证券代码：603086 证券简称：先达股份 公告编号：2023-038 山东先达农化股份有限公司 特此公告。 山东先达农化股份有限公司董事会 2023年9月7日 关于延期更换选举独立董事的公告 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个别及连带责任。 山东先达农化股份有限公司（以下简称"公司"）现任独立董事仲涛先生自 2017 年 9 月 6 日起连续担任公司独立董事届满六年。根据《上市公司独立董事 管理办法》关于"独立董事每届任期与上市公司其他董事任期相同，任期届满， 可以连选连任，但是连续任职不得超过六年"的规定，公司需要更换选举独立董 事。 目前，公司正在积极筹备更换选举独立董事的相关工作，但由于公司独立董 事候选人的提名工作尚未完成，为了保持相关工作的准确性、连续性和稳定性， 公司决定延期更换选举独立董事。在公司独立董事更换选举工作完成之前，仲涛 先生将依照法律、法规和《公司章程》的规定继续履行独立董事职责和义务。公 司独立董事的延期更换选举不会影响公司董事会的正常运行。公司将在相关独立 董事提名人选确定后，尽快完成独立董 ...

Financial Performance - The company's operating revenue for the first half of 2023 was CNY 1,304,618,227.96, a decrease of 21.59% compared to CNY 1,663,757,427.93 in the same period last year[17]. - The net profit attributable to shareholders for the first half of 2023 was CNY 51,553,575.34, down 73.94% from CNY 197,814,620.49 in the previous year[17]. - The net cash flow from operating activities was CNY 98,316,460.76, a decline of 60.17% compared to CNY 246,870,494.55 in the same period last year[17]. - The basic earnings per share for the first half of 2023 were CNY 0.12, a decrease of 73.33% from CNY 0.45 in the same period last year[19]. - The weighted average return on net assets was 2.35%, down 7.86 percentage points from 10.21% in the previous year[19]. - The net profit after deducting non-recurring gains and losses was CNY 47,589,006.01, down 77.52% from CNY 211,701,725.24 in the same period last year[17]. Assets and Liabilities - The total assets at the end of the reporting period were CNY 3,526,800,798.01, an increase of 5.19% from CNY 3,352,790,819.76 at the end of the previous year[17]. - The net assets attributable to shareholders at the end of the reporting period were CNY 2,158,289,367.90, a slight decrease of 0.83% from CNY 2,176,337,674.88 at the end of the previous year[17]. - Total liabilities reached RMB 1,360,895,805.09, compared to RMB 1,171,746,054.18, which is an increase of about 16.1%[116]. - The company's equity attributable to shareholders decreased slightly to RMB 2,158,289,367.90 from RMB 2,176,337,674.88, a decline of approximately 0.8%[116]. Market and Industry Trends - The agricultural chemicals industry is experiencing a gradual adjustment in 2023, influenced by global economic fluctuations and high inventory levels in overseas markets[25][26]. - The pesticide price index has been declining, with herbicide sales experiencing a general downturn due to weak overseas demand and a sluggish terminal market[26]. - The company faces intensified market competition, leading to a downward trend in industry prices, which may impact performance[50]. Research and Development - The company focuses on the research, production, and sales of safe, efficient, low-toxicity, and environmentally friendly pesticide raw materials and formulations[28]. - The company has established an innovation research institute and recruited top industry experts to lead new product development, focusing on new compounds and proprietary patents[32]. - The company has established a strong R&D team and increased investment in research to drive innovation and product quality improvements[33]. - The company is enhancing its technological innovation capabilities through partnerships with domestic universities and research institutions[28]. Environmental Compliance - The company has maintained compliance with all wastewater and air emissions standards during the reporting period[69]. - The company is committed to enhancing safety and environmental protection measures due to the hazardous nature of some raw materials and production processes[54]. - The