上海市锦天城律师事务所 关于合盛硅业股份有限公司 2024 年年度股东大会的 关于合盛硅业股份有限公司 2024 年年度股东大会的 法律意见书 致：合盛硅业股份有限公司 上海市锦天城律师事务所（以下简称"本所"）接受合盛硅业股份有限公司（以 下简称"公司"）委托，就公司召开 2024 年年度股东大会（以下简称"本次股东大 会"）的有关事宜，根据《中华人民共和国公司法》（以下简称《公司法》）《上 市公司股东会规则》等法律、法规、规章和其他规范性文件以及《合盛硅业股份 有限公司章程》（以下简称《公司章程》）的有关规定，出具本法律意见书。 法律意见书 地址：上海市浦东新区银城中路 501 号上海中心大厦 11/12 层 电话：021-20511000 传真：021-20511999 邮编：200120 上海市锦天城律师事务所 法律意见书 上海市锦天城律师事务所 为出具本法律意见书，本所及本所律师依据《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规则（试行）》等规定，严格履行 了法定职责，遵循了勤勉尽责和诚实信用原则，对本次股东大会所涉及的相关事 项进行了必要的核查和验证，核查了本所认为出具该 ...

Report Summary 1. Report Industry Investment Rating - Not provided in the content 2. Core Viewpoints - Supply of industrial silicon will remain loose as southwest region's electricity prices are expected to drop further, leading to potential restarts of large and some small - medium enterprises, and Xinjiang's Ili region will continue electricity subsidies [2]. - Demand from the three major downstream industries for industrial silicon is showing a slowdown trend. Organic silicon may see a slight increase in production next week, which is positive for demand; however, the polysilicon industry is in a reduced - load operation state, and the aluminum alloy industry is in passive de - stocking, both having a negative impact on demand [2]. - For mid - to long - term operations, a high - selling strategy is recommended [2]. 3. Summary by Relevant Catalogs 3.1 Futures Market - The closing price of the main contract is 7,555 yuan/ton, with a week - on - week increase of 70 yuan/ton; the main contract's open interest is 306,644 lots, up 13,217 lots [2]. - The net position of the top 20 is - 48,542 lots, a decrease of 347 lots; the Guangzhou Futures Exchange's warehouse receipts are 53,570 lots, down 614 lots [2]. - The price spread between the July - August contracts is 15 yuan/ton, an increase of 5 yuan/ton [2]. 3.2 Spot Market - The average price of oxygen - blown 553 silicon is 8,150 yuan/ton, unchanged; the average price of 421 silicon is 8,700 yuan/ton, unchanged [2]. - The basis of the Si main contract is 595 yuan/ton, a decrease of 70 yuan/ton; the DMC spot price is 10,560 yuan/ton, down 60 yuan/ton [2]. 3.3 Upstream Situation - The average price of silica is 410 yuan/ton, unchanged; the average price of petroleum coke is 1,610 yuan/ton, unchanged; the average price of clean coal is 1,850 yuan/ton, unchanged; the average price of wood chips is 540 yuan/ton [2]. - The ex - factory price of graphite electrodes (400mm) is 12,250 yuan/ton, unchanged [2]. 3.4 Industry Situation - The monthly output of industrial silicon is 299,700 tons, a decrease of 36,050 tons; the weekly social inventory of industrial silicon is 559,000 tons, a decrease of 13,000 tons [2]. - The monthly import volume of industrial silicon is 52,919.65 tons, an increase of 2,211.36 tons; the monthly export volume is 71.51 tons, a decrease of 12,197.89 tons [2]. 3.5 Downstream Situation - The weekly output of organic silicon DMC is 45,000 tons, an increase of 1,400 tons; the average price of aluminum alloy ADC12 in the Yangtze River spot market is 20,100 yuan/ton, unchanged [2]. - The overseas market price of photovoltaic - grade polysilicon is 15.75 US dollars/kg; the weekly average spot price of photovoltaic - grade polysilicon is 4.25 US dollars/kg, a decrease of 0.03 US dollars/kg [2]. - The monthly export volume of unforged aluminum alloy is 24,179.3 tons, an increase of 7,624.27 tons; the weekly operating rate of organic silicon DMC is 68.4%, an increase of 2.12 percentage points [2]. - The monthly output of aluminum alloy is 20,187,850 tons, an increase of 164,500 tons; the monthly export volume is 11.7 tons, a decrease of 337.93 tons [2]. 3.6 Industry News - Hesheng Silicon Industry's Q1 2025 report shows that its main business income is 5.228 billion yuan, a year - on - year decrease of 3.47%; net profit attributable to the parent is 260 million yuan, a year - on - year decrease of 50.81%; non - recurring profit after deduction is 216 million yuan, a year - on - year decrease of 58.49%; the debt ratio is 62.56%, investment income is - 599,550 yuan, financial expenses are 235 million yuan, and the gross profit margin is 14.62% [2]. - The US Senate Republican leader Thune plans to vote on Trump's "Beautiful Big Bill" on Friday, which restricts new energy and affects the demand of the new energy industry [2]

