北京大成(武汉)律师事务所 关于湖北振华化学股份有限公司 2024 年度差异化分红事项的 法律意见书 北京大成 t all www.dentons.cn 武汉市江岸区建设大道 738 号浙商大厦 10、11 楼（430015) 10/11F,Zheshang Tower No.738,Jianshe Avenue Jiang'an District 430015, Wuhan, China 北京大成(武汉)律师事务所 武汉市江岸区建设大道 718号 浙商大厦 10-11 楼 邮编：430015 北京大成(武汉)律师事务所 关于湖北振华化学股份有限公司 2024 年度差异化分红事项的 法律意见书 致:湖北振华化学股份有限公司 北京大成(武汉)律师事务所(以下简称"本所")接受湖北振华化学股份有限公司(以 下简称"振华股份"或"公司"）的委托,根据《中华人民共和国公司法》（以下简称"《公 司法》"）《中华人民共和国证券法》（以下简称"《证券法》"）《上海证券交易所上市 公司自律监管指引第 7 号——回购股份》（以下简称"《7 号指引》"）等相关法律、法规、 规范性文件以及《湖北振华化学股份有限公司章程》（以下简称 ...

债券代码：113687 债券简称：振华转债 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。 证券代码：603067 证券简称：振华股份 公告编号：2025-027 湖北振华化学股份有限公司 2024年年度权益分派实施公告 截至股权登记日下午上海证券交易所收市后，在中国证券登记结算有限责任公司上海分 公司（以下简称"中国结算上海分公司"）登记在册的本公司全体股东。 根据中国证监会《上市公司股份回购规则》、上海证券交易所《上市公司自律监管指引第 公司不存在首发战略配售股份 每股分配比例，每股转增比例 A 股每股现金红利0.19元（含税） 每股转增股份0.40股 相关日期 1. 发放年度：2024年年度 2. 分派对象： 7 号——回购股份》有关规定，公司回购专用证券账户中的公司股份 4,682, 613 股不参与利 润分配。 重要内容提示： | 股份类别 | 股权登记日 | 最后交易日 | 除权（息）日 | 新增无限售 条件流通股 | 现金红利发 | | --- | --- | --- | --- | --- | --- | | ...

Core Viewpoint - The company, Hubei Zhenhua Chemical Co., Ltd., has announced a rights distribution plan for the year 2024, which includes a cash dividend and a capital increase through stock distribution, affecting the convertible bonds during the distribution period [3][4]. Group 1: Rights Distribution Plan - The rights distribution plan involves a cash dividend of 1.90 yuan per 10 shares (tax included) and a capital increase of 4 shares for every 10 shares held [3]. - The plan was approved at the company's annual shareholders' meeting on May 19, 2025, and details were disclosed in previous announcements [3]. Group 2: Convertible Bonds and Trading Suspension - The convertible bonds "Zhenhua Convertible Bonds" (bond code: 113687) will suspend conversion from June 17, 2025, until the rights distribution registration date [2][4]. - The company will announce the adjustment of the conversion price for the convertible bonds following the rights distribution implementation on June 18, 2025 [4].

湖北振华化学股份有限公司 关于实施 2024 年度权益分派时"振华转债"停止转股 的提示性公告 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： 证券停复牌情况：适用 因实施 2024 年度权益分派,本公司的相关证券停复牌情况如下： | | | 债券代码：113687 债券简称：振华转债 2024 年度利润分配方案的公告》（公告编号：2025-017）、《振华股份 2024 年年度 股东会决议公告》（公告编号：2025-020）。 本次权益分派方案实施后，将依据《振华股份公开发行可转换公司债券募集 说明书》的相关规定，对公司可转换公司债券"振华转债"的转股价格进行调整。 二、本次权益分派方案实施时停止转股的安排 （一）公司拟于 2025 年 6 月 18 日在上海证券交易所网站(www.sse.com.cn)披 露权益分派实施公告和"振华转债"转股价格调整公告。 （二）自 2025 年 6 月 17 日至权益分派股权登记日（具体日期详见公司将于 2025 年 6 月 18 日披露的权益分派实施公告）期间，"振华转 ...