company has implemented measures to reduce carbon emissions by minimizing traditional energy use and enhancing resource conservation[81]. Shareholder and Capital Management - The company distributed cash dividends of CNY 2.50 per 10 shares, totaling CNY 77,653,240, and increased the share capital by 124,245,184 shares through capital reserve conversion[19]. - The company did not propose any profit distribution or capital reserve transfer plan for the first half of 2023[58]. - The company has proposed a three-year shareholder return plan for 2023-2025[56]. Financial Stability and Risks - Raw material price fluctuations pose a significant risk, with costs influenced by international political and economic conditions[51]. - The company exports a significant portion of its products, with sales primarily denominated in USD, making it vulnerable to exchange rate fluctuations[52]. - The company is committed to reducing waste emissions and simplifying production processes through the development of new technologies and equipment[32]. Legal and Regulatory Compliance - There were no significant lawsuits or arbitration matters during the reporting period, indicating a stable legal environment for the company[88]. - The company and its major shareholders have not received any penalties from regulatory authorities, maintaining a good integrity status[88]. - The company has not reported any significant changes in the audit opinion from the previous annual report, suggesting consistent financial practices[88]. Financial Reporting and Accounting Policies - The financial statements are prepared based on the assumption of going concern, with no significant doubts regarding the company's ability to continue operations for the next 12 months[152]. - The company adheres to the accounting standards for enterprises, ensuring that financial statements accurately reflect its financial position and operating results[154]. - The company employs a consolidated financial statement approach, including all subsidiaries under its control, to present a unified financial picture[164].

证券代码：603086 证券简称：先达股份 公告编号：2023-037 根据上海证券交易所《上市公司行业信息披露指引第十八号—化工》等相关 规定，山东先达农化股份有限公司（以下简称"公司"）现将 2023 年半年度主 要经营数据披露如下（均不含税）： | 产品 | 主要产品 | 2023 | 年 | 1-6 | 月产 | 2023 年 | 1-6 | 月销 | 2023 | 年 | 1-6 | 月销 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 类别 | | | 量（吨） | | | 量（吨） | | | 售金额（万元） | | | | | 除草剂 | 烯草酮系列 | | 2,761.23 | | | 2,248.10 | | | 26,328.39 | | | | | | 咪草烟系列 | | 876.99 | | | 827.18 | | | 18,283.23 | | | | | | 灭草烟系列 | | 783.07 | | | 828.63 | | | 21,098.85 | | | ...

证券代码：603086 证券简称：先达股份 公告编号：2023-036 本次回购注销股份的有关情况： | 回购股份数量（股） | 注销股份数量（股） | 注销日期 | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | 45,001 | 45,001 | | 2023 年 | 8 | 月 | 25 | 日 | 一、本次限制性股票回购注销的决策与信息披露 1、山东先达农化股份有限公司（以下简称"公司"）于 2023 年 6 月 13 日召 开第四届董事会第十二次会议和第四届监事会第十二次会议，审议通过了《关于 回购注销 2020 年限制性股票激励计划部分限制性股票并调整回购价格的议案》， 公司独立董事对此发表了独立意见，上海泽昌律师事务所对本次回购注销事项出 具了法律意见书。 山东先达农化股份有限公司 关于 2020 年限制性股票激励计划部分限制性股票 回购注销实施公告 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。 重要内容提示： 回购注销原因： 公 ...

上海泽昌律师事务所 法律意见书 上海泽昌律师事务所 关于山东先达农化股份有限公司 2020 年限制性股票激励计划回购注销部分限制性股票 并调整回购价格的 法律意见书 上海市浦东新区世纪大道 1589 号长泰国际金融大厦 11 层 电话：021-61913137 传真：021-61913139 邮编：200120 二零二三年六月 上海泽昌律师事务所 法律意见书 上海泽昌律师事务所 关于山东先达农化股份有限公司 2020 年限制性股票激励计划回购注销 部分限制性股票并调整回购价格的 法律意见书 泽昌证字 2023-05-05-01 致：山东先达农化股份有限公司 本所接受山东先达农化股份有限公司（以下简称"先达股份"或"公司"） 委托，就公司回购注销 2020 年限制性股票激励计划部分限制性股票并调整回购 价格(以下简称"本次回购注销")相关事项出具本法律意见书。 本所及经办律师依据《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》"）、《上市公司股权激励 管理办法》（以下简称"《管理办法》"）、《律师事务所从事证券法律业务管 理办法》和《律师事务所证券法律业务执业 ...

