2025 年第三次临时股东会的 法律意见书 地址：青岛市市南区香港中路 8 号青岛中心大厦 45 层 电话：0532-55769077 传真：0532-55769155 邮编：266071 上海锦天城（青岛）律师事务所 关于青岛海容商用冷链股份有限公司 关于青岛海容商用冷链股份有限公司 2025 年第三次临时股东会的 法律意见书 致青岛海容商用冷链股份有限公司： 青岛海容商用冷链股份有限公司 锦天城·法律意见书 上海锦天城（青岛）律师事务所 上海锦天城（青岛）律师事务所（以下简称"本所"）接受青岛海容商用冷 链股份有限公司（以下简称"公司"或"海容冷链"）的委托，指派杜太山、姜 宏辉律师出席了公司于 2025 年 11 月 14 日召开的 2025 年第三次临时股东会（以 下简称"本次股东会"）。现根据《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》"）和《上市公司股东会规则》 （以下简称"《股东会规则》"）等法律、行政法规、规范性文件以及《青岛海容 商用冷链股份有限公司章程》（以下简称"《公司章程》"）的规定，对本次股东会 会议的召集、召开程序是否符合法律 ...

登录新浪财经APP 搜索【信披】查看更多考评等级 ■ 根据相关规定，公司将在中国证券登记结算有限责任公司上海分公司办理本激励计划限制性股票后续授 予登记工作，并及时履行信息披露义务。 特此公告。 青岛海容商用冷链股份有限公司 董事会 本公司董事会及全体董事保证本公告内容不存在虚假记载、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。 鉴于《青岛海容商用冷链股份有限公司2025年限制性股票激励计划（草案）》（以下简称"《激励计 划》"或"本激励计划"）规定的限制性股票授予条件已经成就，根据青岛海容商用冷链股份有限公司 （以下简称"公司"或"海容冷链"）2025年第二次临时股东会的授权，公司于2025年10月9日召开第五届 董事会薪酬与考核委员会第三次会议、第五届董事会第五次会议，审议通过了《关于向2025年限制性股 票激励计划激励对象授予限制性股票的议案》，确定2025年10月9日为授予日，向符合条件的149名激励 对象授予405.4216万股限制性股票，授予价格为7.37元/股，具体内容详见公司于2025年10月10日于上海 证券交易所官网（www.sse.com.cn）披露的 ...

Core Viewpoint - The announcement details the progress of the 2025 Restricted Stock Incentive Plan of Qingdao Hairong Commercial Cold Chain Co., Ltd, including the granting of restricted stocks to eligible participants and the financial implications of this action [2][3]. Group 1: Incentive Plan Details - The company has approved the granting of 4,054,216 restricted stocks to 149 eligible participants at a price of 7.37 yuan per share, with the grant date set for October 9, 2025 [2]. - The total amount received from the participants for the subscription of the restricted stocks is 29,879,571.92 yuan, as confirmed by the auditing firm [3]. Group 2: Stock Structure Changes - The restricted stocks will change from unrestricted circulating shares to restricted circulating shares, sourced from the company's repurchased A-shares in the secondary market [3]. - The company will handle the subsequent registration of the restricted stocks with the China Securities Depository and Clearing Corporation Limited, Shanghai Branch, and will fulfill its information disclosure obligations [4].

证券代码:603187 证券简称:海容冷链 公告编号：2025-057 青岛海容商用冷链股份有限公司 关于股份性质变更暨 2025 年限制性股票 激励计划实施的进展公告 本次变更前后，公司股本结构变化情况如下： | 股份性质 | 本次变动前 | | 本次变动数量（股） | 本次变动后 | | | --- | --- | --- | --- | --- | --- | | | 数量（股） | 比例 | | 数量（股） | 比例 | | 有限售条件流 通股 | | | 4,054,216 | 4,054,216 | 1.05% | | 无限售条件流 通股 | 386,416,107 | 100.00% | -4,054,216 | 382,361,891 | 98.95% | | 股本总数 | 386,416,107 | 100.00% | 0 | 386,416,107 | 100.00% | 根据相关规定，公司将在中国证券登记结算有限责任公司上海分公司办理本 激励计划限制性股票后续授予登记工作，并及时履行信息披露义务。 特此公告。 青岛海容商用冷链股份有限公司 董事会 2025年11月12日 本公司董事会及全 ...

