证券代码：603012 证券简称：创力集团 公告编号：2025-038 上海创力集团股份有限公司 2025年第一次临时股东大会决议公告 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 09 月 09 日 (二)股东大会召开的地点：上海市青浦区新康路 889 号 (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 | 210 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 159,283,906 | | 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（%） | 24.6378 | (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。 2、 议案名称：关于制定、修订公司部分制度的议案 本次会议由董事会召集，由董事长石良希先生主持，投票方式采取现场投票 和网络投票相结合的方式召开。本 ...

Group 1 - The company will hold its first extraordinary general meeting of shareholders in 2025 on September 9, 2025, at 14:00 [1][3] - The meeting will be conducted both in-person and via online voting, with specific time slots for each voting method [3][6] - Shareholders must register according to the meeting notice and are required to maintain order during the meeting [1][2] Group 2 - The agenda includes a proposal to cancel the supervisory board and amend the company's articles of association, with the audit committee taking over the supervisory functions [5][6] - The company plans to change its registered capital from 650,472,000 yuan to 646,500,000 yuan due to the cancellation of certain restricted stocks [6][7] - The registered address will be updated to include additional locations while maintaining the current address [6][7] Group 3 - The company will revise its articles of association to reflect the cancellation of the supervisory board and the transition of its functions to the audit committee [7][8] - Specific amendments will include the removal of references to the supervisory board and updates to the company’s registered capital and address [7][9] - The company will ensure compliance with relevant laws and regulations during the amendment process [6][7]

上海创力集团股份有限公司 2025 年第一次临时股东会 会议资料 证券代码：603012 二〇二五年九月九日 上海创力集团股份有限公司 2025 年第一次临时股东会会议资料 | | | | 2025 | 年第一次临时股东会参会须知 | 1 | | --- | --- | --- | | 2025 | 年第一次临时股东会议程 | 2 | | 2025 | 年第一次临时股东会议案 | 3 | | | 议案一：关于取消监事会暨修订《公司章程》的议案 | 3 | | | 议案二：关于制定、修订公司部分制度的议案 | 50 | I 上海创力集团股份有限公司 2025 年第一次临时股东会会议资料 上海创力集团股份有限公司 2025 年第一次临时股东会参会须知 为维护投资者的合法权益，保障股东在公司 2025 年第一次临时股东会期间依法行 使权利，确保股东会的正常秩序和议事效率，依据中国证监会《上市公司股东会规则》 及本公司《股东会议事规则》的有关规定，特制定本须知。 一、请按照本次股东会会议通知（详见 2025 年 8 月 23 日刊登于上海证券交易所 网站 www.sse.com.cn 的《创力集团 2025 年第一次 ...

Core Insights - Shanghai Chuangli Group Co., Ltd. has invested 25.5 million RMB to establish Shanghai Chuangli Group (Linfen) Mining Intelligent Equipment Co., Ltd., holding a 51% stake [1] - The new company was founded on November 2, 2024, with a registered capital of 50 million RMB and is located in Linfen City [1] Company Overview - The company operates in the specialized equipment manufacturing industry [1] - The legal representative of the new company is Li Jinhua [1] Business Activities - The company is involved in various activities including manufacturing and sales of mining machinery, mechanical equipment, electrical equipment, and industrial robots [1] - It also provides services such as technical consulting, technology transfer, and maintenance of electronic and mechanical equipment [1] - The company is authorized to conduct business activities independently based on its business license, except for projects that require approval [1]

Core Insights - The company reported a slight increase in total revenue for the first half of 2025, but a significant decline in net profit compared to the previous year [1] - The second quarter showed strong revenue growth, indicating potential recovery in sales [1] - The company's financial health is under scrutiny due to rising accounts receivable and declining cash flow [3] Financial Performance - Total revenue for the first half of 2025 reached 1.161 billion yuan, a year-on-year increase of 0.87% [1] - Net profit attributable to shareholders was 81.7694 million yuan, down 17.06% year-on-year [1] - The second quarter revenue was 809 million yuan, reflecting a 40.75% increase year-on-year, while net profit for the same period was 44.1264 million yuan, up 16.06% [1] Profitability Metrics - Gross margin decreased to 38.72%, down 5.59% year-on-year, while net margin improved to 7.53%, an increase of 30.04% [1] - The company's return on invested capital (ROIC) was reported at 4.3%, indicating weak capital returns [3] - Historical data shows a median ROIC of 9.93% since the company went public, with the worst year being 2016 at 3.27% [3] Cost and Expense Analysis - Total selling, administrative, and financial expenses amounted to 260 million yuan, accounting for 22.4% of revenue, a slight decrease of 1.58% year-on-year [1] - The company’s cash flow situation is concerning, with operating cash flow per share at -0.08 yuan, a decline of 225.23% year-on-year [1][3] Balance Sheet Insights - Accounts receivable increased significantly by 38.21% year-on-year, reaching 2.997 billion yuan [1] - The company’s interest-bearing debt rose by 34.25% to 1.082 billion yuan [1] - Cash and cash equivalents decreased by 44.62% to 480 million yuan [1]