Financial Performance - The company's operating revenue for 2022 was CNY 3,125,923,462.62, representing a 41.92% increase compared to CNY 2,202,538,106.69 in 2021[19] - The net profit attributable to shareholders for 2022 was CNY 381,199,039.53, a significant increase of 114.90% from CNY 177,380,335.82 in the previous year[19] - The net profit after deducting non-recurring gains and losses reached CNY 420,217,141.57, marking a 178.94% increase from CNY 150,648,746.13 in 2021[19] - The net cash flow from operating activities was CNY 364,450,131.02, up 62.62% from CNY 224,108,606.00 in 2021[19] - As of the end of 2022, the net assets attributable to shareholders were CNY 2,176,337,674.88, an 18.42% increase from CNY 1,837,878,062.69 at the end of 2021[19] - The total assets at the end of 2022 amounted to CNY 3,352,809,660.06, reflecting a 23.03% increase from CNY 2,725,106,027.36 in 2021[19] - Basic earnings per share rose to 1.23 yuan, up 115.79% from 0.57 yuan in 2021[20] - The weighted average return on equity increased to 18.63%, up 8.58 percentage points from 10.05% in 2021[20] - The company's debt-to-asset ratio stood at 34.95%[27] Dividend and Shareholder Returns - The company plans to distribute a cash dividend of CNY 2.50 per 10 shares, totaling CNY 77,653,240 (including tax), with a cash dividend payout ratio of 20.37% for the year[4] - The company declared a cash dividend of 2.50 yuan per 10 shares, totaling 55.4715 million yuan distributed to shareholders[20] - The company’s cash dividend policy aims for cumulative cash distributions over three consecutive years to be no less than 30% of the average distributable profit[153] - The total amount of cash dividends distributed is CNY 55,471,500, which is consistent with the company's profit distribution policy[156] - The company declared a cash dividend of CNY 5,547,150 to shareholders, with a distribution ratio of 31.27%, marking the highest dividend ratio since its listing[185] Market and Product Development - The company is actively pursuing market expansion and technological innovation to ensure stable and healthy growth[27] - The company achieved an export revenue of $262 million in 2022, setting a new record for overseas sales[31] - The company is currently constructing a project with a production capacity of 1,000 tons of imidazolinone and 3,000 tons of pesticide intermediates, which will significantly enhance production capabilities[28] - The company has developed a patented compound, Quikazone, specifically for post-emergence treatment in sorghum fields, which has seen significant market demand and sales growth[29] - The company has launched new products targeting resistant weeds, enhancing market share and brand recognition[41] - The company is focused on developing high-end herbicides and has established a strong R&D team to drive innovation[38] - The company is committed to developing proprietary herbicides tailored to local agricultural conditions, enhancing its competitive edge in the market[110] Research and Development - The company has increased R&D investment to support high-quality development and innovation-driven strategies[29] - Research and development expenses rose to CNY 144,288,423.00, marking a 47.14% increase year-on-year[44] - The company is focusing on the research and development of innovative herbicide active ingredients and formulations, with products like imazapic and cyclohexenone leading the industry[76] - The company aims to enhance its R&D investment, focusing on developing patented herbicides tailored to China's climate and agricultural needs, with 1-2 new compounds expected to