| 股票代码：603650 | 股票简称：彤程新材 | 编号：2023-044 | | --- | --- | --- | | 债券代码：113621 | 债券简称：彤程转债 | | 彤程新材料集团股份有限公司 关于独立董事公开征集委托投票权的公告 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： 征集投票权的起止时间：2023年9月4日至2023年9月6日（上午9:00-11:30， 下午 13:30-17:00） 征集人对所有表决事项的表决意见：同意 截止本公告披露日，征集人未持有公司股票 根据中国证券监督管理委员会制定的《上市公司股权激励管理办法》《公开征 集上市公司股东权利管理暂行规定》的有关规定，并受彤程新材料集团股份有限 公司（以下简称"公司"）其他独立董事委托，独立董事 Zhang Yun 作为征集人，就 公司拟于2023年9月7日召开的2023年第二次临时股东大会审议的关于公司2023 年限制性股票激励计划有关议案向公司全体股东征集投票权。 一、征集人的基本情况 （一）征集人基本情况与持股情况 1 ...

彤程新材料集团股份有限公司 2023 年限制性股票激励计划实施考核管理办法 彤程新材料集团股份有限公司 2023 年限制性股票激励计划实施考核管理办法 彤程新材料集团股份有限公司（以下简称"公司"）为进一步完善公司法人 治理结构，建立、健全公司长效激励约束机制，吸引和留住公司董事、高级管理 人员、核心管理人员及核心技术（业务）人员，充分调动其工作积极性和创造性， 有效提升核心团队凝聚力和企业核心竞争力，有效地将股东、公司和核心团队三 方利益结合在一起，使各方共同关注公司的长远发展，确保公司发展战略和经营 目标的实现，在充分保障股东利益的前提下，按照收益与贡献对等的原则，公司 制定了《彤程新材料集团股份有限公司 2023 年限制性股票激励计划（草案）》（以 下简称"本激励计划"）。 为保证公司本激励计划的顺利实施，现根据《中华人民共和国公司法》《中 华人民共和国证券法》《上市公司股权激励管理办法》等有关法律、行政法规、 规范性文件和《公司章程》的有关规定，并结合公司实际情况，特制定本办法。 第一条 考核目的 制定本办法的目的是加强本激励计划执行的计划性，量化本激励计划设定的 具体目标，促进激励对象考核管理的科学 ...

关于公司 2023 年半年度主要经营数据的公告 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。 股票代码：603650 股票简称：彤程新材 编号：2023-045 债券代码：113621 债券简称：彤程转债 彤程新材料集团股份有限公司 概况之用，未对公司未来经营情况做出任何明示或默示的预测或保证，敬请广大 投资者理性投资，注意投资风险。 彤程新材料集团股份有限公司（以下简称"公司"）主要业务为新材料的研 发、生产、销售和相关贸易业务等，根据上海证券交易所发布的《上海证券交易 所上市公司自律监管指引第 3 号行业信息披露：第十三号——化工》及相关要求， 现将公司 2023 年半年度主要业务板块经营数据披露如下： 二、主要化工产品和原材料的价格变动情况 | 主要原料 | | | 采购均价（元/吨） | | 同比变动比 | 季度环 比变 | | --- | --- | --- | --- | --- | --- | --- | | | 2023 | 年半年度 | 2022 | 年半年度 | 率（%） | 动率（%） | | 苯酚 | ...

| 股票代码：603650 | 股票简称：彤程新材 | 编号：2023-041 | | --- | --- | --- | | 债券代码：113621 | 债券简称：彤程转债 | | 彤程新材料集团股份有限公司 关于回购注销部分限制性股票通知债权人的公告 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。 彤程新材料集团股份有限公司（以下简称"公司"）于 2023 年 8 月 22 日召开了 第三届董事会第五次会议及第三届监事会第五次会议，审议通过了《关于回购注 销 2021 年限制性股票激励计划部分限制性股票的议案》，鉴于 5 名激励对象因个 人原因离职不再符合激励对象资格，公司决定对前述激励对象已获授但尚未解除 限售的限制性股票共 38,002 股进行回购注销。具体内容详见公司同日于指定信息 披露媒体披露的《关于回购注销 2021 年限制性股票激励计划部分限制性股票的公 告》。 本次回购完毕后，公司将向中国证券登记结算有限责任公司上海分公司申请 该部分股票的注销。本次注销完成后，公司股份总数将减少 38,002 股，公司注册 ...

