宁水集团公告，因家族资产规划，控股股东一致行动人上海蓝墨投资管理有限公司－蓝墨私享8号私募 证券投资基金计划通过大宗交易方式将所持有的203.4万股股份转让给乌昕和杨茗。本次转让完成后， 蓝墨8号将不再持有公司股票，乌昕和杨茗将新增成为控股股东一致行动人。本次内部转让计划将在公 司披露之日起15个交易日后的拟定时间实施。本次转让属于一致行动人之间内部持股调整，不涉及向市 场减持，公司控股股东及其一致行动人合计持股数量和比例未发生变化。 ...

Investment Overview - The company has signed a partnership agreement with Ningbo Jiangbei Venture Capital Partnership (Limited Partnership) and will invest RMB 30 million, accounting for 6.36% of the total subscribed capital [1] - The fund has completed the registration procedures with the Asset Management Association of China and obtained the Private Investment Fund Registration Certificate [1] Changes in Limited Partners - A limited partner, Jiang Xinghao, has transferred his subscribed capital of RMB 20 million to Ningbo Haida Holdings Group Co., Ltd., with the overall fund size remaining unchanged [1] - Recently, another limited partner, Ningbo Phoenix Yahu Commercial Group Co., Ltd., transferred its subscribed capital of RMB 20 million to an individual, Gong Lihong, with all necessary registrations completed [2] Fund Subscription Details - Before the recent changes, the total subscribed capital of the fund was RMB 47.2 million, with no related party transactions affecting the company [2] - After the changes, the total subscribed capital remains at RMB 47.2 million, and the company's investment amount has not changed [2] New Limited Partner Information - Gong Lihong, born in 1964, is a Chinese national with a good credit status and has no relationship with the company or its major stakeholders [3] Impact on the Company - The changes in limited partners will not have a substantial impact on the company, as all parties involved are unrelated to the company [3] - There are potential risks associated with the investment fund not finding suitable projects, but the company will monitor developments closely and fulfill disclosure obligations as required [3]

证券代码：603700 证券简称：宁水集团 公告编号：2025-037 宁波水表（集团）股份有限公司 关于参与设立的创业投资合伙企业变更有限合伙人的公告 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。 （www.sse.com.cn）的《关于参与设立的创业投资合伙企业变更有限合伙人的公 告》（公告编号：2022-017）。 一、对外投资概述 2022 年 1 月 25 日，公司收到基金管理人蓝湖投资的通知，标的基金已在中 国证券投资基金业协会完成备案登记手续，并取得《私募投资基金备案证明》。 具体情况详见公司于 2022 年 1 月 27 日披露的《关于参与设立的创业投资合伙企 业完成备案登记的公告》（公告编号：2022-003）。 2021 年 11 月 26 日，宁波水表（集团）股份有限公司（以下简称"公司"） 与宁波江北创业投资合伙企业（有限合伙）（以下简称"标的基金"）普通合伙 人宁波蓝湖投资管理有限公司（以下简称"蓝湖投资"）及其他有限合伙人签署 了《宁波江北创业投资合伙企业（有限合伙）合伙协议》，公司作为有限合伙人 ...

