苏州西典新能源电气股份有限公司第二届董事会 独立董事专门会议 2025 年第一次会议决议 苏州西典新能源电气股份有限公司（以下简称"公司"）第二届董事会独立 董事专门会议 2025 年第一次会议于 2025 年 4 月 7 日以现场结合通讯表决的方 式召开，会议应到独立董事 2 人，实到独立董事 2 人，本次会议的召集、召开符 合《中华人民共和国公司法》《上市公司独立董事管理办法》《公司章程》以及《独 立董事工作制度》 的有关规定，会议合法有效，经与会独立董事审议表决，一 致通过如下决议： 一、审议通过《关于公司符合向特定对象发行股票条件的议案》 根据《中华人民共和国公司法》《中华人民共和国证券法》以及《上市公司 证券发行注册管理办法》等法律法规及规范性文件的有关规定，经董事会对公司 实际情况及相关事项进行认真自查论证，认为公司各项条件满足现行法律、法规 和规范性文件中关于向特定对象发行 A 股股票的有关规定，具备向特定对象发行 A 股股票的条件。 表决结果：同意 2 票，反对 0 票，弃权 0 票。 二、审议通过《关于公司 2025 年度向特定对象发行股票方案的议案》 对本议案进行逐项表决，通过了本次发行的 ...

华泰联合证券有限责任公司 关于苏州西典新能源电气股份有限公司 根据《证券法》、《证券发行上市保荐业务管理办法》、《上海证券交易所 股票上市规则》和《上海证券交易所上市公司自律监管指引第 11 号——持续督 导》等有关法律、法规的规定，华泰联合证券有限责任公司（以下简称"华泰联 合证券"或"保荐人"）作为苏州西典新能源电气股份有限公司（以下简称"西典新 能"、"公司"或"发行人"）首次公开发行股票的保荐机构，对西典新能进行持续 督导，持续督导期为 2024 年 1 月 11 日至 2026 年 12 月 31 日。现就 2024 年度持 续督导工作总结如下： 一、持续督导工作情况 | 序号 | 工作内容 | 完成持续督导情况 | | --- | --- | --- | | | 建立健全并有效执行持续督导工作制度，并 | 保荐人已建立健全并有效执行持续督 | | 1 | 针对具体的持续督导工作制定相应的工作计 | 导工作制度，并根据西典新能实际情 | | | 划。 | 况制定了相应的工作计划。 | | 2 | 根据中国证监会相关规定，在持续督导工作 开始前，与上市公司或相关当事人签署持续 | 保荐人已与西典新能签 ...

4月7日，西典新能股票盘中跌停，苏州西典新能源电气股份有限公司主要从事电连接技术的研究、开发和应用,致力于成为复合母排、电池连接系统创新技 术的领导者。 | ○ 基金经理：杨冬 | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | | 累计任职时间：3年又280天 | | | 基金经理简介:杨冬先生:中国籍,经济学硕士,持有中国证券投资基金业从业证书,现任广发基 | | | | | | 任职起始日期：2021-07-02 | | | 金管理有限公司专户投资部副总经理、广发多因子灵活配置混合型证券投资基金基金经理(自 | | | | | | 现任基金公司:广发基金管理有限公司 | | | 2021年7月2日起任职)、广发瑞誉一年持有期混合型证券投资基金基金经理(自2022年1月19 | | | | | | | | | 日起任职)、广发价值领航一年持有期混合型证券投资基金基金经理(自2022年6月2日起任 | | | | | | 现任基金资产 | 在管基金最佳 | | 职)、广发东财大数据精选灵活配置混合型证券投资基金基金经理(自2 ...

证券代码：603312 证券简称：西典新能 公告编号：2025-018 苏州西典新能源电气股份有限公司 关于以集中竞价交易方式回购公司股份的进展公告 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： | 回购方案首次披露日 | 2024/9/13 | | | --- | --- | --- | | 回购方案实施期限 | 2024 年 9 月 30 日~2025 年 9 月 | 29 日 | | 预计回购金额 | 5,000 万元~10,000 万元 | | | 回购用途 | √减少注册资本 □用于员工持股计划或股权激励 | | | | □用于转换公司可转债 | | | | □为维护公司价值及股东权益 | | | 累计已回购股数 | 1,600,500 股 | | | 累计已回购股数占总股本比例 | 0.99% | | | 累计已回购金额 | 53,341,392.98 元 | | | 实际回购价格区间 | 30.17 元/股~34.64 元/股 | | 一、 回购股份的基本情况 苏州西典新能源电气股份有限公司（以 ...