彤程新材料集团股份有限公司（以下简称"公司"、"彤程新材"）于 2023 年 8 月 22 日在公司会议室召开第三届监事会第五次会议。本次会议的会议通知已于 2023 年 8 月 12 日通过邮件形式发出，本次会议采用现场结合通讯方式召开，由监 事会主席蒋稳仁先生主持。会议应到监事 3 名，实到监事 3 名，符合召开监事会 会议的法定人数。本次会议的召开及程序符合《中华人民共和国公司法》和《公 司章程》的有关规定，会议决议合法有效。 二、监事会会议审议情况 本次会议经过充分讨论，审议通过了如下议案： 1、审议通过了《2023 年半年度报告全文及摘要》 | 股票代码：603650 | 股票简称：彤程新材 | 编号：2023-038 | | --- | --- | --- | | 债券代码：113621 | 债券简称：彤程转债 | | 彤程新材料集团股份有限公司 第三届监事会第五次会议决议公告 本公司监事会及全体监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、监事会会议召开情况 监事会认为：公司 2023 年半年度报告的编制和审议程序符合法律法 ...

Financial Performance - The company's operating revenue for Q1 2023 was RMB 665,493,187.17, representing a year-on-year increase of 16.35%[2] - The net profit attributable to shareholders for Q1 2023 was RMB 82,840,119.35, reflecting a growth of 15.05% compared to the same period last year[2] - The net profit attributable to shareholders after deducting non-recurring gains and losses was RMB 81,407,175.15, which is an increase of 19.24% year-on-year[2] - The basic earnings per share for Q1 2023 was RMB 0.14, up by 16.67% from the previous year[2] - The diluted earnings per share for Q1 2023 was also RMB 0.14, consistent with the basic earnings per share[3] - Total operating revenue for Q1 2023 reached ¥665,493,187.17, an increase of 16.4% compared to ¥571,978,587.97 in Q1 2022[14] - Net profit for Q1 2023 was ¥79,909,500.34, representing a 16.5% increase from ¥68,620,504.79 in Q1 2022[15] - Earnings per share for Q1 2023 were ¥0.14, compared to ¥0.12 in Q1 2022[15] Cash Flow - The net cash flow from operating activities decreased by 22.10% to RMB 46,393,633.76 compared to the same period last year[2] - Cash flow from operating activities for Q1 2023 was ¥46,393,633.76, down 22% from ¥59,553,770.44 in Q1 2022[16] - The company experienced a decrease in cash received from sales, totaling ¥442,356,101.73 in Q1 2023, down from ¥463,426,869.13 in Q1 2022[16] - Total cash inflow from investment activities was $65,062,767.78, while cash outflow was $157,486,321.65, resulting in a net cash flow of -$92,423,553.87[17] - Cash inflow from financing activities amounted to $407,437,470.69, with cash outflow totaling $341,944,980.81, leading to a net cash flow of $65,492,489.88[17] - The net increase in cash and cash equivalents for the period was $18,423,841.93, compared to $137,900,537.31 in the previous year[17] - The ending balance of cash and cash equivalents was $389,052,264.60, down from $612,121,101.65 year-over-year[17] - Cash paid for the acquisition of fixed assets, intangible assets, and other long-term assets was $30,746,099.39[17] - Cash received from borrowings was $407,437,470.69, while cash paid for debt repayment was $322,215,100.00[17] Assets and Liabilities - The total assets at the end of Q1 2023 amounted to RMB 6,886,534,607.30, a slight increase of 0.37% from the end of the previous year[3] - As of March 31, 2023, the total assets amounted to CNY 6,886,534,607.30, an increase from CNY 6,861,121,095.65 at the end of 2022[12] - Current assets totaled CNY 2,360,721,774.20, slightly up from CNY 2,337,678,554.64 year-over-year[12] - The company's cash and cash equivalents increased to CNY 729,293,307.86 from CNY 634,281,404.84, representing a growth of approximately 15%[11] - Accounts receivable rose to CNY 712,375,619.83, compared to CNY 694,994,794.79, indicating an increase of about 2.1%[12] - Inventory decreased to CNY 336,959,051.66 from CNY 387,786,352.33, reflecting a decline of approximately 13%[12] - Total liabilities decreased to CNY 3,664,592,666.86 from CNY 3,718,990,993.79, a reduction of about 1.5%[13] - The company's