证券代码：603173 证券简称：福斯达 公告编号：2025-038 杭州福斯达深冷装备股份有限公司 2025年第二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 9 月 16 日 (二)股东大会召开的地点：浙江省杭州市临平区兴起路 398 号二楼会议室 (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 | 112 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 110,457,280 | | 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（%） | 69.7258 | (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。 本次会议由公司董事会召集，公司董事长葛水福先生主持本次会议。本次会 议采取现场与网络相结合的投票方式。会议召开及表决方式符合《公司 ...

杭州福斯达深冷装备股份有限公司 2025 年第二次临时股东大会的 法律意见书 天册律师事务所 T & C LAW FIRM 浙江省杭州市杭大路 1 号黄龙世纪广场 A 座 11 楼 310007 电话: 0571-8790111 传真: 0571-87901500 下 天册律师事务所 官网 不想律师事务所 法律意见书 浙江天册律师事务所 关于 法律意见书 浙江天册律师事务所 关于 杭州福斯达深冷装备股份有限公司 2025 年第二次临时股东大会的 法律意见书 编号:TCYJS2025H1556 号 致:杭州福斯达深冷装备股份有限公司 浙江天册律师事务所(以下简称"本所")接受杭州福斯达深冷装备股份有限 公司（以下简称"福斯达"或"公司"）的委托,指派本所律师参加公司 2025 年 第二次临时股东大会,并根据《中华人民共和国证券法》(以下简称"《证券法》")、 《中华人民共和国公司法》(以下简称"《公司法》")和《上市公司股东会规则》 (以下简称"《股东会规则》")等法律、法规和其他有关规范性文件的要求出具 本法律意见书。 在本法律意见书中,本所律师仅对本次股东大会召集、召开程序、出席人员的 资格、召集人的资格、 ...

杭州福斯达深冷装备股份有限公司（以下简称"公司"）第四届董事会第五 次会议于 2025 年 9 月 16 日在公司二楼会议室以现场结合通讯表决方式召开，本 次会议经全体董事同意，豁免会议通知时间要求，以电话、口头等方式向全体董 事送达会议通知。本次会议由公司董事长葛水福先生主持，本次会议应出席会议 董事 8 人，实际出席会议董事 8 人，公司高级管理人员列席了本次会议。本次会 议的召集、召开程序符合法律、法规和《公司章程》的有关规定。经与会董事认 真审议，形成如下决议： 证券代码：603173 证券简称：福斯达 公告编号：2025-040 杭州福斯达深冷装备股份有限公司 第四届董事会第五次会议决议公告 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。 1 表决情况：同意 8 票，反对 0 票，弃权 0 票。 特此公告。 杭州福斯达深冷装备股份有限公司董事会 2025 年 9 月 17 日 一、审议通过《关于确认董事会审计委员会成员及召集人的议案》 根据《公司法》《上市公司章程指引》《上海证券交易所股票上市规则》《上 海证券交易所 ...

Company Overview - Fosda is a company based in Hangzhou, Zhejiang Province, specializing in the development, design, manufacturing, and sales of cryogenic equipment and technology, providing overall solutions for cryogenic systems [1] - The company was established on July 4, 2000, and went public on January 30, 2023 [1] - The main revenue composition includes air separation equipment (79.26%), liquefied natural gas equipment (17.00%), other businesses (2.98%), and additional services (0.75%) [1] Stock Performance - On September 4, Fosda's stock price dropped by 5.06%, closing at 47.48 CNY per share, with a trading volume of 186 million CNY and a turnover rate of 7.66%, resulting in a total market capitalization of 7.597 billion CNY [1] Fund Holdings - According to data, one fund under Huatai-PineBridge holds a significant position in Fosda, specifically the Huatai-PineBridge Year-on-Year Stable Mixed A Fund (004436), which maintained its holding of 588 shares in the second quarter, accounting for 0.02% of the fund's net value [2] - The fund's estimated floating loss today is approximately 1,487.64 CNY [2] Fund Manager Performance - The fund manager Zheng Huilian has been in position for 7 years and 269 days, with a total asset scale of 2.394 billion CNY, achieving a best return of 172.26% and a worst return of -46.82% during her tenure [3] - Co-manager Yu Leqi has been in position for 2 years and 161 days, managing assets of 7.096 billion CNY, with a best return of 8.29% and a worst return of 1.03% during his tenure [3]

