2026 年第一次临时股东会 之法律意见书 天律意 2026 第 00142 号 致：合肥合锻智能制造股份有限公司 根据《中华人民共和国公司法》（下称"《公司法》"）、《中华人民共和 国证券法》（下称"《证券法》"）、《上市公司股东会规则》（下称"《股东 会规则》"）以及《合肥合锻智能制造股份有限公司章程》（下称"《公司章程》"） 等有关规定，安徽天禾律师事务所接受合肥合锻智能制造股份有限公司（下称"合 锻智能"或"公司"）委托，指派孙峰律师、袁宁律师（下称"本所律师"）出 席公司 2026 年第一次临时股东会（下称"本次股东会"），并出具法律意见。 本法律意见书是本所律师根据对有关本次股东会事实的了解及对我国现行 法律、法规和规范性文件的理解而做出的。 法律意见书 安徽天禾律师事务所 关于合肥合锻智能制造股份有限公司 本所律师同意将本法律意见书作为本次股东会的必备文件予以公告并依法 对所出具的法律意见书承担责任。 本所律师根据有关法律、法规的要求，按照律师行业公认的业务标准、道德 规范和勤勉尽责的精神，对本次股东会的召集和召开程序、出席会议人员的资格、 表决程序及其他相关法律问题发表法律意见如下： 一、本次 ...

证券代码：603011 证券简称：合锻智能 公告编号：2026-005 合肥合锻智能制造股份有限公司 2026年第一次临时股东会决议公告 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 | 1、出席会议的股东和代理人人数 | 1,011 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 154,039,122 | | 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 | | | 份总数的比例（%） | 31.1558 | (四) 表决方式是否符合《公司法》及《公司章程》的规定，会议主持情况等。 本次股东会由公司董事会召集，董事长严建文先生主持。本次股东会的召集、 召开和表决方式符合《公司法》等有关法律、行政法规、部门规章、规范性文件 和《公司章程》的规定。 (一) 股东会召开的时间：2026 年 1 月 22 日 (二) 股东会召开的地点：公司会议室 (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 ...

Investment Rating - The report assigns an "Accumulate" rating for the company, marking its first coverage [6][8]. Core Viewpoints - The company is recognized as a leading enterprise in high-end equipment manufacturing, focusing on advanced manufacturing and exploring new opportunities in the field [6][12]. - The company has a strong position in the high-end forming machine tool industry and intelligent sorting equipment, with significant market shares in various segments [9][12]. - The report highlights the potential for growth in traditional high-end equipment manufacturing and the emerging field of nuclear fusion equipment, which is expected to become a new pillar of development for the company [12][58]. Summary by Relevant Sections Market Performance - The closing price of the company's stock is 25.90 yuan, with a total market capitalization of approximately 12,805.33 million yuan [4]. Financial Data - The company is projected to achieve revenues of 2,074 million yuan in 2024, representing a year-on-year growth of 17.43%. However, it is expected to incur a net loss of 89 million yuan [7][25]. - The forecast for net profit from 2025 to 2027 is -15 million yuan, 118 million yuan, and 190 million yuan, respectively, with corresponding P/E ratios of -826.98, 108.35, and 67.44 [10][61]. Business Segments - High-end forming machine tools are expected to benefit from equipment upgrades and domestic substitution opportunities, with a focus on reducing reliance on imports [40][42]. - The intelligent sorting equipment segment is projected to maintain stable growth, driven by increasing demand across various industries, including agriculture and waste management [45][51]. - The nuclear fusion equipment segment is anticipated to become a significant growth area, with the company actively participating in key projects and collaborations [52][58]. Investment Logic - The company is well-positioned to leverage its capabilities in high-end equipment manufacturing and is expected to gradually overcome challenges in its traditional business segments while expanding into cutting-edge manufacturing [12][61].

