Group 1 - The company, Zhejiang Yunzhongma Co., Ltd, plans to issue A-shares to specific investors in 2025 to raise funds for expanding production capacity in high-performance synthetic leather base fabric and DTY yarn [10][17][21] - The total investment for the project is approximately 1.05 billion RMB, with the company aiming to raise 640 million RMB through this issuance [21][25] - The issuance will not change the control of the company, as the actual controller, Ye Fuzhong, will maintain a significant shareholding post-issuance [23][30] Group 2 - The background for this issuance is the increasing demand for synthetic leather materials driven by the growth in the automotive and furniture industries, as well as government policies promoting industry upgrades [10][12][30] - The company aims to enhance its competitive position by reducing reliance on external suppliers for key raw materials, thereby improving product quality and cost efficiency [17][28][29] - The issuance is expected to improve the company's financial structure, reduce debt levels, and enhance cash flow, supporting sustainable growth in its core business [17][21][30] Group 3 - The company has established a strong brand presence in the synthetic leather industry, with a projected annual compound growth rate of 5.2% for synthetic leather production in China from 2025 to 2030 [27][30] - The demand for synthetic leather is expected to rise due to increasing consumer income and preferences for high-quality, environmentally friendly products [13][15][30] - The company is positioned to benefit from government policies that stimulate demand in the automotive and furniture sectors, which are significant end-users of synthetic leather [10][30]

Core Points - Zhejiang Cloud Horse Co., Ltd. has announced a revised plan for the issuance of A-shares to specific investors, which was approved in meetings held on May 22, July 24, and September 1, 2025 [1][2] - The relevant documents regarding the issuance plan have been disclosed on the Shanghai Stock Exchange website for investors to review [1] Summary by Sections Company Meetings - The company held its third board meeting and the thirteenth supervisory board meeting on May 22, 2025, to discuss the issuance of A-shares [1] - A temporary shareholders' meeting was convened on July 24, 2025, to further review the issuance plan [1] - A subsequent board meeting on September 1, 2025, resulted in the approval of the revised issuance plan [1] Disclosure and Approval Process - The revised plan and related documents have been made available on the Shanghai Stock Exchange website [1] - The approval of the issuance is subject to review by the Shanghai Stock Exchange and registration by the China Securities Regulatory Commission [2]

Group 1 - The company plans to raise funds through a private placement of A-shares to enhance capital strength and profitability, addressing the funding needs for business development [1][8][27] - The textile industry in China is experiencing steady growth, with government policies promoting high-quality development and technological innovation [2][4][5] - The demand for synthetic leather and composite leather is increasing due to consumer preferences shifting towards environmentally friendly and high-quality products [3][4][5] Group 2 - The company aims to expand production capacity with a project to produce 135,000 tons of DTY yarn and 120,000 tons of high-performance base fabric, which will alleviate production bottlenecks and reduce reliance on suppliers [6][7][8] - The furniture and automotive interior markets are expected to grow significantly, providing stable demand for synthetic leather products [5][6] - The company’s strategic focus aligns with industry trends, enhancing its competitive position and market share [8][27] Group 3 - The issuance of shares is deemed necessary to meet the funding requirements for expanding the company's main business and product structure [8][27] - The company’s capital structure will improve, reducing financial risks and enhancing its ability to withstand market fluctuations [7][8] - The issuance process complies with relevant laws and regulations, ensuring fairness and transparency for all shareholders [12][18][27]

Meeting Overview - The third meeting of the Supervisory Board of Zhejiang Yunzhongma Co., Ltd. was held on September 1, 2025, combining in-person and remote attendance [1] - The meeting was convened by Chairwoman Shan Xiaoqiu and complied with relevant laws and the company's articles of association [1] Resolutions Passed - The meeting approved the revised proposal for the issuance of A-shares to specific targets for the year 2025, with a unanimous vote of 3 in favor [2] - The meeting also approved the revised analysis report on the issuance of A-shares for 2025, again with a unanimous vote of 3 in favor [2] - A feasibility analysis report on the use of funds raised from the A-share issuance for 2025 was approved, with a unanimous vote of 3 in favor [3] - The meeting approved the report on the use of previously raised funds, with a unanimous vote of 3 in favor [3] - The resolution regarding the dilution of immediate returns from the 2025 A-share issuance and related commitments was also passed unanimously with 3 votes in favor [4]