equity attributable to shareholders increased to CNY 3,124,247,672.13 from CNY 3,041,505,214.54, marking an increase of approximately 2.7%[13] - The company reported a decrease in short-term borrowings to CNY 869,386,808.29 from CNY 879,449,226.35, a decline of about 0.1%[13] - The company’s long-term borrowings increased to CNY 1,011,844,044.43 from CNY 959,465,450.45, reflecting an increase of approximately 5.3%[13] Government Subsidies and Other Income - The company received government subsidies amounting to RMB 7,752,152.68, which are closely related to its normal business operations[4] - The company reported an investment income of ¥40,731,626.72 in Q1 2023, compared to ¥31,582,556.02 in Q1 2022, marking a growth of 29%[15] - Research and development expenses increased to ¥38,863,560.56 in Q1 2023, up from ¥33,801,553.21 in Q1 2022, reflecting a growth of 15%[14] Comprehensive Income - Other comprehensive income for Q1 2023 was reported at -¥4,637,288.56, compared to ¥304,992.02 in Q1 2022, indicating a significant decline[15] Accounting Standards - The company did not apply new accounting standards or interpretations for the current year[17]

Financial Performance - The company's operating revenue for 2022 was approximately RMB 2.5 billion, representing a year-on-year increase of 7.74% compared to RMB 2.32 billion in 2021[23]. - The net profit attributable to shareholders of the listed company decreased by 8.71% to approximately RMB 298 million in 2022 from RMB 327 million in 2021[23]. - The net profit after deducting non-recurring gains and losses was approximately RMB 212 million, down 14.15% from RMB 247 million in the previous year[24]. - Cash flow from operating activities decreased significantly by 70.19% to approximately RMB 103 million in 2022, compared to RMB 345 million in 2021[24]. - Basic earnings per share decreased by 9.09% to CNY 0.5 in 2022 compared to CNY 0.55 in 2021[25]. - The weighted average return on equity decreased by 2.58 percentage points to 10.26% in 2022 from 12.84% in 2021[25]. - The company achieved operating revenue of CNY 250,005.18 million in 2022, an increase of 7.74% year-on-year[63]. - Net profit attributable to shareholders decreased by 8.71% year-on-year to CNY 29,815.15 million[63]. Dividend Policy - The company plans to distribute a cash dividend of 0.8 CNY per 10 shares, totaling approximately 47.69 million CNY, representing a cash dividend payout ratio of 16.00%[5]. - The company's cash dividend policy aims for a minimum distribution of 15% of the available profit, contingent on profitability and cash flow sufficiency[195]. - The company declared a cash dividend of 0.9 yuan per 10 shares, totaling 53,650,766.25 yuan, which represents 16.43% of the net profit attributable to ordinary shareholders in the consolidated financial statements[198]. Audit and Compliance - The company has received a standard unqualified audit report from Ernst & Young Hua Ming[4]. - The board of directors and supervisory board members have confirmed the authenticity, accuracy, and completeness of the annual report[4]. - There are no non-operating fund occupations by controlling shareholders or related parties[7]. - The company has not violated decision-making procedures for external guarantees[7]. - The company adheres to strict information disclosure regulations, ensuring timely and accurate communication with investors, thereby enhancing transparency[157]. Risk Management - The company has outlined potential risks in its future development discussions[7]. - The company emphasizes the importance of investor awareness regarding