Core Viewpoint - The organic silicon market is experiencing a significant decline, with core product prices dropping sharply due to oversupply and weak demand, leading to widespread losses in the industry [1][2]. Group 1: Market Conditions - The price of DMC, a core organic silicon product, fell below 10,500 yuan per ton, representing an approximately 83% decrease from the peak in September 2021, and a cumulative decline of over 23% this year [1]. - The average transaction price has dropped below the cost line, resulting in the industry facing widespread losses [1]. - Supply growth is outpacing demand, with production expected to reach 2.533 million tons in 2024, a year-on-year increase of 20.4%, while demand is projected at 2.191 million tons, a growth of 18.4% [1]. Group 2: Trade and Economic Impact - Trade tensions, particularly the U.S. tariffs on organic silicon products, have increased export costs for Chinese ordinary silicone rubber products by 15% to 20%, impacting the $2.28 billion trade market between China and the U.S. [1]. - The overall performance of listed organic silicon companies has declined in the first quarter, with significant drops in revenue and net profit across multiple firms [2]. Group 3: Industry Challenges and Future Outlook - The primary challenge for the organic silicon sector is the excessive new production capacity, with a projected 24.2% year-on-year increase in production capacity for 2024, marking the peak of the current expansion cycle [2]. - Despite short-term challenges, there are long-term opportunities as policies indicate continued development in real estate, which may boost demand for construction sealants [2]. - The industry is encouraged to focus on high-end and emerging fields, such as medical personal care, photovoltaic films, and automotive sealing components, which are expected to grow at an annual rate exceeding 15% [3].

Summary of Key Points Core Viewpoint - The article reports on the large-scale trading activities of Hesheng Silicon Industry on June 23, highlighting significant transactions and market performance indicators [2]. Trading Activity - On June 23, Hesheng Silicon Industry had a total of 4 large-scale transactions, with a cumulative trading volume of 2.5 million shares and a total transaction value of 109 million yuan [2]. - The transaction price was consistently 43.74 yuan, representing a discount of 4.50% compared to the closing price of the day [2]. - Institutional specialized seats participated in all four transactions, with a net buying amount of 109 million yuan [2]. Recent Trading Trends - Over the past three months, Hesheng Silicon Industry has recorded a total of 42 large-scale transactions, amounting to 768 million yuan [2]. - The closing price on the reporting day was 45.80 yuan, reflecting a decrease of 1.93%, with a daily turnover rate of 0.19% and a total trading volume of 102 million yuan [2]. - The stock has seen a cumulative decline of 2.22% over the past five days, with a total net outflow of funds amounting to 11.77 million yuan [2]. Margin Trading Data - The latest margin financing balance for Hesheng Silicon Industry stands at 1.103 billion yuan, showing a decrease of 1.8285 million yuan over the past five days, which is a decline of 0.17% [2].