Core Points - Zhejiang Yunzhongma Co., Ltd. plans to issue A-shares to specific targets in 2025, with the board and supervisory committee approving the proposal and authorizing the board to handle related matters [1][3] - The announcement includes revisions to the issuance plan and related documents, updating industry data, financial metrics, and regulatory compliance [2][3] Section Summaries 1. Issuance Plan Revision - The revised plan includes updates on the approval procedures already completed and those still required [1][2] - Definitions and explanations have been updated to reflect the revised document and reporting periods [1][2] 2. Background and Purpose - The background and purpose of the issuance have been updated with new industry data [2][3] 3. Financial Impact - The impact of the issuance on the company's financial metrics, including the dilution of earnings per share, has been revised [2][3] 4. Use of Proceeds - The feasibility analysis of the investment projects funded by the raised capital has been updated, including the latest patent data and project approval status [2][3] 5. Compliance and Fairness - The legality and fairness of the issuance process have been reaffirmed, with updates on the approval procedures [2][3] 6. Measures to Address Dilution - The company has outlined measures to mitigate the dilution of immediate returns resulting from the issuance [2][3]

证券代码：603130 证券简称：云中马 公告编号：2025-033 浙江云中马股份有限公司 第三届董事会第二十次会议决议公告 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。 一、董事会会议召开情况 浙江云中马股份有限公司（以下简称"公司"）第三届董事会第二十次会议 于 2025 年 9 月 1 日以现场结合通讯的方式在公司会议室召开。会议通知于 2025 年 8 月 27 日以邮件方式送达，本次会议应出席的董事 11 名，实际出席的董事 长叶福忠先生主持，公司监事与高级管理人员列席了会议。本次会议的召集、召 开和表决程序符合《中华人民共和国公司法》等相关法律法规、部门规章、规范 性文件及《浙江云中马股份有限公司章程》（以下简称"《公司章程》"）的规定。 出席会议的董事对以下议案进行了审议并以记名投票的方式表决通过了以 下议案： 二、董事会会议审议情况 本次会议审议并通过了以下事项： （一）审议通过《关于公司<2025 年度向特定对象发行 A 股股票预案（修订 稿）>的议案》 表决结果：11 票同意，0 票反对，0 票弃权。 ...

Core Viewpoint - The company plans to issue A-shares to specific investors, which will dilute immediate returns but includes measures to compensate for this dilution and commitments from relevant parties to ensure these measures are implemented [1][8]. Financial Impact of the Share Issuance - The issuance will increase the total share capital from 137,514,200 shares to 178,768,460 shares [2]. - The company analyzed three scenarios for the net profit attributable to shareholders after excluding non-recurring gains and losses for 2026, assuming it remains the same as 2025 or varies by ±10% [1][2]. Necessity and Reasonableness of the Fundraising - The total amount to be raised is not more than 640 million yuan, which will be used for a project to produce 135,000 tons of DTY yarn and 120,000 tons of high-performance leather base fabric [4][5]. - The project aims to upgrade existing production capacity and extend the industrial chain, enhancing market competitiveness and meeting production needs [6]. Project Relationship with Existing Business - The fundraising project is based on the company's current main business and aims to solve production bottlenecks while leveraging brand advantages to increase market share [6]. - The project will shift from external procurement of DTY yarn to internal production, improving product quality stability and delivery times [6]. Human Resources, Technology, and Market Preparedness - The company has experienced personnel and advanced production equipment to ensure project success, with management staff having over ten years of experience in the industry [7]. - The company holds 99 patents related to DTY yarn and fabric production, ensuring a solid technological foundation for the project [7]. - Approximately 70% of the DTY yarn production capacity will be internally consumed, enhancing product quality and reducing costs, thus improving market competitiveness [7]. Measures to Mitigate Dilution of Immediate Returns - The company will strengthen the supervision of raised funds to ensure they are used legally and effectively [9]. - It will accelerate the construction of the investment project to enhance profitability and shareholder returns [9]. - The company has established a profit distribution policy to protect investor rights and has committed to maintaining and optimizing this policy [10]. Commitments from Key Stakeholders - The controlling shareholder and management have made commitments to ensure the implementation of measures to compensate for the dilution of immediate returns [11]. - These commitments include not interfering with company management and ensuring compliance with regulatory requirements [11]. Approval Process for Measures and Commitments - The board of directors has approved the analysis of the dilution of immediate returns and the related compensation measures during board meetings and shareholder meetings [11].