Summary of the Conference Call for Zhenhua Co., Ltd. Industry and Company Overview - The conference call pertains to the metal chromium industry and specifically discusses Zhenhua Co., Ltd. [2][3][4] Key Points and Arguments 1. **Stable Metal Chromium Prices**: The company reports that the order price for metal chromium is stable at 75,000 RMB/ton, which is lower than the market price of 76,000 RMB/ton. This discrepancy may lead to market misunderstandings as actual execution prices vary by region, grade, and customer demand [2][3][4] 2. **Impact of Major Customer Purchases**: The operational landscape for the second half of the year will be influenced by large customer purchases, with expectations for deliveries in two batches. The company anticipates that production will normalize by the end of the month, allowing for sales at prices above 70,000 RMB/ton while still maintaining profitability [2][6] 3. **Market Sentiment and Price Volatility**: Price fluctuations in metal chromium are seen as expressions of market sentiment. The company emphasizes that the performance elasticity from metal itself is limited, with core profit growth driven by supply tightness in the compound sector [2][9] 4. **Upstream Compound Price Increases**: There are significant price increases in upstream compounds, with the execution price for metallurgical-grade chromium oxide exceeding 31,000 RMB. New orders signed last month were 20% higher than at the beginning of the year [10] 5. **Performance Elasticity Driven by Volume Growth**: For 2025, the company's performance elasticity is expected to be primarily driven by volume growth rather than price increases. The second quarter will reflect significant performance elasticity due to increased volume despite slow price increases [11] 6. **Concerns Over Industry Price Structure**: The company expresses concerns that expansion could disrupt the overall price structure in the industry. However, they believe that the difficulty in expanding upstream chromium salt production will prevent a quick resolution to supply-side gaps [12] 7. **Market Reactions and Future Expectations**: The company notes that recent market reactions have been exaggerated, and while they cannot predict future price increases, they have a clear understanding of potential declines [13] 8. **International Market Demand**: The international demand for metal chromium remains strong, particularly for high-temperature alloys and chromium-containing special alloys, despite some regional supply constraints [17] 9. **Current Order and Inventory Situation**: The company reports that there has been no significant change in order queues since June, with orders lined up until early August. The market for chromium oxide green remains stable, with some reductions in orders for metallurgical-grade products [20] 10. **Profit Margin Stability**: The company's gross margin for its three main businesses has remained stable between 28% and 29%. Recent data indicates a breakthrough in this range due to increased volume and cost control [25] 11. **Iron Ore Price Influence**: The recent decline in iron ore prices is expected to have a limited impact on the company's pricing strategy, as the overall market for iron ore remains stable [26] 12. **Future Performance Outlook**: The company encourages stakeholders to observe the performance in the second quarter and the supply-demand structure for metal zirconium in the second half of the year [35] Other Important but Potentially Overlooked Content - The company is actively pursuing expansion projects, including the relocation of its Chongqing base and the acquisition of Xinjiang Shenhong Chemical, with progress being made on administrative approvals [28][29] - The company is also developing a flow battery project, which is currently in the engineering capability stage [30][31] - The complexity of the supply chain from chromium salts to metal chromium is highlighted, indicating challenges in maintaining quality and supply stability [33] This summary encapsulates the key insights and projections from the conference call, providing a comprehensive overview of Zhenhua Co., Ltd.'s current position and future outlook in the metal chromium industry.

特此公告。 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个别及连带责任。 为进一步加强与投资者的互动交流，湖北振华化学股份有限公司（以下简称 "公司"）将参加由湖北证监局、湖北省上市公司协会与深圳市全景网络有限公 司联合举办的"2025 年湖北辖区上市公司投资者集体接待日活动"，现将相关 事项公告如下： 本次活动将采用网络远程的方式举行，投资者可登录"全景路演"网站 （http://rs.p5w.net），或关注微信公众号（全景财经），或下载全景路演 APP， 参与本次互动交流。活动时间为 2025 年 6 月 12 日（星期四）14:00-16:40。届时 公司高管将在线就公司经营业绩、公司治理、发展战略、经营状况等投资者关心 的问题，与投资者进行沟通与交流，欢迎广大投资者踊跃参与！ | 证券代码：603067 | 证券简称：振华股份 | | --- | --- | | 债券代码：113687 | 债券简称：振华转债 | | | 公告编号：2025-025 | 湖北振华化学股份有限公司 关于参加湖北辖区上市公司 2025 年投资者 ...

Investment Rating - The report maintains a "Buy" rating for several companies in the chemical industry, including Sinopec, PetroChina, and CNOOC, highlighting their high dividend characteristics [10]. Core Views - The report emphasizes the importance of focusing on domestic demand, high dividend stocks, and import substitution in the chemical industry, especially in light of the recent stabilization of international oil prices [6][17]. - It notes that the international oil price is expected to stabilize around $70 per barrel in 2025, which supports the outlook for companies with strong asset quality and high dividend yields [6][17]. Summary by Sections Industry Investment Recommendations - The report suggests that the chemical industry is currently in a weak performance phase, with mixed results across different sub-sectors due to past capacity expansions and weak demand [20]. - It highlights specific sectors such as the tire industry, which is expected to perform well due to global positioning and tariff experiences [20]. - The report also identifies opportunities in import substitution for chemical products like lubricant additives and special coatings [20]. Price Movements - Significant price increases were observed in natural gas (up 14.76%), hydrochloric acid (up 9.39%), and synthetic ammonia (up 5.24%) [17][18]. - Conversely, products like adipic acid and coal tar saw notable declines, with adipic acid down 7.53% [17][18]. Key Companies and Earnings Forecasts - The report provides earnings per share (EPS) forecasts for various companies, indicating a positive outlook for firms like Xinyangfeng and Senqilin, with projected EPS growth [10]. - It lists several companies with strong dividend yields, such as Yuntianhua and Xingfa Group, which are expected to attract investor interest [20].