enter registration in 2023[113] Environmental and Safety Compliance - The company has implemented various pollution control facilities, including RTO regenerative thermal oxidizers and activated carbon adsorption systems, which are operating normally[176] - The company has received environmental impact assessment approvals for several projects, including a 1500 tons pesticide raw material project approved on May 30, 2022[179] - The company has established an environmental self-monitoring plan in compliance with national standards, ensuring transparency in pollutant emissions[181] - The company emphasizes the importance of employee welfare, providing timely insurance payments and enhancing working conditions[187] - The company is committed to improving safety and environmental standards through enhanced training and process optimization[126] Governance and Compliance - The company strictly adheres to the Company Law and Securities Law, ensuring compliance in governance and operations, which supports stable and healthy development[129] - The company has implemented strict information disclosure practices, ensuring that all shareholders receive fair and timely information[130] - The company has not faced any penalties from securities regulatory authorities in the past three years, reflecting compliance and governance standards[139] - The company has maintained independence from its controlling shareholders in terms of assets, personnel, finance, and business operations[131] Financial Management - The company has signed long-term procurement contracts with major suppliers to mitigate risks from raw material price fluctuations[93] - The company will implement measures to mitigate risks from raw material price fluctuations by establishing strategic partnerships with multiple suppliers[123] - The company will adopt financial hedging tools to manage foreign exchange risks associated with international sales[125] - The company has been actively seeking bank credit lines and guarantees to support its operations and growth[140] Employee and Management Structure - The total number of employees in the parent company and major subsidiaries is 1,899, with 386 in the parent company and 1,513 in subsidiaries[148] - The company has a structured salary policy that includes guaranteed, allowance, and incentive compensation levels[149] - The company has established a training plan that combines online and offline training methods to enhance employee skills and align with company development needs[151] - The company is committed to performance-based remuneration for its directors and senior management, aligning incentives with company performance[138] Strategic Initiatives - The company plans to adjust its organizational structure as part of its strategic initiatives[140] - The company is committed to building a high-quality, innovative talent team and establishing a comprehensive incentive mechanism to ensure long-term stable development[116] - The company is focusing on the domestic market, aiming to increase its share by developing innovative products to combat emerging resistant weed species[113]

证券代码：603086 证券简称：先达股份 公告编号：2023-018 山东先达农化股份有限公司 关于召开2022年度业绩暨现金分红说明会的公告 （三）召开方式：上证路演中心网络互动 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。 重要内容提示： 一、说明会类型 山东先达农化股份有限公司（以下简称"公司"）已于 2023 年 04 月 26 日在 上海证券交易所网站（www.sse.com.cn）及指定信息披露媒体披露了公司 2022 年年度报告。为便于广大投资者更全面深入地了解公司 2022 年度经营成果及财 务状况，公司计划于 2023 年 05 月 15 日下午 14:00-15:00 通过网络互动形式召 开 2022 年度业绩暨现金分红说明会，就投资者普遍关注的问题进行沟通与交流， 广泛听取投资者的意见和建议。 二、说明会召开的时间、地点 （一）召开时间：2023 年 05 月 15 日下午 14:00-15:00 （二）召开地点：上证路演中心（http://roadshow.sseinfo.com/） 1 会议 ...

