application [2]

证券代码：601990 证券简称：南京证券 南京证券股份有限公司 Nanjing Securities Co.,Ltd. （南京市江东中路 389 号） 向特定对象发行 A 股股票 募集说明书 （修订稿） 保荐机构（主承销商） （苏州工业园区星阳街 5 号） 联席主承销商 南京证券股份有限公司 向特定对象发行 A 股股票募集说明书 声 明 本公司全体董事、监事、高级管理人员承诺本募集说明书不存在任何虚假 记载、误导性陈述或重大遗漏，并保证所披露信息的真实、准确、完整。 公司负责人、主管会计工作负责人及会计机构负责人（会计主管人员）保 证募集说明书中财务会计报告真实、完整。 证券监督管理机构及其他政府部门对本次发行所作的任何决定，均不表明 其对发行人所发行证券的价值或者投资人的收益作出实质性判断或者保证。任 何与之相反的声明均属虚假不实陈述。 根据《证券法》的规定，证券依法发行后，发行人经营与收益的变化，由 发行人自行负责，由此变化引致的投资风险，由投资者自行负责。 二〇二五年六月 （云南省昆明市北京路 155 号附 1 号） 1-1-1 南京证券股份有限公司 向特定对象发行 A 股股票募集说明书 重大事项提示 ...