Investment Rating - The report maintains a "Recommended" rating for the controllable nuclear fusion industry, indicating an expectation of significant growth in the sector over the next 3-6 months [3][49]. Core Insights - The 2026 Nuclear Fusion Energy Technology and Industry Conference held in Hefei is expected to accelerate the industrialization of nuclear fusion, with major procurement projects and collaborative laboratory projects being signed [1][8]. - Star Ring Fusion has completed a 1 billion yuan Series A financing round, which will expedite the commercialization of nuclear fusion technology, with plans to complete engineering validation by 2028 and establish a demonstration reactor by around 2032 [9][1]. - The report anticipates that the domestic nuclear fusion projects will see a total investment of approximately 146.5 billion yuan, with capital expenditures expected to enter an expansion phase from 2025 to 2028, leading to increased orders in the industry chain [8][1]. Summary by Sections Industry Overview - The report highlights the significant participation of over 1,500 attendees from various sectors, including government, academia, and finance, at the 2026 Nuclear Fusion Energy Technology and Industry Conference [8]. - The conference aims to foster collaboration across innovation, industry, finance, and talent chains to build a synergistic nuclear fusion energy ecosystem [8]. Financing and Investment - Star Ring Fusion's 1 billion yuan financing round was led by Shanghai Guotou and other investment groups, focusing on developing a unique high-temperature superconducting spherical tokamak technology [9][1]. - The report notes that the nuclear fusion industry is entering a capital expenditure upcycle, with significant investments expected to drive order volumes in the supply chain [1][8]. Market Performance - The report provides a performance review of the nuclear fusion sector, noting that several companies have seen substantial stock price increases, with top performers including New Wind Power (+42%) and China Nuclear Construction (+27%) [22][26]. - The report also tracks bidding activities, indicating a total bidding amount of 1.28 billion yuan in early January 2026, with several high-value projects being awarded [12][15]. Recommended Companies - The report continues to recommend companies such as Hezhong Intelligent and Lianchuang Optoelectronics, while suggesting attention to Guoguang Electric [3][23]. - It emphasizes the importance of the magnet segment, recommending companies like Western Superconducting and Yongding Co., which have significant value contributions in the nuclear fusion supply chain [33][3].

Market Overview - On January 16, the A-share market opened high but closed lower, with the Shanghai Composite Index down 0.26% at 4101.91 points, and both the Shenzhen Component and ChiNext Index down 0.18% and 0.20% respectively. The total trading volume exceeded 2 trillion yuan for the 14th consecutive trading day, reaching 3.03 trillion yuan [1]. Sector Performance - The market focus was on the semiconductor industry chain, particularly in storage chips and silicon carbide, as well as power grid equipment and humanoid robots. The low-altitude economy concept saw a recovery in the afternoon, while AI applications and sectors like media and pharmaceuticals experienced significant adjustments [1]. - A total of 2371 stocks rose while 2973 fell, with 47 stocks hitting the daily limit up and 50 hitting the limit down, indicating a low short-term sentiment and a less than 30% success rate for consecutive limit-up stocks [1]. Fund Flow - Main funds saw a net inflow of over 22.2 billion yuan into the electronics sector, with significant investments in semiconductors and machinery equipment, while there was a large outflow from the computer and media sectors, amounting to 18.56 billion yuan and 10.64 billion yuan respectively [1]. - Northbound funds recorded a net purchase of about 5 billion yuan, focusing on technology consumer stocks like Luxshare Precision and Sanhua Intelligent Control [1]. Market Sentiment - The market maintained high trading volume but with slowing incremental growth. The surge in wide-based ETFs indicated a risk-averse tendency, as funds sought a balance between policy catalysts and performance certainty in sectors like consumer electronics and innovative pharmaceuticals [1]. - The overall market saw a 40% limit-down rate, with the number of stocks hitting the limit down (50) exceeding those hitting the limit up (47), reflecting increased fund divergence and a decline in risk appetite [1]. First Limit Down Stocks - Haiwang Bio (000078) faced a limit down due to high valuation and fund withdrawal, closing at 3.74 yuan with a drop of 10.10%, and showing a significant deviation of 86.04% from its intrinsic value [2][3]. - Sanwei Communication (002115) also hit a limit down as high valuation pressures emerged, closing at 17.59 yuan with a drop of 9.98%, and a deviation of 67.83% from its intrinsic value [4][5]. - Hezhu Intelligent (603011) experienced a limit down due to overall sector adjustments, closing at 28.81 yuan with a drop of 9.99%, and a deviation of 60.08% from its intrinsic value [6][7]. Continuous Limit Down Stocks - Jinyu Group (601992) saw a continuous limit down, closing at 1.9 yuan with a drop of 9.95%, and is currently undervalued by 80.69% compared to its intrinsic value, indicating potential for valuation recovery [9][10]. - Hangxiao Steel Structure (600477) also faced a continuous limit down, closing at 3.61 yuan with a drop of 9.98%, and is undervalued by 51.59% compared to its intrinsic value, suggesting a potential investment opportunity [11][12]. - Zhejiang Wenlian (600986) experienced a continuous limit down, closing at 10.04 yuan with a drop of 9.96%, and is undervalued by 36.81% compared to its intrinsic value, indicating potential for valuation recovery as market sentiment stabilizes [13][14]. Investment Strategy - The market is showing a tendency to avoid significantly overvalued stocks, focusing instead on undervalued stocks with fundamental support. Investors are advised to avoid first limit down stocks like Haiwang Bio and Sanwei Communication, while considering opportunities in continuously limit down stocks like Jinyu Group and Hangxiao Steel Structure [15][16].