Core Viewpoint - The photovoltaic industry faced unprecedented challenges in 2024, including price drops, overcapacity, and weak demand, leading to significant losses for many companies [1][2]. Industry Overview - In 2024, 24 photovoltaic companies collectively lost over 28.6 billion yuan, with leading firms experiencing the largest losses [2]. - The demand for photovoltaic products is expected to surge in the first half of 2025 due to policy changes, but this may lead to a mismatch between supply and demand later in the year [2]. Company Performance Silicon Material Segment - In 2024, China's polysilicon production reached 1.82 million tons, a year-on-year increase of 23.6%, but market demand did not grow correspondingly, causing silicon prices to plummet [3]. - The average price of polysilicon fell from 58,100 yuan per ton at the beginning of the year to 36,500 yuan by year-end, putting financial pressure on many silicon material companies [3]. Financial Metrics of Leading Companies - **Tongwei Co., Ltd.**: - End of 2024 cash reserves: 16.45 billion yuan; Q1 2025 cash reserves: 29.15 billion yuan; asset-liability ratio: 70.44% [4]. - 2024 revenue: 91.99 billion yuan, down 33.87%; net loss: 7.04 billion yuan, down 151.86% [11][12]. - **GCL-Poly Energy Holdings**: - Asset-liability ratio: 43.51%, showing improvement from previous years [8]. - 2024 revenue: 15.1 billion yuan, down 55.2%; net loss: 4.75 billion yuan, down 289.25% [11][12]. - **Daqo New Energy Corp**: - Asset-liability ratio: 9.15%, with no short-term or long-term debt reported [8][10]. - 2024 revenue: 7.41 billion yuan, down 54.62%; net loss: 2.72 billion yuan, down 147.17% [11][12]. - **Hoshine Silicon Industry**: - Asset-liability ratio: 63.83%, with a slight improvement in Q1 2025 [6]. - 2024 revenue: 26.69 billion yuan, a slight increase of 0.41%; net profit: 1.74 billion yuan, down 33.64% [11][12]. - **Xinte Energy**: - Asset-liability ratio: 56.79% [8]. - 2024 revenue: 21.21 billion yuan, down 31.02%; net loss: 3.90 billion yuan, a significant drop from previous profits [11][12]. Strategic Adjustments - Tongwei is exploring new projects to reduce production costs and improve profitability despite high debt levels [5]. - Daqo New Energy has maintained a conservative financial strategy, resulting in a low asset-liability ratio and significant cash reserves [10]. Conclusion - The photovoltaic industry is currently in a challenging phase, with varying financial health among leading companies. Tongwei holds the highest cash reserves but also the highest debt, while Daqo stands out for its low debt levels but declining profitability. GCL-Poly and Hoshine are also facing significant challenges, while Xinte's future depends on market conditions and its operational strength [14].

Core Viewpoint - The company is preparing for its 2024 annual shareholder meeting, focusing on the approval of the 2024 financial report and dividend distribution plan, amidst a challenging economic environment that has impacted its profitability [1][35]. Meeting Details - The shareholder meeting is scheduled for June 26, 2025, at 14:00, with both on-site and online voting options available [1]. - The meeting will be hosted by the company's chairman, Mr. Luo Liguo [1]. Shareholder Rights and Responsibilities - Shareholders are entitled to various rights, including speaking, questioning, and voting, and must adhere to the meeting's order and regulations [2][3]. - Shareholders must register and provide valid identification to participate in the meeting [2]. Financial Performance - In 2024, the company reported a revenue of RMB 26.69 billion, a slight increase of 0.41% year-on-year, but net profit decreased by 33.64% to RMB 1.74 billion due to economic fluctuations and declining product prices [12][33]. - The company’s total assets reached RMB 90.77 billion, reflecting an 8.91% increase from the previous year [33]. Operational Highlights - The company maintained its leading position in the industrial silicon and organic silicon sectors through refined management and technological innovation, achieving stable gross margins despite market price fluctuations [8][12]. - Significant projects include the production line for high-purity polysilicon and the carbon silicon particle project, which have commenced operations [8]. Research and Development - The company is enhancing its R&D capabilities, focusing on high-value downstream products and breaking through technological barriers in key materials [9][10]. - Investments in R&D are aimed at developing new products for emerging sectors such as 5G and electric vehicles [24]. Sustainability Initiatives - The company is committed to green development, aligning with national carbon reduction strategies, and is implementing measures to enhance energy efficiency and reduce carbon emissions [12][25]. - A digital transformation strategy is being pursued to improve operational efficiency and sustainability across the supply chain [11][25]. Future Plans - The company plans to optimize production management, enhance resource allocation, and continue investing in core business areas to maintain competitive advantages [23][24]. - Key initiatives for 2025 include strengthening the innovation management system and advancing digital transformation efforts [24][25].