Investment Rating - The report maintains a "Buy" investment rating for the company [1][8] Core Views - The company is driven by growth in the new energy sector, with technological innovations creating a competitive moat [1][5] - The company achieved a revenue of 2.165 billion yuan in 2024, representing a year-on-year growth of 17.94%, and a net profit of 228 million yuan, up 14.99% year-on-year [4][10] - The company is expanding its production capacity with the construction of a new factory in Chengdu and the expansion of its Suzhou factory, which is expected to enhance its production capabilities [5][6] Summary by Sections Market Performance - The company's stock price is currently at 36.6 yuan, with a market capitalization of 5.9 billion yuan and a 52-week price range of 24.47 to 38.59 yuan [1] Business Segments - The battery connection system segment benefited from the growing demand in the new energy vehicle and energy storage markets, achieving sales of 6.1274 million units, a 13.96% increase year-on-year, and revenue of 1.669 billion yuan, up 14.07% year-on-year [5] - The electric control busbar business generated revenue of 248 million yuan, a 20.58% increase year-on-year, while the industrial electrical busbar segment saw revenue of 173 million yuan, up 21.98% year-on-year [5] Technological Innovation - The company has made significant breakthroughs in thin film, direct welding, and FCC sampling technologies, which have been successfully applied to its battery connection system products [6] - The introduction of single-layer film hot pressing technology has reduced material costs and increased automation, enhancing product reliability [6] Profit Forecast - Revenue forecasts for 2025, 2026, and 2027 are projected at 2.514 billion yuan, 2.901 billion yuan, and 3.349 billion yuan respectively, with corresponding EPS of 1.63 yuan, 1.92 yuan, and 2.23 yuan [7][10] - The company is expected to benefit from the growth in demand for new energy vehicles and energy storage, supported by its technological innovations [8]

Core Viewpoint - The independent director of Suzhou Xidian New Energy Electric Co., Ltd. has diligently fulfilled responsibilities and obligations in accordance with relevant laws and regulations, ensuring the protection of the company's and public shareholders' rights [1][9]. Group 1: Basic Information - The independent director, Zhang Kaipeng, has extensive experience in management roles across various companies, including Schneider Electric and NVC Lighting [1][2]. - Zhang has been serving as an independent director since November 2021 and was re-elected in November 2024, demonstrating a solid understanding of the operations of listed companies [2]. Group 2: Annual Performance Overview - During the reporting period, the independent director actively participated in board meetings and shareholder meetings, maintaining close communication with the company and ensuring objective decision-making [3][4]. - The independent director attended all board meetings and did not miss any meetings without valid reasons, reflecting a commitment to the role [4]. Group 3: Key Focus Areas - The independent director reviewed and approved financial reports and internal control evaluations, ensuring compliance with legal requirements and accurate financial representation [5][6]. - The independent director participated in the evaluation of the auditing firm, concluding that the firm met the necessary qualifications and standards for conducting audits [6]. - The independent director also assessed the qualifications of candidates for the second board and senior management, confirming their suitability for their roles [7][8]. Group 4: Overall Evaluation - The independent director has effectively fulfilled duties and obligations, providing constructive opinions to the board and safeguarding the interests of the company and its shareholders [9].

