Group 1 - The company, Guojian Group (603060), announced that it will hold a semi-annual performance briefing on September 15, 2025 [1]

| 证券代码：603060 | 证券简称：国检集团 | 公告编号：2025-049 | | --- | --- | --- | | 转债代码：113688 | 转债简称：国检转债 | | 中国国检测试控股集团股份有限公司 关于召开 2025 年半年度业绩说明会的公告 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法律责任。 重要内容提示： 一、说明会类型 中国国检测试控股集团股份有限公司（以下简称"公司"）已于 2025 年 8 月 29 日在上海证券交易所网站（www.sse.com.cn）披露了《2025 年半年度报告》。 为加强与投资者沟通，推进公司高质量发展，公司定于 2025 年 9 月 15 日（星期 一）15:00-16:00 在"价值在线"（www.ir-online.cn）举办公司 2025 年半年度业绩 说明会，就投资者关心的问题进行交流。 财务总监：杨京红女士 副总经理、董事会秘书：宋开森先生 四、投资者参加方式 投 资 者 可 于 2025 年 9 月 15 日 （ 星 期 一 ） 15:00-16:00 通 过 ...

Core Viewpoint - The recent financial report of Guojian Group (603060) shows a slight increase in total revenue but a significant decline in net profit, indicating potential challenges in profitability and cash flow management [1][2]. Financial Performance - Total revenue for the first half of 2025 reached 1.055 billion yuan, a year-on-year increase of 1.31% [1]. - Net profit attributable to shareholders was 5.8121 million yuan, reflecting a year-on-year decrease of 77.94% [1]. - In Q2 2025, total revenue was 561 million yuan, down 3.63% year-on-year, with net profit of 36.3748 million yuan, a decline of 32.24% [1]. - Gross margin stood at 32.95%, down 12.92% year-on-year, while net margin was 0.42%, a decrease of 81.54% [1]. - Total expenses (selling, administrative, and financial) amounted to 252 million yuan, accounting for 23.9% of revenue, a decrease of 5.64% year-on-year [1]. Cash Flow and Debt Management - The company reported a significant increase in cash and cash equivalents, reaching 632 million yuan, up 178.40% year-on-year [1]. - The accounts receivable increased to 1.323 billion yuan, a rise of 7.40% year-on-year, with accounts receivable to net profit ratio at 649.59% [1][2]. - Interest-bearing debt rose to 1.956 billion yuan, an increase of 39.99% year-on-year, leading to a debt-to-asset ratio of 34.26% [1][2]. Investment Insights - The company's return on invested capital (ROIC) was 7.39% last year, indicating average capital returns, with a historical median ROIC of 17.82% since its listing [1]. - The company is primarily driven by research and marketing, necessitating close examination of these operational drivers [2]. - A notable fund manager, Miao Weibin from Jinyuan Shun'an Fund, has recently increased holdings in the company, indicating potential investor confidence [2].

Core Viewpoint - The legal opinion issued by Beijing Gaopeng Law Firm confirms the cancellation of stock options under the second phase stock option incentive plan of China National Inspection Testing Group Co., Ltd. due to unmet performance conditions for the third exercise period [1][9]. Summary by Sections Basic Situation of the Cancellation - The performance assessment conditions for the third exercise period require a compound annual growth rate of operating income of no less than 25% in 2024 compared to 2020, and a return on net assets of no less than 16% [4]. - The company calculated a net asset return of 9.77% for 2024, indicating that the performance conditions were not met, leading to the cancellation of a total of 5,551,656 stock options [4]. Approval and Authorization of the Cancellation - On August 26, 2021, the company’s board of directors approved various proposals related to the second phase stock option incentive plan, including management and assessment methods [5]. - The plan received approval from China National Building Materials Group on September 9, 2021, allowing the implementation of the second phase stock option incentive plan [6]. - The company completed the registration of 14.07 million stock options on December 20, 2021 [7]. Decision-Making and Approval Procedures - The board of directors and supervisory board held meetings on August 30, 2023, to approve the adjustment of the second phase stock option incentive plan and the cancellation of certain stock options [8]. - The necessary decision-making and approval procedures for the cancellation of stock options have been fulfilled as of the date of the legal opinion [9].

Core Viewpoint - The company announced the cancellation of part of the stock option incentive plan due to unmet performance criteria for the third exercise period [1][4][5] Group 1: Approval Procedures - The company held the fifth board meeting on August 28, 2025, to review and approve the cancellation of part of the stock options [1] - Independent directors provided opinions on the stock option incentive plan and its related matters during the meetings [2][3] Group 2: Specifics of Cancellation - The cancellation affects 5,551,656 stock options held by 216 incentive targets, which were granted but not yet exercised [4] - The performance criteria for the third exercise period were not met, with a compound growth rate of 15.46% for revenue, below the target of 25% [4] Group 3: Impact on the Company - The cancellation of the stock options will not have a significant impact on the company's financial status or operational results [5] - The stability of the management team is not expected to be affected by this cancellation [5] Group 4: Compliance and Legal Opinions - The cancellation aligns with relevant laws and regulations, including the Management Measures for Equity Incentives of Listed Companies [5] - Necessary decision-making and approval procedures have been followed for the cancellation [5]