603260 合盛硅业 合盛硅业股份有限公司 2024 年年度股东大会 会议资料 二〇二五年六月二十六日 | | | | | | 会议议程 一、会议时间 现场会议：2025 年 6 月 26 日（星期四）14 点 00 分 网络投票：2025 年 6 月 26 日（星期四）采用上海证券交易所股东大会网 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。 二、现场会议地点 浙江省慈溪市北三环东路 1988 号恒元广场 A 座 4 楼会议室 三、会议主持人 合盛硅业股份有限公司董事长罗立国先生（暂定） 四、会议审议事项 1、审议《关于<公司 2024 年度董事会工作报告>的议案》； 2、审议《关于<公司 2024 年度监事会工作报告>的议案》； 3、审议《关于<公司 2024 年度财务决算报告>的议案》； 8、审议《关于公司 2025 年度向金融机构申请综合授信额度的议案》； 9、审议《关于公司 2025 年度担保额度预计的议案》； 10、审议《 ...

Investment Rating - The report maintains a positive outlook on the photovoltaic industry in Xinjiang, suggesting a "Buy" rating for investments in the sector. Core Insights - Xinjiang possesses unique advantages in solar energy resources, land availability, and supportive policies, facilitating the rapid development of a complete photovoltaic industry chain [2][3][4]. - The current phase of upstream overcapacity suggests a strategic focus on midstream high-efficiency manufacturing segments, which are expected to recover in valuation as construction accelerates [3][4]. - The "East Data West Computing" initiative and the expansion of green data centers in the region are expected to enhance local energy consumption and alleviate transmission bottlenecks, improving the economic viability of photovoltaic projects [3][4]. - The dual security value of energy and industry highlights Xinjiang's strategic importance in national clean energy initiatives, enhancing the resilience of China's renewable supply chain [3][4]. Summary by Sections Introduction - The global energy transition is accelerating, with a shift from fossil fuels to clean energy becoming irreversible. Photovoltaic power is a key player in this transition due to its zero carbon emissions and renewable nature [5][6]. Resource Endowment and Advantages of Xinjiang's Photovoltaic Industry - Xinjiang has abundant solar resources, with annual sunshine hours significantly exceeding the national average, making it a prime location for large-scale photovoltaic projects [7][9]. - The region's vast, flat, and largely unutilized land provides ideal conditions for the installation of photovoltaic systems, reducing development costs [13][14]. - Strong government policies at both national and local levels support the growth of the photovoltaic industry, ensuring resource optimization and sustainable development [16][17]. Current Development Status of Xinjiang's Photovoltaic Industry - Xinjiang is a major base for industrial silicon and polysilicon production, with significant contributions to national output [20][24]. - The midstream sector has seen advancements in the manufacturing of key components, such as monocrystalline silicon rods and photovoltaic modules, although capacity still lags behind demand [30][34]. - Large-scale photovoltaic projects have been established, with total installed capacity exceeding 56.66 million kilowatts, marking Xinjiang as a leader in clean energy production [38][40]. Key Companies and Projects - Xinjiang Daqo New Energy Co., Ltd. is a leading player in the polysilicon market, with a production capacity of 305,000 tons, positioning it among the top tier in the industry [46][49]. - New Special Energy Co., Ltd. focuses on polysilicon production and has expanded its capacity to 300,000 tons per year, while also exploring various operational models for renewable energy projects [57][59]. - Hoshine Silicon Industry Co., Ltd. is developing an integrated industrial park to enhance efficiency across the photovoltaic supply chain, contributing to the region's competitive edge [66].