Investment Rating - The investment rating for the company is "Buy" and is maintained [8] Core Views - The company has shown a significant acceleration in revenue growth and a substantial improvement in operating profit margins. For the first three quarters of 2025, the company achieved a revenue of 2.43 billion yuan, representing a year-on-year increase of 15.20%. The net profit attributable to the parent company was 301 million yuan, up 10.53% year-on-year, while the net profit excluding non-recurring items reached 289 million yuan, marking an 18.23% increase [2][5][11] Summary by Sections Financial Performance - In Q3 2025, the company reported a revenue of 640 million yuan, a year-on-year increase of 22.29%. The net profit attributable to the parent company for the same quarter was 79.69 million yuan, up 10.94% year-on-year, and the net profit excluding non-recurring items was 76.60 million yuan, reflecting a 12.59% increase [2][5][11] - The company's gross profit margin for the first three quarters of 2025 was 27.34%, a decrease of 0.69 percentage points year-on-year. The operating profit for the same period was 327 million yuan, a year-on-year increase of 26.50%, resulting in an operating profit margin of 13.48%, which is an increase of 1.20 percentage points year-on-year [11][12] Market Position and Strategy - The company focuses on independent innovation in commercial cold chain equipment and global market expansion. It continues to optimize product research and development and services, consolidating its domestic market position while actively enhancing its overseas supply capabilities. The company has established a mature customer base in the domestic market and is deepening cooperation with leading enterprises in downstream industries [11][12] - The company is also expanding its export business, which has reached six continents, and the establishment of a production base in Indonesia is expected to enhance its global supply capabilities [11][12] Future Outlook - The company is expected to maintain strong growth momentum, with projected net profits attributable to the parent company of 390 million yuan, 449 million yuan, and 516 million yuan for 2025, 2026, and 2027, respectively. The corresponding price-to-earnings ratios are expected to be 14.78, 12.82, and 11.18 times [11][12]

Group 1 - The stock price of Hairong Cold Chain has declined by 1.49% to 13.86 CNY per share, with a total market capitalization of 5.356 billion CNY, and a cumulative drop of 9.06% over the past five days [1] - Qingdao Hairong Commercial Cold Chain Co., Ltd. specializes in the research, production, sales, and service of commercial cold chain equipment, with 95.22% of its revenue coming from commercial display cabinets [1] Group 2 - Morgan Fund holds a significant position in Hairong Cold Chain, with its Morgan Large Cap Blue Chip Stock A fund owning 372,700 shares, representing 3.53% of the fund's net value [2] - The fund has experienced a floating loss of approximately 78,300 CNY today and a total floating loss of 514,300 CNY during the five-day decline [2] - The Morgan Large Cap Blue Chip Stock A fund has a total asset size of 158 million CNY and has achieved a return of 6.35% year-to-date, ranking 3878 out of 4216 in its category [2]

Summary of Hailong Cold Chain Conference Call Company Overview - **Company**: Hailong Cold Chain - **Industry**: Cold Chain Equipment Manufacturing Key Points and Arguments Financial Performance - **Q3 2025 Revenue**: - Frozen domestic sales revenue reached 281 million CNY, a year-on-year increase of 25.79% driven by strong ice cream sales and increased equipment deployment [2][4] - Cold storage business grew over 20% in the first three quarters, attributed to new customer acquisition and increased supply share, particularly with major clients like Coca-Cola and Pepsi [2][12] - Supermarket domestic sales revenue surged 140% to 130 million CNY, mainly due to increased orders from traditional clients and new partnerships in the snack wholesale sector [2][19] Market Challenges and Opportunities - **North American Market**: - Faced challenges due to tariffs and prior customer stockpiling, leading to poor performance this year. However, recovery is expected next year as the Indonesian factory can provide lower tariff supply channels (19%) [2][8] Gross Margin Analysis - **Gross Margin Decline**: - Overall gross margin decreased due to changes in product mix, particularly in frozen products where margins fell by approximately 2 percentage points [2][13] - Cold storage domestic gross margin improved to 14.5%, while external gross margin decreased to 22.8%, down 4 percentage points year-on-year due to customer stockpiling and tariff pressures [15] Future Outlook - **Optimistic Projections**: - The company maintains a positive outlook for all business segments, expecting a recovery in North American orders and continued growth in domestic markets, particularly in ice cream sales [9][11] - The Indonesian factory is on track for trial production by the end of November, with a first-year target capacity of 100,000 units and a long-term goal of 500,000 units [2][17] Sales and Marketing Strategy - **Sales Expense Management**: - Sales expenses have remained stable, with a slight increase of about 1 million CNY compared to last year, indicating effective cost management despite growth initiatives [18] Product Development and Market Expansion - **Smart Cabinet Market**: - Demand for smart cabinets is expected to grow, although competition for prime locations has intensified, leading to short-term fluctuations in deployment [21] - **Pharmaceutical Cabinet Development**: - The pharmaceutical cabinet business is in early stages, with product trials ongoing but expected to take time before generating significant revenue [24][25] Dividend Policy - **Dividend Commitment**: - The company plans to maintain a dividend policy of no less than 50% [3][28] Conclusion - **Growth Strategy**: - The company is focused on expanding its market presence, particularly in Southeast Asia, and enhancing its product offerings to maintain competitive advantages in both domestic and international markets [16][22]