Group 1 - The board of directors of China National Inspection Testing Group Co., Ltd. held its 14th meeting of the 5th session on August 28, 2025, in Beijing, with all 9 directors present, meeting legal requirements [1][2] - The board unanimously approved the proposal regarding the cancellation of part of the stock options from the second phase of the stock option incentive plan, which was previously reviewed by the Compensation and Assessment Committee [1][2] - Relevant documents, including the resolutions from the board meeting and the Compensation and Assessment Committee meeting, have been filed and disclosed on the Shanghai Stock Exchange website [2]

Group 1 - The board of directors of China National Inspection Testing Group Co., Ltd. held its 13th meeting of the 5th board on August 28, 2025, with all 9 directors present, confirming the legality and validity of the meeting [1] - The board unanimously approved the 2025 semi-annual report, which has been disclosed on the Shanghai Stock Exchange website [1][2] - The board also reviewed and approved the special report on the use of raised funds for the first half of 2025, which will be submitted for consideration at the first extraordinary general meeting of shareholders in 2025 [2] Group 2 - The board received and approved the report on the execution of board-authorized matters by the management for the first half of 2025 [3] - The board's audit and risk committee had previously reviewed the relevant proposals before presenting them to the board [2][3] - The company disclosed the risk assessment report related to the financial business with China National Building Material Group Financial Co., Ltd., which was approved with 3 votes in favor and 6 abstentions due to conflicts of interest among certain directors [2]

Core Viewpoint - The company reported a decline in net profit and total profit for the first half of 2025, indicating significant financial challenges despite a slight increase in revenue [1][12]. Financial Performance - Total assets at the end of the reporting period were approximately 5.71 billion RMB, an increase of 1.31% compared to the previous year [1]. - Net assets attributable to shareholders decreased by 4.08% to approximately 1.99 billion RMB [1]. - Operating revenue was approximately 1.05 billion RMB, reflecting a year-on-year increase of 1.31% [1]. - Total profit dropped by 76.25% to approximately 8.19 million RMB [1]. - Net profit attributable to shareholders decreased by 77.94% to approximately 5.81 million RMB [1]. - The net profit after deducting non-recurring gains and losses was approximately -16.97 million RMB, a decrease of 222.12% [1]. - The weighted average return on net assets was 0.28%, down by 1.08 percentage points from the previous year [1]. Shareholder Information - The total number of shareholders at the end of the reporting period was 20,996 [1]. - The largest shareholder, China Building Materials Science Research Institute Co., Ltd., holds 64.27% of the shares [1]. Convertible Bonds - The company plans to issue convertible bonds with a total amount not exceeding 800 million RMB [4][8]. - The bonds will be listed on the Shanghai Stock Exchange under the name "Guojian Convertible Bonds" [8]. - As of the reporting period, there were 7,317 bondholders, with the largest holding 180 million RMB, representing 22.50% of the total [9]. Business Strategy and Developments - The company is focusing on business transformation and accelerating the layout of new industries, including urban renewal and smart water conservancy [12][13]. - It is advancing digital and green low-carbon transformations, including the establishment of a digital platform for carbon management [13]. - The company is also expanding its international presence, having established a subsidiary in Nigeria [13]. - Emphasis is placed on enhancing technological innovation, with multiple standards published and patents filed during the reporting period [13][14].

证券代码：603060 证券简称：国检集团 公告编号：2025-044 转债代码：113688 转债简称：国检转债 中国国检测试控股集团股份有限公司 关于续聘 2025 年度审计机构的公告 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法律责任。 重要内容提示： ? 拟续聘的会计师事务所名称：中兴华会计师事务所（特殊普通合伙）（以 下简称"中兴华所"） 公司于 2025 年 8 月 28 日召开了第五届董事会审计与风险委员会第十二次会 议和第五届董事会第十三次会议，审议通过了《关于续聘 2025 年度审计机构的 议案》，本议案尚需提请公司 2025 年第一次临时股东会审议通过。现将相关内 容公告如下： 一、拟聘任会计师事务所的基本情况 （一）机构信息 中兴华会计师事务所（特殊普通合伙）成立于 1993 年，2000 年由国家工商 行政管理总局核准，改制为"中兴华会计师事务所有限责任公司"。2009 年吸 收合并江苏富华会计师事务所，更名为"中兴华富华会计师事务所有限责任公司"。 殊普通合伙）"（以下简称"中兴华所"）。注册地址：北京市丰 ...

证券代码：603060 证券简称：国检集团 公告编号：2025-045 转债代码：113688 转债简称：国检转债 中国国检测试控股集团股份有限公司 关于董事辞职暨选举职工董事的公告 本公司监事会及全体监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。 公司董事会近日收到李桂金先生递交的书面辞职报告，李桂金先生因工作原 因申请辞去公司董事、董事会战略与 ESG 委员会委员职务。李桂金先生在担任 公司董事及董事会专门委员会委员期间，在《公司章程》赋予的职权范围内恪尽 职守、勤勉尽责，为促进公司规范运作、推动公司实现高质量发展和保护广大投 资者的合法权益做出了重要贡献，董事会对李桂金先生为公司所做出的贡献表示 衷心感谢和由衷敬意！ 根据《公司法》及《公司章程》的有关规定，公司于 2025 年 8 月 28 日召 开职工代表大会，经与会职工代表认真审议并表决，选举贺朝栋先生为公司职工 代表董事，贺朝栋先生与经公司股东会选举产生的第五届董事会非职工代表董事 共同组成公司第五届董事会，任期与公司第五届董事会任期一致。 贺朝栋先生的任职资格符合相关法律法规、规 ...