Investment Rating - The report maintains a "Buy" rating for several companies in the chemical industry, including Sinopec, PetroChina, and CNOOC, highlighting their high dividend characteristics [10]. Core Viewpoints - The report emphasizes the importance of focusing on domestic demand, high dividend stocks, and import substitution in the chemical industry, especially in light of the recent stabilization of international oil prices [6][17]. - It notes that the international oil prices have shown a slight increase, with WTI crude oil priced at $64.58 per barrel and Brent crude at $66.47 per barrel as of June 6, 2025, indicating a positive outlook for companies with high dividend yields [6][17]. - The report suggests that the chemical industry is currently experiencing mixed performance across different sub-sectors, with some areas like the tire industry showing better-than-expected results [20]. Summary by Sections Chemical Industry Investment Suggestions - The report highlights significant price increases in products such as natural gas (up 14.76%) and hydrochloric acid (up 9.39%), while products like adipic acid and coal tar have seen notable declines [17][18]. - It recommends focusing on sectors that can benefit from import substitution, such as lubricating oil additives and special coatings, as well as companies involved in chemical fertilizers and coal chemical industries [8][20]. Price Movements - The report details the fluctuations in chemical product prices, noting that while some products have rebounded, others continue to decline, reflecting the overall weak performance of the industry [20][28]. - It mentions that the overall market sentiment remains cautious due to high supply pressures and weak demand, particularly in the urea and compound fertilizer markets [30][31]. Key Companies and Earnings Forecasts - The report provides a detailed earnings forecast for key companies, indicating expected EPS growth for companies like Xinyangfeng and Senqilin, with respective PE ratios suggesting attractive valuations [10]. - It emphasizes the strong dividend yields of leading companies in the chemical sector, making them appealing investment opportunities in the current market environment [8][10].

Investment Rating - The industry investment rating is "Recommended" (maintained) [1] Core Views - The chemical industry is expected to enter a replenishment cycle, driven by the recovery of demand and limited supply in certain sectors [30] - The chromium salt and phosphate rock sectors are highlighted as key areas of focus due to their potential for growth and value reassessment [4][6] - The report emphasizes the importance of companies with cost advantages and stable market positions, particularly in the context of rising prices for key products [10][30] Summary by Sections Recent Performance - The basic chemical sector has shown a performance increase of 2.4% over the last month, 1.0% over the last three months, and 8.9% over the last year, outperforming the CSI 300 index [3] Key Opportunities - Focus on chromium salt and phosphate rock industries, with expectations of continued demand growth in fine phosphorus chemicals and lithium iron phosphate batteries [7] - Companies like Zhuhai Holdings and Baitian Co. are noted for their capacity expansions and potential for increased profitability [7][9] Price Trends - Recent price adjustments include a decrease in metal chromium prices from 76,000 yuan/ton to 73,000 yuan/ton, reflecting market fluctuations and demand shifts [5][17] - Phosphate rock prices are stable at 1,038 yuan/ton, with expectations of a reassessment of value due to supply constraints [19] Company Focus - Companies such as Zhuhai Holdings and Baitian Co. are highlighted for their strategic advantages in technology innovation, cost reduction, and capacity expansion [5][7] - The report suggests that leading companies in the chemical sector are entering a long-term upward performance cycle, supported by their competitive advantages [8][30] Investment Recommendations - The report recommends a focus on companies with low-cost expansion capabilities, such as Wanhu Chemical and Yantai Chemical, as well as those in the chromium salt and phosphate rock sectors [9][10] - High dividend yield companies, particularly state-owned enterprises, are also recommended for their stable returns and resource advantages [10][11]

Investment Rating - The report maintains a "Buy" rating for several companies including Xinyangfeng, Senqilin, Ruifeng New Materials, Sinopec, and others [10]. Core Viewpoints - The report highlights significant price increases in phosphate rock (10.00%) and glyphosate (6.79%), while products like butadiene and aniline saw substantial declines [3][4]. - It suggests focusing on import substitution, domestic demand, and high dividend opportunities in the current market environment [5][21]. - The international oil prices are stabilizing, with WTI at $60.79 per barrel and Brent at $63.90 per barrel, indicating a projected average of $70 for 2025 [5][20]. Summary by Sections Industry Tracking - International oil prices are fluctuating within a narrow range, with market assessments indicating a stable supply outlook [22]. - The domestic propane market experienced a decline after an initial stabilization, with average prices at 4988 CNY/ton [25]. - The domestic coal market showed mixed price movements, averaging 532 CNY/ton, with expectations of increased demand as summer approaches [26]. Price Movements - Significant price increases were noted in phosphate rock and glyphosate, while butadiene and aniline experienced notable declines [19]. - The report indicates a weak overall performance in the chemical industry, with mixed results across sub-sectors due to past capacity expansions and weak demand [21]. Investment Opportunities - The report emphasizes the potential for investment in sectors benefiting from import substitution, such as lubricating oil additives and special coatings [21]. - It also highlights the resilience of the tire industry, suggesting companies like Senqilin and Sailun Tire as potential investment targets [21]. - The report recommends focusing on high-quality assets with strong dividend yields, particularly in the oil sector, including Sinopec and China National Offshore Oil Corporation [21].