Investment Rating - The report assigns an "Accumulate" rating for the controlled nuclear fusion industry [26]. Core Insights - The controlled nuclear fusion sector is experiencing significant growth, with increasing procurement demands and notable financing activities, such as the completion of a 1 billion RMB Series A funding round by Star Ring Fusion [3][22]. - The 2026 Nuclear Fusion Technology and Industry Conference highlighted advancements in plasma technology, including the successful operation of the "Xuanlong-50U" hydrogen-boron plasma high-confinement mode discharge, marking a significant milestone in fusion research [16][19]. - The establishment of the Fusion Financial Institutions Alliance aims to facilitate the transition of nuclear fusion from laboratory research to engineering and commercialization, involving 130 financial and technology service institutions [24][25]. Summary by Sections Market Performance - During the week of January 12-16, the nuclear fusion index fell by 3.22%, underperforming the broader market indices [8][11]. Tender and Bid Information - Significant procurement activities were reported, focusing on superconducting materials and structural components, with total procurement amounts nearing 100 million RMB [10][13]. Domestic and International News - The 2026 Nuclear Fusion Technology and Industry Conference, held in Hefei, attracted over 1,500 participants and featured major procurement projects and collaborations [14][19]. - Japan announced the opening of three top fusion research facilities to private enterprises, marking a shift towards public-private collaboration in fusion technology [19][20]. Investment Dynamics - Star Ring Fusion's 1 billion RMB Series A financing is one of the largest in the domestic fusion energy sector, indicating strong confidence in the commercialization of next-generation energy technologies [22]. - The Fusion Financial Institutions Alliance was formed to enhance capital efficiency and support the commercialization of nuclear fusion technologies [24][25]. Investment Recommendations - The report suggests focusing on key components of controlled nuclear fusion, including magnets, power supplies, and structural components, with specific companies highlighted for potential investment [26].

Company Overview - Hefei Huoan Intelligent Manufacturing Co., Ltd. is located in Hefei Economic and Technological Development Zone, established on September 7, 1997, and listed on November 7, 2014 [1] - The company specializes in the research, production, and sales of forging equipment and intelligent detection and sorting equipment [1] Business Revenue Composition - The main business revenue composition is as follows: color sorters 49.80%, hydraulic presses 30.93%, mechanical presses 14.87%, and others 3.62% [1] Stock Performance - On January 19, the stock price of Huoan Intelligent dropped by 7.5%, reaching 26.65 CNY per share, with a trading volume of 33.92 million CNY and a turnover rate of 0.26%, resulting in a total market capitalization of 13.176 billion CNY [1] Fund Holdings - Tongtai Fund has a significant holding in Huoan Intelligent, with its Tongtai New Energy fund increasing its position by 29,500 shares in the fourth quarter, bringing the total to 132,000 shares, which represents 4.99% of the fund's net value [2] - The fund has a total scale of 39.3356 million CNY and has achieved a year-to-date return of 12.64%, ranking 565 out of 5,579 in its category [2] Fund Manager Performance - The fund manager, Chen Zongchao, has been in position for 4 years and 178 days, managing assets totaling 518 million CNY, with the best fund return during his tenure being 71.82% and the worst being -12.91% [3]