investment risks related to forward-looking statements[6]. - The company faces risks related to fluctuations in raw material prices, which could impact production costs and operational stability[149]. - The company faces significant foreign exchange risk due to sales and procurement in foreign currencies, which can impact operating performance if the RMB exchange rate fluctuates significantly[152]. Research and Development - The company is focusing on the research and development of advanced materials, particularly in the semiconductor sector[15]. - The company has accumulated 550 patent applications, including 389 invention patents, and has received 43 new invention patent authorizations during the reporting period[61]. - The company implemented 27 R&D projects in 2022, with 11 products entering industrial production and sales, including new types of adhesive resins and modified phenolic resins[98]. - The company is actively developing new products, with 23 new product projects planned for future research, focusing on bio-based materials and advanced rubber compounds[101]. Market Expansion and Strategy - The company plans to expand its market presence and invest in new product development to enhance competitiveness[16]. - The company aims to expand its global market share by diversifying its product offerings and enhancing collaboration across the supply chain[55]. - The company is committed to achieving breakthroughs in the domestic semiconductor and display materials industry, aiming for overall localization of key chemical materials[138]. - The company plans to produce 10,000 tons of display photoresist and 1,000 tons of semiconductor photoresist in 2023, enhancing its market share in electronic materials[142]. Organizational Structure and Governance - The company held 1 annual general meeting and 3 extraordinary general meetings during the reporting period, ensuring transparency and fairness in decision-making processes[154]. - The board of directors consists of 9 members, including 3 independent directors, and held 8 meetings during the reporting period, ensuring compliance and diligence in governance[155]. - The company has established specialized committees under the board, including audit, nomination, compensation and assessment, and strategy committees[181]. - The leadership changes are expected to strengthen the company's operational capabilities and market positioning[171]. Employee and Management - The total number of employees across the parent company and major subsidiaries is 1,118, with 441 in production, 149 in sales, and 264 in technical roles[190]. - The company has established a welfare system that complies with market requirements and actively provides social insurance and supplementary medical insurance for employees[192]. - The company has implemented a training plan to enhance employee competency in line with strategic goals, promoting efficient management system operations[193]. - The total pre-tax compensation for directors, supervisors, and senior management during the reporting period amounted to 2,102.12 million CNY[167].

| 股票代码：603650 | 股票简称：彤程新材 | 编号：2023-019 | | --- | --- | --- | | 债券代码：113621 | 债券简称：彤程转债 | | 彤程新材料集团股份有限公司 关于召开2022年度暨2023年第一季度业绩暨现金分红 说明会的公告 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： 会议召开时间：2023 年 04 月 27 日(星期四) 上午 10:00-11:00 会 议 召 开 地 点 ： 上 海 证 券 交 易 所 上 证 路 演 中 心 （ 网 址 ： http://roadshow.sseinfo.com/） 会议召开方式：上证路演中心网络互动 投资者可于 2023 年 04 月 20 日(星期四) 至 04 月 26 日(星期三)16:00 前登录 上 证 路 演 中 心 网 站 首 页 点 击 " 提 问 预 征 集 " 栏 目 或 通 过 公 司 邮 箱 securities@rachem.com 进行提问。公司将在说明会上对投资者普遍关注的问题进 ...