Investment Rating - The investment rating for the company is "Outperform" (maintained) [1] Core Insights - The company's Q3 revenue performance exceeded expectations, with a total revenue of 2.43 billion yuan for the first three quarters of 2025, representing a year-on-year increase of 15.2%. The net profit attributable to the parent company was 301 million yuan, up 10.5% year-on-year [7] - The cold storage cabinet business is experiencing rapid growth, while the frozen sector maintains its competitive advantage. The company has managed to maintain a stable market share despite a decline in product sales in the commercial frozen display cabinet segment due to overall weak downstream demand [7] - The company's profitability remains robust, with a gross margin of 27.34% for the first three quarters of 2025, a slight decrease of 0.70 percentage points year-on-year. The net profit margin for the same period was 12.27%, down 0.71 percentage points year-on-year [7] Financial Data and Profit Forecast - Total revenue projections for 2025 are estimated at 3.25 billion yuan, with a year-on-year growth rate of 14.6%. The net profit attributable to the parent company is forecasted to be 398 million yuan, reflecting a year-on-year increase of 12.5% [5] - The company expects to achieve net profits of 398 million yuan, 458 million yuan, and 522 million yuan for the years 2025, 2026, and 2027, respectively, with corresponding year-on-year growth rates of 12.5%, 15.2%, and 14.0% [7]

Investment Rating - The investment rating for the company is "Buy-A" with a 12-month target price of 17.96 CNY, corresponding to a 15X PE for 2026 [5][3]. Core Views - The company has shown strong revenue growth, achieving 2.43 billion CNY in revenue for the first three quarters of 2025, a year-on-year increase of 15.2%. The net profit attributable to shareholders reached 300 million CNY, up 10.5% year-on-year [1][3]. - In Q3 2025, the company reported a revenue of 640 million CNY, reflecting a year-on-year growth of 22.3%, while the net profit attributable to shareholders was 80 million CNY, up 10.9% year-on-year [1][2]. - The company is expanding its market share in the global commercial refrigeration market, particularly through new customer acquisition and growth in overseas markets [1][2]. Summary by Sections Revenue Growth - Q3 revenue growth was driven by several factors: 1. Recovery in domestic ice cream sales led to increased sales of frozen cabinets [2]. 2. The company has established a strong customer base in the domestic refrigerated cabinet market, leading to rapid growth in sales [2]. 3. The company is deepening cooperation with existing clients and exploring new consumption scenarios, resulting in significant growth in supermarket cabinet revenue [2]. 4. However, revenue from smart cabinets declined due to fluctuations in client investment schedules [2]. Profitability - The net profit margin for Q3 2025 decreased by 1.3 percentage points year-on-year, primarily due to fluctuations in foreign exchange gains and losses, which increased the financial expense ratio by 3 percentage points [2][3]. Cash Flow - The operating cash flow for Q3 2025 decreased by 60 million CNY year-on-year, mainly due to an increase in cash payments for goods and services [3]. Financial Forecast - The company is expected to maintain strong growth, with projected EPS of 1.02 CNY, 1.20 CNY, and 1.40 CNY for 2025, 2026, and 2027 respectively [3][4].

Group 1 - The core point of the news is that HaiRong Cold Chain's stock has dropped by 5.03%, currently trading at 14.16 CNY per share, with a total market capitalization of 5.472 billion CNY [1] - HaiRong Cold Chain, established on August 8, 2006, specializes in the research, production, sales, and service of commercial cold chain equipment, with 95.22% of its revenue coming from commercial display cabinets [1] Group 2 - E Fund's Ruiqi Mixed A Fund (001747) holds 17,000 shares of HaiRong Cold Chain, representing 0.43% of the fund's net value, making it the second-largest holding [2] - The fund has experienced a floating loss of approximately 12,700 CNY today [2] - E Fund Ruiqi Mixed A was established on January 29, 2018, with a current scale of 53.8837 million CNY and a year-to-date return of 3% [2]