Group 1: Research Basic Information - The research object is FusiDa, and the reception time is September 4, 2025. The listed company's reception staff includes the chairman Ge Shuifu, the director and general manager Ge Haojun, the independent director Liu Haining, the financial controller Huang Zhengjie, and the board secretary Zhang Yuanfei [16] Group 2: Detailed Research Institutions - The institution-related personnel are others, and the reception objects are the vast number of investors participating in the company's 2025 semi-annual performance briefing [19] Group 3: Main Content Overseas Market Expansion - In the reporting period, the company followed the national "Belt and Road" initiative, adopted the "pioneering - rooting - booming" strategy, successfully explored 2 new national markets, strengthened competitive advantages, developed high - quality customers, enhanced the stickiness of loyal customers, and built international brand advantages. It also actively promoted cooperation with international large - scale engineering companies, oil and gas companies, and gas companies [23] Second Growth Curve Layout - The company conducted in - depth market research according to business development needs, strengthened the layout in equipment for natural gas, hydrogen, and syngas, and the industrial gas field to expand business revenue and build a second growth curve [23][24] Future Strategic Planning - The company will focus on its main business, continue to delve into the cryogenic technology field, adhere to the brand positioning of "German - style quality, Zhejiang - enterprise style", increase R & D investment, improve product quality and core competitiveness, strengthen market promotion and brand building, expand domestic and international markets, and increase product market share. It will also strengthen the layout in the above - mentioned fields to build a second growth curve [24] Competitive Advantages Overseas - The company's large - and medium - sized air separation equipment, natural gas processing and liquefaction devices have reached the domestic advanced level in technology and quality, with a small technology gap compared with international peers and lower costs, giving it strong competitive advantages in the international market [24] Future Development Trend - The company achieved double - growth in revenue and net profit in the first half of the year. It will continue to focus on its main business, strengthen R & D investment, expand markets, and build a second growth curve to ensure high - quality sustainable development and create more value for shareholders [24][25] Response to Low Traditional Industry Utilization Rate - The company actively explored emerging fields and built a second growth curve. It relied on its cryogenic technology, expanded overseas markets following the "Belt and Road" initiative, and provided customized solutions to different customers, effectively hedging the risk of order acquisition caused by low traditional industry utilization rates. Its overseas business covers more than 70 countries and regions in Asia, Europe, America, and Africa [26] New Orders - For new - signed orders, please refer to the company's announcements. Currently, the company has sufficient on - hand orders and will actively strive for orders in the second half of the year [26] Impact of Reduced Sales Expenses - The reduction in sales expenses is due to organizational structure adjustment, with some functions and personnel transferred to other departments. Currently, it will not have an adverse impact on new - signed orders [26]

Core Points - The company, Hangzhou Fostar Cryogenic Equipment Co., Ltd., is holding a shareholder meeting on September 16, 2025, to discuss key proposals [1][2] - The meeting will include both on-site and online voting, ensuring participation from registered shareholders [1][2] - The agenda includes the cancellation of the supervisory board and amendments to the company's articles of association [4][5] Group 1: Meeting Details - The meeting will take place at the company's headquarters in Hangzhou, Zhejiang Province [1] - Participants include shareholders, board members, supervisors, and legal representatives [1][2] - The meeting will follow a structured agenda, including the introduction of attendees, discussion of proposals, and voting [1][2][3] Group 2: Proposals - Proposal 1: The company plans to abolish the supervisory board and transfer its responsibilities to the audit committee of the board, in compliance with new regulations effective from July 1, 2024 [4][5] - Proposal 2: The company intends to amend its articles of association, including changing its registered address due to administrative adjustments and adding a worker representative director to the board [5][7] - The board has already approved these proposals in previous meetings [6][8]

证券代码：603173 证券简称：福斯达 杭州福斯达深冷装备股份有限公司 2025 年第二次临时股东大会 会议资料 网络投票：2025 年 9 月 16 日（星期二）采用上海证券交易所网络投票系统， 通过交易系统投票平台的投票时间为股东大会召开当日的交易时间段，即 9:15-9:25,9:30-11:30，13:00-15:00；通过互联网投票平台的投票时间为股东 大会召开当日的 9:15-15:00。 会议方式：现场投票与网络投票相结合的方式。 召集人：杭州福斯达深冷装备股份有限公司董事会。 主持人：杭州福斯达深冷装备股份有限公司董事长葛水福先生。 2025 年 9 月 16 日 | | | | 2025 年第二次临时股东大会会议议程 2 | | | --- | --- | | 会议须知 | 3 | | 议案一：关于取消监事会并修订《公司章程》的议案 | 4 | | 议案二：关于修订并制定公司治理制度的议案 | 6 | 1 2025 年第二次临时股东大会会议议程 现场会议时间：2025 年 9 月 16 日（星期二）下午 14:30 现场会议地点：浙江省杭州市临平区兴起路 398 号二楼会议室。 参会人员： ...