Financial Performance - The company's operating revenue for Q1 2023 was CNY 547,800,695.47, representing a decrease of 2.39% compared to the same period last year[5] - The net profit attributable to shareholders was CNY 44,424,279.36, down 41.36% year-on-year[5] - The net profit attributable to shareholders after deducting non-recurring gains and losses was CNY 35,864,989.27, a decline of 48.56% compared to the previous year[5] - Basic earnings per share were CNY 0.14, reflecting a decrease of 41.67% compared to the same period last year[6] - Net profit for Q1 2023 was CNY 45.22 million, down 40.3% from CNY 75.76 million in Q1 2022[17] - The company reported a gross profit margin of approximately 13.1% in Q1 2023, down from 18.9% in Q1 2022[26] Cash Flow - The net cash flow from operating activities was negative at CNY -40,800,207.31, a decrease of 135.87% year-on-year[5] - Cash flow from operating activities showed a net outflow of CNY 40.80 million, a significant decline from a net inflow of CNY 113.75 million in Q1 2022[21] - Cash inflow from investment activities was CNY 707.01 million, while cash outflow was CNY 893.10 million, resulting in a net cash outflow of CNY 186.08 million[21] - Cash flow from investing activities showed a net outflow of $20,935,755.40 in Q1 2023, slightly worse than the outflow of $19,961,459.72 in Q1 2022[29] - Cash flow from financing activities resulted in a net inflow of $30,000,000.00 in Q1 2023, down from $60,000,000.00 in Q1 2022, reflecting a 50% decrease[30] Assets and Liabilities - Total assets at the end of the reporting period were CNY 3,638,673,720.36, an increase of 8.53% from the end of the previous year[6] - The total liabilities of the company increased to CNY 1,408,925,815.71 from CNY 1,171,764,894.48, marking an increase of approximately 20.2%[15] - The company's equity attributable to shareholders rose to CNY 2,224,241,184.17 from CNY 2,176,337,674.88, reflecting an increase of about 2.2%[15] - Total assets as of March 31, 2023, were CNY 2,367,481,858.22, an increase from CNY 2,167,632,518.03 at the end of 2022[25] - Total liabilities increased to CNY 844,979,124.62 in Q1 2023 from CNY 653,030,638.21 in Q4 2022[25] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 21,042[9] - The company's current assets totaled CNY 2,271,940,933.50, up from CNY 2,025,041,978.72, indicating an increase of about 12.2%[14] Inventory and Expenses - The company's inventory increased to CNY 935,695,266.43 from CNY 639,667,256.31, representing a growth of approximately 46.2%[13] - Research and development expenses for Q1 2023 were CNY 8,507,368.09, a decrease from CNY 10,219,808.23 in Q1 2022[26] - The company reported an increase in financial expenses to CNY 7.65 million, up from CNY 1.73 million in Q1 2022[16] Non-Recurring Gains and Losses - The company reported non-recurring gains of CNY 8,559,290.09, primarily from government subsidies and other income[7] - The decline in net profit was mainly attributed to a decrease in the sales prices of the company's main products[7] - Other income for Q1 2023 was CNY 9.18 million, significantly higher than CNY 1.59 million in Q1 2022[16] - The company incurred an investment loss of CNY 2.15 million in Q1 2023, contrasting with an investment gain of CNY 3.59 million in the same period last year[17]

Financial Performance - The company's operating revenue for 2022 reached CNY 3,125,923,462.62, representing a 41.92% increase compared to CNY 2,202,538,106.69 in 2021[19] - The net profit attributable to shareholders of the listed company was CNY 381,199,039.53, a significant increase of 114.90% from CNY 177,380,335.82 in the previous year[19] - The net profit after deducting non-recurring gains and losses was CNY 420,217,141.57, up 178.94% from CNY 150,648,746.13 in 2021[19] - The net cash flow from operating activities was CNY 364,450,131.02, an increase of 62.62% compared to CNY 224,108,606.00 in 2021[19] - As of the end of 2022, the net assets attributable to shareholders of the listed company were CNY 2,176,337,674.88, an 18.42% increase from CNY 1,837,878,062.69 at the end of 2021[19] - Total assets at the end of 2022 amounted to CNY 3,352,809,660.06, reflecting a 23.03% increase from CNY 2,725,106,027.36 in 2021[19] - Basic earnings per share rose to 1.23 yuan, up 115.79% from 0.57 yuan in 2021[20] - The weighted average return on equity increased to 18.63%, up 8.58 percentage points from 10.05% in 2021[20] - The cash dividend payout ratio for the year was 20.37%[4] - The company declared a cash dividend of CNY 55,471,500, which accounts for 31.27% of the net profit attributable to ordinary shareholders in the consolidated financial statements[156] Dividend Policy - The company plans to distribute a cash dividend of CNY 2.50 per 10 shares (including tax) and to increase capital by 4 shares for every 10 shares held[4] - The company has a clear and defined dividend policy that complies with the company's articles of association and shareholder resolutions[154] - The company emphasizes a stable cash dividend policy, aiming to distribute at least 10% of the net profit attributable to shareholders in cash