Core Viewpoint - The Shanghai Composite Index fell by 0.26% on January 16, with the electronic and automotive sectors leading the gains, increasing by 2.64% and 1.69% respectively, while the media and computer sectors experienced the largest declines of 4.84% and 2.23% respectively [1]. Industry Summary Mechanical Equipment Industry - The mechanical equipment sector rose by 1.23% today, with a net inflow of 3.587 billion yuan in main funds. Out of 531 stocks in this sector, 356 stocks increased, 7 stocks hit the daily limit up, while 164 stocks decreased, and 7 stocks hit the daily limit down [1]. - Among the stocks with net inflows, 279 stocks saw capital inflows, with 19 stocks receiving over 100 million yuan. The top three stocks by net inflow were Wuzhou Xinchun (8.01 billion yuan), Aerospace Engineering (3.45 billion yuan), and Saiteng Co. (2.83 billion yuan) [1]. - The stocks with the largest net outflows included Xue Ren Group (-5.67 billion yuan), Hezhuan Intelligent (-3.06 billion yuan), and Guoji Heavy Industry (-2.03 billion yuan) [1][2]. Mechanical Equipment Industry Fund Inflow Ranking - Wuzhou Xinchun: +10.00%, turnover rate 16.15%, main fund flow 800.89 million yuan - Aerospace Engineering: +4.92%, turnover rate 11.55%, main fund flow 344.79 million yuan - Saiteng Co.: +10.01%, turnover rate 12.64%, main fund flow 282.96 million yuan [1]. Mechanical Equipment Industry Fund Outflow Ranking - Xue Ren Group: -9.99%, turnover rate 30.52%, main fund flow -567.33 million yuan - Hezhuan Intelligent: -10.00%, turnover rate 21.00%, main fund flow -306.09 million yuan - Guoji Heavy Industry: -2.59%, turnover rate 3.11%, main fund flow -202.74 million yuan [2].

Group 1 - The core viewpoint of the news is that Hefei Huaneng Intelligent Manufacturing Co., Ltd. (合锻智能) has shown significant trading activity, with a notable increase in stock price and high financing levels, indicating strong market interest [1] - On January 15, 2025, Hefei Huaneng's stock price rose by 6.66%, with a trading volume of 3.341 billion yuan. The financing buy amount was 234 million yuan, while the financing repayment was 288 million yuan, resulting in a net financing buy of -54.2074 million yuan [1] - As of January 15, 2025, the total financing and securities lending balance for Hefei Huaneng was 787 million yuan, which accounts for 4.97% of its circulating market value, indicating a high financing balance compared to the past year [1] Group 2 - As of September 30, 2025, the number of shareholders for Hefei Huaneng increased to 78,000, a rise of 10.01%, while the average circulating shares per person decreased by 9.10% to 6,340 shares [2] - For the period from January to September 2025, Hefei Huaneng reported a revenue of 1.673 billion yuan, reflecting a year-on-year growth of 14.03%. However, the net profit attributable to shareholders was -44.3277 million yuan, a decrease of 677.25% compared to the previous year [2] - Since its A-share listing, Hefei Huaneng has distributed a total of 157 million yuan in dividends, with no dividends paid in the last three years [3]

Core Viewpoint - The stock of Hezhuan Intelligent (603011) experienced a significant increase of 6.66% today, with a trading volume of 3.341 billion yuan and a turnover rate of 22.42% [2] Trading Activity - The stock was listed on the Shanghai Stock Exchange's "Dragon and Tiger List" due to a daily price fluctuation of 19.35%, with a net purchase of 59.5177 million yuan from the Shanghai-Hong Kong Stock Connect [2] - The top five trading departments accounted for a total transaction volume of 856 million yuan, with a net purchase of 308 million yuan [2] - The largest buying and selling department was the Shanghai-Hong Kong Stock Connect, with a buying amount of 181 million yuan and a selling amount of 121 million yuan, resulting in a net purchase of 59.5177 million yuan [2] Fund Flow - The stock saw a net inflow of 242 million yuan from major funds today, including a net inflow of 182 million yuan from large orders [2] - Over the past five days, the net inflow of major funds reached 685 million yuan [2] Financial Performance - According to the Q3 report released on October 30, 2025, the company achieved a total revenue of 1.673 billion yuan in the first three quarters, representing a year-on-year growth of 14.03%, while reporting a net loss of 44.3277 million yuan [2]