Financial Performance - The company's operating revenue for Q3 2022 was ¥670,590,530.87, representing a year-on-year increase of 23.66%[2] - The net profit attributable to shareholders for Q3 2022 was ¥56,509,398.57, an increase of 45.13% compared to the same period last year[2] - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥51,615,979.41, a decrease of 21.53% year-on-year[2] - Total operating revenue for the first three quarters of 2022 reached RMB 1,846,769,359.80, an increase of 7.7% compared to RMB 1,714,189,327.07 in the same period of 2021[15] - Net profit for the third quarter of 2022 was RMB 229,502,947.34, a decrease of 13.6% from RMB 265,719,047.72 in the same quarter of 2021[18] - The total comprehensive income for the third quarter of 2022 was RMB 284,932,766.81, compared to RMB 214,272,704.87 in the same quarter of 2021, reflecting an increase of 33.0%[20] Earnings and Shares - The basic earnings per share for Q3 2022 was ¥0.09, a 28.57% increase compared to the same period last year[4] - The diluted earnings per share for Q3 2022 was also ¥0.09, a 50.00% increase year-on-year[4] - Basic earnings per share for the third quarter of 2022 were RMB 0.40, down from RMB 0.47 in the same quarter of 2021[20] Assets and Liabilities - The total assets at the end of Q3 2022 amounted to ¥6,900,286,267.35, reflecting a year-on-year increase of 15.35%[4] - The company's current assets totaled CNY 2,384,651,086.99, compared to CNY 2,161,341,873.09 at the end of 2021, indicating an increase of about 10.3%[12] - The company's total liabilities were CNY 3,746,302,015.42, compared to CNY 3,138,387,910.65 at the end of 2021, marking an increase of around 19.4%[14] - Long-term borrowings rose to CNY 1,045,968,503.29 from CNY 368,620,750.00, showing a substantial increase of approximately 184.5%[14] - The company's equity attributable to shareholders reached CNY 3,046,992,104.62, up from CNY 2,783,102,261.39, representing an increase of about 9.5%[14] Cash Flow - The net cash flow from operating activities for the year-to-date period was ¥304,401,370.61, with a year-on-year increase of 32.64%[4] - Cash inflow from operating activities for the first three quarters of 2022 was RMB 1,592,284,152.30, compared to RMB 1,395,884,144.28 in the same period of 2021, indicating a growth of 14.1%[21] - The ending cash and cash equivalents balance was $575,106,389.87, a decrease of 30.9% from $834,035,452.76 at the end of the previous year[23] - The cash inflow from financing activities totaled $1,766,330,595.65, a decrease of 17.2% compared to $2,134,033,268.42 in the previous year[22] Expenses - Total operating costs for the first three quarters of 2022 were RMB 1,739,787,684.88, up from RMB 1,585,787,570.25 in 2021, reflecting a year-on-year increase of 9.7%[16] - Research and development expenses for the third quarter of 2022 amounted to RMB 112,495,283.53, an increase of 18.6% from RMB 94,841,985.54 in the same quarter of 2021[16] - The company’s financial expenses decreased to RMB 38,594,489.85 in the third quarter of 2022 from RMB 48,641,751.67 in the same quarter of 2021, a reduction of 20.5%[16] - The company’s tax expenses for the third quarter of 2022 were RMB 33,658,228.04, slightly up from RMB 33,320,417.92 in the same quarter of 2021[18] Non-Recurring Gains and Other Income - The company reported non-recurring gains of ¥4,893,419.16 for Q3 2022, a significant decrease from ¥49,104,218.66 in the same period last year[6] - The company reported investment income of RMB 164,957,247.70 for the third quarter of 2022, slightly down from RMB 169,392,239.91 in the same quarter of 2021[16]

Financial Performance - The company reported a total revenue of 1.2 billion RMB for the first half of 2022, representing a year-on-year increase of 15%[2]. - The gross profit margin improved to 30%, up from 28% in the same period last year[2]. - The company's operating revenue for the first half of 2022 was approximately RMB 1.18 billion, a slight increase of 0.37% compared to the same period last year[27]. - The net profit attributable to shareholders for the same period was approximately RMB 183.93 million, representing a decrease of 22.40% year-over-year[27]. - The net profit after deducting non-recurring gains and losses was approximately RMB 139.72 million, down 25.25% from the previous year[27]. - The net cash flow from operating activities was approximately RMB 78.01 million, a decline of 33.14% compared to the same period last year[27]. - The total assets at the end of the reporting period were approximately RMB 6.77 billion, an increase of 13.17% from the end of the previous year[27]. - The net assets attributable to shareholders increased to approximately RMB 2.96 billion, reflecting a growth of 6.34% year-over-year[27]. - Basic earnings per share for the first half of 2022 were RMB 0.31, down 22.50% compared to RMB 0.40 in the same period last