Group 1 - The core point of the news is that Shanghai Jusheng Investment Co., Ltd. has pledged a total of 18 million shares of Chuangli Group, accounting for 2.79% of the total share capital, indicating a significant level of share pledging among major shareholders [1] - As of the announcement date, Shanghai Jusheng Investment Co., Ltd. has pledged a total of 42 million shares, which is 63.3% of its total holdings, while another major shareholder, China Coal Machinery Group Co., Ltd., has pledged 30 million shares, accounting for 47.28% of its holdings [1] - The financial performance of Chuangli Group for the first half of 2025 shows a revenue of 1.161 billion yuan, a year-on-year increase of 0.87%, but a decline in net profit attributable to shareholders by 17.06% to 81.7694 million yuan [3] Group 2 - In the second quarter of 2025, Chuangli Group reported a revenue of 809 million yuan, a significant year-on-year increase of 40.75%, and a net profit attributable to shareholders of 44.1264 million yuan, which is an increase of 16.06% compared to the same period last year [3] - The company operates primarily in the coal mining machinery manufacturing and service sector, indicating its focus on a specific industrial niche [4] - The company's debt ratio stands at 48.4%, with financial expenses amounting to 15.2812 million yuan and an investment loss of 159.73 thousand yuan, reflecting its financial management challenges [3]

Group 1 - The core point of the article is that Chuangli Group (603012.SH) announced a donation of 5 million yuan to the Anhui University of Science and Technology Education Development Foundation [1] - The donation will be allocated to support two high-end research platforms at the university, with 2.5 million yuan designated for the National Key Laboratory of Deep Coal Mining Safety and Environmental Protection [1] - The remaining 2.5 million yuan will be used for the National Key Laboratory of Intelligent Technology for Unmanned Coal Mining [1] Group 2 - The specific usage of the donated funds will be determined through discussions between the donor and the laboratories to ensure the funds are used exclusively for their intended purpose [1] - The donation aims to maximize support for the development of research innovation teams at the two key national laboratories [1]

Group 1 - The company, Chuangli Group (603012.SH), announced a donation of 5 million yuan to the Anhui University of Science and Technology Education Development Foundation [1] - The donation will support two high-end research platforms at the university, with 2.5 million yuan allocated to the National Key Laboratory for Deep Coal Mining Safety and Environmental Protection, and 2.5 million yuan for the National Key Laboratory for Intelligent Technology in Coal Unmanned Mining [1] - The specific usage of the donated funds will be determined through discussions between the donor and the laboratories, ensuring that the funds are used exclusively for their intended purpose to maximize support for the development of research innovation teams [1]

Core Viewpoint - Shanghai Chuangli Group Co., Ltd. reported a slight increase in total assets and operating revenue for the first half of 2025, but a significant decline in net profit attributable to shareholders compared to the previous year [1]. Financial Summary - Total assets at the end of the reporting period reached approximately 7.86 billion RMB, an increase of 1.46% from the end of the previous year [1]. - Operating revenue for the reporting period was approximately 1.16 billion RMB, reflecting a 0.87% increase compared to the same period last year [1]. - Total profit amounted to approximately 110.27 million RMB, which is a 13.77% increase year-on-year [1]. - Net profit attributable to shareholders was approximately 81.77 million RMB, showing a decline of 17.06% compared to the previous year [1]. - Net profit after deducting non-recurring gains and losses was approximately 67.29 million RMB, down 24.74% year-on-year [1]. - The net cash flow from operating activities was negative at approximately -51.31 million RMB, a decrease of 225.17% compared to the previous year [1]. Shareholder Information - The total number of shareholders at the end of the reporting period was 35,080 [1]. - The top ten shareholders include Shanghai Jusheng Investment Co., Ltd. with a 10.20% stake and China Coal Machinery Group Co., Ltd. with a 9.75% stake, both of which have pledged their shares [2][3].

Core Points - The company held its 18th meeting of the 5th Board of Directors on August 22, 2025, with all 7 directors present, ensuring compliance with legal and regulatory requirements [1] - The meeting approved the 2025 semi-annual report, which was reviewed by the Audit Committee and deemed to reflect the company's operational status accurately [2] - The company proposed to abolish the Supervisory Board, transferring its functions to the Audit Committee, and will amend the Articles of Association accordingly, pending shareholder approval [2][3] - The company plans to revise and supplement internal regulations to align with current laws and policies, following the abolition of the Supervisory Board [3] - The company’s subsidiary, Shanghai Shen Chuan Electric Co., Ltd., donated 5 million yuan to the Anhui University of Science and Technology Education Development Foundation to support two high-end research platforms [4] - The meeting also approved a proposal to convene the first temporary shareholders' meeting of 2025 [4]