Investment Rating - The report maintains a "Strong Buy" rating for the company, indicating an expectation to outperform the benchmark index by over 20% in the next six months [7][16]. Core Insights - The company reported a significant increase in revenue and profit for the first half of 2025, with total revenue reaching 1.48 billion yuan, a year-on-year growth of 62.1%, and net profit attributable to shareholders at 250 million yuan, up 140.4% [1]. - The second quarter saw even higher growth, with revenue of 880 million yuan, a 57.8% increase year-on-year, and net profit of 140 million yuan, reflecting a 249.1% increase [1]. - The company is experiencing a peak in overseas order deliveries, with overseas revenue accounting for 64.2% of total revenue, significantly up from 39.1% in 2024 [7]. Financial Performance Summary - The company’s total revenue is projected to grow from 2.42 billion yuan in 2024 to 3.12 billion yuan in 2025, representing a year-on-year growth rate of 28.9% [3]. - Net profit is expected to increase from 261 million yuan in 2024 to 427 million yuan in 2025, with a growth rate of 63.6% [3]. - Earnings per share (EPS) are forecasted to rise from 1.63 yuan in 2024 to 2.67 yuan in 2025 [3]. Business Highlights - The natural gas processing and liquefaction segment showed remarkable performance, achieving revenue of 340 million yuan, a year-on-year increase of 376.4%, with a gross margin improvement of 19.6 percentage points to 33.8% [7]. - The company has successfully developed key technologies and projects in the natural gas sector, enhancing its competitive edge in both domestic and international markets [7]. - The overall gross margin and net margin for the first half of 2025 were 27.2% and 17.0%, respectively, both showing significant year-on-year improvements [7].

Core Insights - Fosda (603173) reported a significant increase in revenue and profit for the first half of 2025, with total revenue reaching 1.476 billion yuan, up 62.14% year-on-year, and net profit attributable to shareholders at 251 million yuan, up 140.45% [1] Financial Performance - The second quarter revenue was 881 million yuan, reflecting a year-on-year increase of 57.81%, while net profit for the same period was 135 million yuan, up 249.1% [1] - The gross margin improved by 24.07% year-on-year to 27.23%, and the net margin increased by 48.29% to 17.02% [1] - Total expenses (selling, administrative, and financial) amounted to 19.88 million yuan, representing only 1.35% of revenue, a decrease of 69.38% year-on-year [1] - Earnings per share rose to 1.59 yuan, an increase of 144.62% year-on-year, while operating cash flow per share surged to 3.97 yuan, up 855.38% [1] Changes in Financial Items - Trading financial assets increased by 320.17% due to more structured deposit products being purchased [2] - Accounts receivable decreased by 33.39% due to a reduction in non-high credit rating bank acceptance bills [2] - Construction in progress rose by 59.04% due to the ongoing development of a new manufacturing center [2] - Deferred income surged by 445.84% as a result of increased government subsidies related to assets [2] Cost and Expense Analysis - Operating costs increased by 51.17% in line with revenue growth [3] - Management expenses rose by 34.74% due to increased personnel and related costs [3] - Financial expenses saw a dramatic decrease of 919.66% due to higher interest income and exchange gains [3] Cash Flow and Debt Management - Net cash flow from operating activities increased by 855.38% due to higher sales and corresponding cash receipts [3] - The company maintains a healthy cash position, with cash assets being robust [5] - The cash flow ratio (cash assets/liabilities) stands at 63.49%, indicating a need for monitoring [6] Investment and Market Position - The company's return on invested capital (ROIC) was 15.65%, with a historical median of 20.3% since its listing [4] - Analysts project a net profit of 408 million yuan for 2025, with an average earnings per share estimate of 2.54 yuan [6] Fund Holdings - Notable funds holding Fosda shares include Guojin Self-Innovation Mixed A and Southern Strategy Optimization Mixed, indicating strong institutional interest [7]

Group 1 - Foxda (603173.SH) reported its semi-annual results for 2025, with 17 institutional investors disclosing holdings amounting to 108 million shares, representing 67.75% of the total share capital [1] - The top ten institutional investors collectively hold 67.66% of the shares, with a 0.25 percentage point increase compared to the previous quarter [1] Group 2 - In the public fund sector, three funds increased their holdings, accounting for a 0.73% increase, while one fund decreased its holdings by 0.26% [2] - One new public fund was disclosed, while five funds were no longer reported compared to the previous quarter [2]