year[28]. - Diluted earnings per share also stood at RMB 0.31, showing a decrease of 22.50% year-over-year[28]. Market Expansion and Product Development - User data indicates a growth in active users by 20%, reaching 500,000 users by the end of June 2022[2]. - The company plans to launch two new products in Q3 2022, aiming to capture an additional 10% market share in the specialty chemicals sector[2]. - The company is expanding its market presence in Southeast Asia, with plans to establish a new manufacturing facility in Vietnam by the end of 2022[2]. - The company continues to focus on the development of advanced materials, including polyimide films and electronic materials, to support its market expansion strategy[22]. - The company is actively developing new products, including high-performance high-resolution photoresists for AMOLED panel customers, which have completed batch verification[54]. - The company plans to start actual production in the fully biodegradable materials sector in the second half of 2022[53]. Research and Development - Research and development expenses increased by 12% to 150 million RMB, focusing on innovative chemical solutions[2]. - The company holds a total of 491 patent applications, including 357 invention patents, and has received 16 new invention patent authorizations during the reporting period[51]. - R&D expenses increased by 19.91% to CNY 70,480,704.62, reflecting the company's commitment to enhancing product quality and developing new materials[62]. - The company is developing a biodegradable polyester rubber in collaboration with Beijing University of Chemical Technology, which has passed technology achievement certification[61]. Industry Trends and Market Outlook - Future outlook includes a projected revenue growth of 25% for the full year 2022, driven by increased demand in the automotive and electronics industries[2]. - The global semiconductor market is projected to grow by 16.3% in 2022, reaching a size of $646 billion, with integrated circuits expected to grow by 18.2% to $547.3 billion[36]. - The global photoresist market is expected to exceed $10.5 billion in 2022, with an annual growth rate of approximately 5%[39]. - The company anticipates stable growth in demand for semiconductor photoresists due to increasing wafer production capacity in the future[39]. - The company aims to become an international leader in semiconductor and display panel-related electronic materials through comprehensive development and collaboration[48]. Risks and Challenges - The company has identified potential risks related to raw material price fluctuations and regulatory changes in the chemical industry[2]. - The net profit attributable to shareholders decreased by 22.40% year-on-year, while the net profit excluding non-recurring gains and losses fell by 25.25% due to rising raw material prices, freight costs, and increased R&D expenses[31]. - The company faces risks from ongoing COVID-19 pandemic impacts, affecting production and international trade, particularly in the rubber additive sector[82]. - Fluctuations in raw material prices, such as phenol and formaldehyde, pose significant cost pressures on the company's operations[82]. - Environmental regulatory changes could affect operational compliance and project approvals, posing risks to business continuity[82]. Environmental Management - The company’s wastewater discharge met the required standards with no significant environmental issues reported[95]. - The company has established a comprehensive emergency response system for environmental incidents[95]. - The company’s environmental management practices include strict adherence to pollution prevention and control measures[95]. - The company has publicly disclosed its pollution discharge information to ensure transparency and public supervision[95]. - The company has implemented various pollution control facilities, including RTO for process waste gas and filtration systems for packaging waste gas, ensuring compliance with environmental regulations[98]. Shareholder Commitments and Governance - The company guarantees that it will minimize related party transactions and will not seek preferential treatment in business cooperation due to its status as a shareholder[118]. - The company will ensure that it will not engage in any business that directly or indirectly competes with the operations of the listed company and its subsidiaries[119]. - The company has committed to providing accurate and complete information, ensuring no false records or misleading statements exist, and assumes full legal responsibility for the information provided[114]. - The company will adhere to the voluntary lock-up commitments regarding share circulation restrictions[124]. - The actual controllers Zhang Ning and Liu DongSheng committed to not transferring or entrusting the management of their shares for 36 months post-IPO[127].