annually[153] - The company plans to conduct cash dividends after the annual general meeting, with a goal of maintaining a cumulative distribution of at least 30% of the average distributable profit over three consecutive years[153] Research and Development - The company focuses on the research and development of high-end herbicides and has established a strong R&D team[38] - The company is committed to innovation and has established an innovation research institute to develop new compounds and technologies[38] - Research and development expenses rose to CNY 144,288,423.00, marking a 47.14% increase year-on-year[44] - The total R&D investment reached ¥161,433,327.51, accounting for 5.16% of total revenue[54] - The company is committed to increasing R&D investment to accelerate the development of differentiated herbicides tailored to the Chinese market[113] Market Expansion and Strategy - The company is actively pursuing market expansion and technological innovation to ensure sustainable growth[27] - The company is currently constructing a project with a production capacity of 1,000 tons of imidazolinone and 3,000 tons of pesticide intermediates, which will significantly enhance production capabilities[28] - The company is focusing on high-quality development and innovation-driven strategies to inject new momentum into future growth[29] - The company plans to enhance its domestic market development and reduce reliance on foreign markets, focusing on innovative products and technology-driven growth[111] Environmental Management - The company has implemented various pollution control facilities, including RTO regenerative thermal oxidizers and advanced wastewater treatment systems, which are operating normally[176] - The company has maintained effective pollution control measures, with wastewater discharge meeting standards and no environmental pollution incidents reported during the reporting period[166] - The total COD discharge was 4.03 tons, with a concentration of 91.2 mg/L, which did not exceed the permitted limits[167] - The company has received environmental impact assessment approvals for several projects, including a 1500 tons pesticide raw material project and a 3500 tons pesticide intermediate project[179] Corporate Governance - The company strictly adheres to the Company Law and Securities Law, ensuring compliance in governance and operations[129] - The board of directors and supervisory board operate in compliance with legal and regulatory requirements, ensuring effective governance[130] - The company has implemented strict information disclosure practices, ensuring that all shareholders receive fair and timely information[130] - The independent directors have fulfilled their responsibilities and played their due role in the decision-making process[154] Risk Management - The company has not identified any significant risks that could materially affect its operations during the reporting period[6] - The company is facing market competition risks due to increased supply and a downward trend in industry prices, which may impact performance[121] - The company will implement foreign exchange risk management strategies, including forward contracts, to minimize the impact of currency fluctuations on profitability[124] Employee Management - The total number of employees in the parent company and major subsidiaries is 1,899, with 386 in the parent company and 1,513 in subsidiaries[148] - The company has a structured compensation policy that links remuneration to performance, with a focus on market-oriented salary levels[149] - The company has established a training plan that combines online and offline methods to enhance employee skills and align with company development needs[151] Compliance and Auditing - The company has engaged Da Hua Accounting Firm for auditing services, with a remuneration of 550,000 RMB, and has maintained this auditor for 9 years[195] - There are no non-operating fund occupations by controlling shareholders or related parties during the reporting period[192] - The company has not reported any significant accounting errors that would require correction during the reporting period[193]

Group 1: Event Details - The company will participate in the "2022 Annual Investor Online Reception Day" on November 16, 2022 [2] - The event is organized by the Shandong Securities Regulatory Bureau and the Shandong Listed Companies Association [2] - The online platform for the event is provided by Shenzhen Panorama Network Co., Ltd. [2] Group 2: Participation Information - The event will take place from 14:00 to 16:00 on November 16, 2022 [2] - Company executives, including General Manager Mr. Men Liang and Secretary of the Board and CFO Mr. Jiang Guangtong, will engage with investors during the event [2] - Investors are encouraged to actively participate in the online interaction [2] Group 3: Company Assurance - The board of directors guarantees the announcement's content is free from false records, misleading statements, or significant omissions [2] - The board takes individual and joint responsibility for the truthfulness, accuracy, and completeness of the content [2]