Group 1 - The core point of the article is that Hoshine Silicon Industry has received approval from the Shanghai Stock Exchange for its public bond issuance aimed at professional investors, which is expected to effectively supplement working capital and support the development of various business segments [2][3] - The total amount of the bond issuance is not expected to exceed 4 billion yuan, with a maximum term of 5 years, and the specific structure and scale will be determined based on the company's funding needs and market conditions [3] - As of December 31, 2024, Hoshine's consolidated asset-liability ratio is 63.83%, with a total debt of 57.944 billion yuan, indicating significant debt pressure [3][4] Group 2 - The company anticipates that the bond issuance will improve its debt structure, with a projected increase in the current ratio from 0.36 to 0.46, thereby reducing short-term debt pressure and financial risk [3][4] - Hoshine Silicon Industry is one of the largest companies in China's silicon-based new materials industry, focusing on the research, production, and sales of industrial silicon, organic silicon, and polysilicon [5][6] - The company has established extensive business relationships with leading enterprises in downstream industries, with production capacities of 1.22 million tons/year for industrial silicon, 1.73 million tons/year for organic silicon monomers, and 50,000 tons/year for polysilicon [6] Group 3 - The company believes that the future growth of the organic silicon industry will be driven by emerging fields, particularly due to the demand from new energy markets and the expansion of new application scenarios [6] - The bond issuance is also aimed at optimizing the company's asset-liability structure while supporting its ongoing investments in talent acquisition and market development [4][5] - The company has a strong credit rating of AA+ with a stable outlook, indicating a strong ability to repay debts and low default risk [4]

Core Viewpoint - The report by Shenwan Hongyuan highlights the significant cost advantages of the industrial silicon industry in Xinjiang, driven by abundant coal resources and low electricity costs, suggesting a focus on leading companies like Hoshine Silicon Industry [1][2] Group 1: Industrial Silicon - Xinjiang's coal-electric-silicon integrated industry layout enhances the cost advantages for industrial silicon production, with companies like Hoshine Silicon Industry leading the market [2] - Hoshine Silicon Industry is one of the largest and most complete companies in the silicon-based new materials sector, producing industrial silicon, organic silicon, and polysilicon, thus creating synergistic effects [2] - The company has a designed production capacity of 1.22 million tons per year for industrial silicon, with a projected production volume of 1.8714 million tons in 2024, reflecting a year-on-year increase of 38.11% [2] Group 2: Cost Advantages - The company maintains a cost advantage in industrial silicon production due to its self-sufficient power plants and integrated energy layout, which helps reduce production costs [3][5] - The average daily output of some electric arc furnaces has exceeded 70 tons, with the electricity consumption per ton of industrial silicon smelting dropping below 10,000 kWh [5] Group 3: Organic Silicon - The company has an annual production capacity of 1.73 million tons for organic silicon, leading the market with significant growth in its three main products: silicone rubber, silicone oil, and siloxane, with respective year-on-year growth rates of 16.31%, 56.66%, and 5.35% in 2024 [6] - Despite a slight decline in organic silicon product prices, the company benefits from its cost advantages in self-produced industrial silicon, ensuring that the net realizable value of its main organic silicon products remains above production costs [8] Group 4: Carbon Silicon - The company has successfully developed 12-inch conductive silicon carbide (SiC) crystals and is advancing processing technologies, positioning itself to capitalize on the growing demand in the power semiconductor industry [9] - The company plans to issue bonds to support its operations and maintain a strong financial structure, ensuring sufficient liquidity for future growth in industrial silicon, organic silicon, and silicon carbide businesses [10]