Group 1 - The company plans to raise a total of 640 million yuan through a private placement of A-shares, with the net proceeds intended for specific projects [1][2] - The main project involves the construction of a production line with an annual capacity of 135,000 tons of DTY yarn and 120,000 tons of high-performance base fabric [2][3] - The project aims to address the current capacity bottleneck and enhance the company's market position by increasing production capabilities [3][4] Group 2 - The demand for synthetic leather is expected to grow significantly, with a projected compound annual growth rate of approximately 5.2% in production and 5.6% in sales from 2025 to 2030 [2][6] - The company has established a strong brand presence in the synthetic leather industry, driven by the growth of downstream markets such as bags, footwear, and automotive [2][6] - The project will enable the company to shift from external procurement of key raw materials to internal production, improving product consistency and reducing costs [5][10] Group 3 - The project is expected to generate stable demand due to government policies promoting consumption upgrades in the furniture and automotive sectors [6][9] - The company has a solid technical foundation with 99 patents, including 9 invention patents, which supports the successful implementation of the project [12][13] - The project aligns with national industrial policies aimed at promoting high-tech and high-value-added transformations in the synthetic leather industry [8][9] Group 4 - The total investment for the project is estimated at 1.047 billion yuan, with 640 million yuan planned to be funded through the raised capital [16] - The project is expected to enhance the company's financial position by increasing total assets and net assets, thereby improving its ability to withstand financial risks [18][19] - The implementation of the project is anticipated to have a positive impact on local employment and tax revenue [19]

浙江云中马股份有限公司 2025年度向特定对象发行A股股票预案（修订稿） 证券简称：云中马 证券代码：603130 浙江云中马股份有限公司 2025 年度向特定对象发行 A 股股票预案 （修订稿） 二〇二五年九月 浙江云中马股份有限公司 2025年度向特定对象发行A股股票预案（修订稿） 公司声明 1、公司及董事会全体成员保证本预案内容真实、准确、完整，并确认不存 在虚假记载、误导性陈述或重大遗漏。 2、本预案按照《上市公司证券发行注册管理办法》等法规及规范性文件的 要求编制。 3、本次向特定对象发行股票完成后，公司经营与收益的变化由公司自行负 责；因本次向特定对象发行股票引致的投资风险，由投资者自行负责。 4、本预案是公司董事会对本次向特定对象发行股票的说明，任何与之相反 的声明均属不实陈述。 5、投资者如有任何疑问，应咨询自己的股票经纪人、律师、专业会计师或 其他专业顾问。 6、本预案所述事项并不代表审批机关对于本次向特定对象发行股票相关事 项的实质性判断、确认、批准，本预案所述本次向特定对象发行股票相关事项的 生效和完成尚待上海证券交易所审核通过并经中国证监会作出同意注册决定。 2 浙江云中马股份有限公司 ...

浙江云中马股份有限公司 证券简称：云中马 证券代码：603130 为满足公司业务发展的资金需求，增强公司的资本实力和盈利能力，根据《公 司法》《证券法》《上市公司证券发行注册管理办法》（以下简称"《注册管理办 法》"）等有关法律、行政法规、部门规章或规范性文件和《公司章程》的规定， 浙江云中马股份有限公司（以下简称"公司"）编制了 2025 年度向特定对象发行 A 股股票方案论证分析报告（修订稿）。 本论证分析报告中如无特别说明，相关用语具有与《浙江云中马股份有限公司 2025 年度向特定对象发行 A 股股票预案（修订稿）》中相同的含义。 一、本次向特定对象发行股票的背景 （一）产业发展相关利好政策 近年来，伴随着我国人造革合成革基层材料产业向高端化、功能化方向的加速 升级，政府对行业的重视程度也在逐步提高。中央及各地政府先后发布了多项法律 法规及政策来促进行业的发展。 2023 年，工业和信息化部、国家发展和改革委员会、商务部以及市场监督管理 总局发布的《纺织工业提质升级实施方案（2023—2025 年）》旨在以技术创新为核 心驱动力，通过高端化、智能化、绿色化转型，推动纺织工业升级。浙江省制造业 高质量发 ...