Core Insights - The company reported a revenue of 2.165 billion yuan for 2024, representing a year-on-year growth of 17.94%, while the net profit attributable to shareholders was 228 million yuan, up 14.99% year-on-year, indicating overall growth but a slowdown compared to previous years [1][2]. Revenue Growth and Business Performance - The revenue growth of 17.94% in 2024 is an improvement from 15.24% in 2023, but significantly lower than the growth rates of 93.86% in 2022 and 228.77% in 2021, highlighting a marked slowdown [2]. - The core business segment, battery connection systems, generated 1.669 billion yuan in revenue, with a year-on-year growth of 14.07%, which is a decline compared to previous years [2]. - The electric control bus and industrial electrical bus segments grew by 20.58% and 21.98% respectively, but their smaller revenue contribution limited their impact on overall growth [2]. Profitability and Cost Control - The net profit growth of 14.99% in 2024 is a significant drop from 28.23% in 2023, indicating challenges in cost control and profitability [3]. - The non-recurring net profit increased by 12.15%, also lower than the 26.97% growth in 2023, reflecting ongoing pressures on profit margins [3]. - Despite efforts to reduce production costs through self-developed technologies, fluctuations in raw material prices and rising labor costs continue to exert pressure on profitability [3]. Technological Innovation and Capacity Optimization - The company has made significant advancements in technology and capacity optimization, achieving breakthroughs in film, direct welding, and FCC sampling technologies, which have been applied to battery connection system products [4]. - The self-developed flexible production line for battery connection systems has greatly improved production efficiency and reduced energy consumption [4]. - However, the ongoing construction of the western factory, expected to be completed by the end of 2025, and the current reliance on leased production facilities pose challenges in achieving scale effects in the short term [4]. - The new FCC technology, while enhancing cost control, still requires time for market acceptance and customer feedback [4].

Core Viewpoint - The company plans to distribute a cash dividend of 7.7 yuan per 10 shares (including tax) for the fiscal year 2024, subject to shareholder approval [1][4]. Profit Distribution Plan - The total cash dividend to be distributed amounts to 120,772,059.10 yuan, based on a total share count of 161,600,000 shares, excluding 4,753,170 shares held in the company's repurchase account [1][3]. - The cash dividend represents 53.01% of the net profit attributable to shareholders for the year [1][3]. - The distribution will be based on the total share count as of the record date, with adjustments made if the total share count changes before that date [2][3]. Financial Performance - The net profit attributable to shareholders for 2024 is reported at 227,814,553.78 yuan, an increase from 198,120,426.03 yuan in 2023 [3]. - The company has a retained earnings balance of 251,861,019.83 yuan at the end of the fiscal year [3]. Decision-Making Process - The board of directors approved the profit distribution plan during a meeting held on March 28, 2025 [4]. - The supervisory board also reviewed and approved the proposal, stating it aligns with the company's operational needs and long-term strategy [4].

Group 1 - The company, Suzhou Xidian New Energy Electric Co., Ltd., will hold its 2024 Annual General Meeting on April 18, 2025, at its headquarters in Suzhou [1][3] - The meeting will include both on-site and online voting through the Shanghai Stock Exchange network voting system [3][4] - Shareholders must register by April 11, 2025, to be eligible to attend the meeting [5] Group 2 - The agenda for the meeting includes the approval of the 2024 financial settlement report and the 2025 financial budget report, among other proposals [2][6] - Related shareholders, including Sheng Jianhua and Pan Shuxin, are required to abstain from voting on certain proposals [2][6] - The company has outlined specific voting procedures for shareholders, including those holding multiple accounts [4][5]

Meeting Overview - The second meeting of the Supervisory Board of Suzhou Xidian New Energy Electric Co., Ltd. was held on March 28, 2025, with all three supervisors present, and the meeting complied with relevant regulations [1] Resolutions Passed - The Supervisory Board approved the 2024 Work Report of the Supervisory Board, which will be submitted to the shareholders' meeting for review [2] - The financial settlement report for 2024 and the budget report for 2025 were approved, also to be submitted to the shareholders' meeting [2] - The full annual report and its summary for 2024 were approved, confirming compliance with legal and regulatory requirements [2] - A profit distribution plan for 2024 was approved, proposing a cash dividend of 7.7 yuan per 10 shares, totaling approximately 120.77 million yuan, which represents a certain percentage of the net profit [2][3] - The proposal to use idle self-owned funds for cash management was approved, allowing up to 300 million yuan for investment to enhance fund efficiency [3][4] - The proposal for conducting foreign exchange hedging business was approved, with a limit of up to 20 million USD or equivalent foreign currency [4] - The special report on the use of raised funds for 2024 was approved, in accordance with regulatory requirements [4][5] - The remuneration plan for supervisors was submitted for shareholder meeting review, with supervisors abstaining from voting [5] - The internal control evaluation report for 2024 was approved [5]