[2025 Semi-Annual Performance Forecast](index=1&type=section&id=%E4%B8%80%E3%80%81%E6%9C%AC%E6%9C%9F%E4%B8%9A%E7%BB%A9%E9%A2%84%E5%91%8A%E6%83%85%E5%86%B5) The company forecasts H1 2025 net profit attributable to shareholders to grow by 58.26%-78.04%, while non-recurring adjusted net profit is expected to decline by 50.93%-77.94% 2025 Semi-Annual Performance Forecast (Unit: Million Yuan) | Indicator | Estimated Amount | Year-over-Year Change | | :--- | :--- | :--- | | **Net Profit Attributable to Parent Company Shareholders** | 48.00 to 54.00 | ▲ 58.26% to 78.04% | | **Net Profit Excluding Non-Recurring Gains/Losses** | 4.90 to 10.90 | ▼ 50.93% to 77.94% | - This performance forecast is based on preliminary calculations by the company's finance department and has not been audited by a certified public accountant[5](index=5&type=chunk) [Prior Period Performance Review](index=2&type=section&id=%E4%BA%8C%E3%80%81%E4%B8%8A%E5%B9%B4%E5%90%8C%E6%9C%9F%E7%BB%8F%E8%90%A5%E4%B8%9A%E7%BB%A9%E5%92%8C%E8%B4%A2%E5%8A%A1%E7%8A%B6%E5%86%B5) In H1 2024, the company reported a net profit attributable to shareholders of **30.33 million yuan** and a non-recurring adjusted net profit of **22.22 million yuan**, serving as a comparative baseline for the current forecast 2024 Semi-Annual Performance Data (Unit: Million Yuan) | Indicator | Amount | | :--- | :--- | | Total Profit | 33.52 | | Net Profit Attributable to Parent Company Shareholders | 30.33 | | Net Profit Excluding Non-Recurring Gains/Losses | 22.22 | | Earnings Per Share (Yuan) | 0.15 | [Analysis of Performance Change](index=2&type=section&id=%E4%B8%89%E3%80%81%E6%9C%AC%E6%9C%9F%E4%B8%9A%E7%BB%A9%E9%A2%84%E5%A2%9E%E7%9A%84%E4%B8%BB%E8%A6%81%E5%8E%9F%E5%9B%A0) The significant increase in net profit attributable to shareholders is primarily due to a one-time non-operating gain from the transfer of 100% equity in Cixi Ningshui Instrument Technology Co., Ltd., generating approximately **35.60 million yuan** in profit - The primary reason for the forecast increase in performance is the company's transfer of 100% equity in its subsidiary, Cixi Ningshui Instrument Technology Co., Ltd[7](index=7&type=chunk) - This equity transfer is expected to generate approximately **35.60 million yuan** in profit for the company, serving as the main driver for the substantial increase in net profit attributable to parent company shareholders[7](index=7&type=chunk) [Risk Warning](index=2&type=section&id=%E5%9B%9B%E3%80%81%E9%A3%8E%E9%99%A9%E6%8F%90%E7%A4%BA) The company warns that this performance forecast is a preliminary, unaudited financial department calculation, and final results may differ, though no other significant uncertainties are identified - This performance forecast is a preliminary calculation by the company's finance department and has not been audited by a certified public accountant, thus subject to uncertainty[8](index=8&type=chunk) [Other Explanations](index=2&type=section&id=%E4%BA%94%E3%80%81%E5%85%B6%E4%BB%96%E8%AF%B4%E6%98%8E%E4%BA%8B%E9%A1%B9) Investors are advised that this disclosure contains preliminary data, and the final, accurate financial figures will be based on the company's official 2025 semi-annual report, urging caution regarding investment risks - The final accurate financial data will be based on the company's officially disclosed 2025 semi-annual report, and investors are advised to be aware of investment risks[9](index=9&type=chunk)

宁水集团（603700）公告，预计2025年半年度实现归属于母公司所有者的净利润为4800万元到5400万 元，与上年同期相比，将增加1766.97万元到2366.97万元，同比增加58.26%到78.04%。 ...

Group 1 - The core viewpoint of the news highlights that Ning Shui Group is expanding its smart water solutions to enhance market share and create new growth points, despite facing challenges from the real estate downturn and local fiscal impacts [1] - In 2024, the overseas business revenue of Ning Shui Group is projected to be approximately 281 million yuan, accounting for 18.72% of total revenue, primarily through distribution channels with mechanical meters being the main product, while there are breakthroughs in smart meters in certain regions [1] - The company's U.S. business accounts for about 1.6% of its revenue, with limited impact from tariff policies [1] Group 2 - The industry is experiencing reduced demand due to the real estate downturn and local fiscal issues, but there remains incremental demand in rural water conservancy, urban water supply, and smart water sectors [1] - In the long term, industry development is expected to be driven by policy guidance, technological advancements, and demand upgrades, indicating a broad market space [1] - The company is actively pursuing external collaborations to enhance core competitiveness, focusing on mergers and acquisitions within the upstream and downstream industrial chain [1] Group 3 - Ning Shui Group is placing emphasis on value management and investor rights protection through a stable dividend policy and a focus on core business to enhance competitiveness [1] - The company is also involved in the development and sales of direct drinking water meters and provides water quality monitoring management solutions [1]

Core Viewpoint - Ning Shui Group (603700) has announced a cash dividend of 0.2 yuan per share, with the ex-dividend date set for June 11, 2025, following the approval of the distribution plan at the shareholders' meeting on May 8, 2025 [1][3]. Group 1: Stock Performance - As of June 6, 2025, Ning Shui Group's stock closed at 11.76 yuan, reflecting a 1.73% increase from the previous week's closing price of 11.56 yuan [1]. - The stock reached a weekly high of 11.78 yuan and a low of 11.5 yuan during the same period [1]. - The company's current total market capitalization is 2.372 billion yuan, ranking 185th out of 215 in the general equipment sector and 4693rd out of 5148 in the A-share market [1]. Group 2: Dividend Announcement - The company plans to distribute a total cash dividend of 39,978,736.80 yuan (including tax) based on 199,893,684 shares [1][3]. - The cash dividend per share is approximately 0.1982 yuan, with the ex-dividend reference price calculated as the previous closing price minus this amount [3]. - The distribution will be made to all shareholders registered by the close of trading on June 10, 2025, with specific tax treatments for different types of shareholders [3].

Core Viewpoint - The legal opinion letter from Beijing Zhonglun (Shenzhen) Law Firm confirms that Ningbo Water Meter (Group) Co., Ltd.'s differentiated dividend distribution plan complies with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders [11][12]. Group 1: Differentiated Dividend Distribution - The company plans to implement a differentiated dividend distribution for the fiscal year 2024, proposing a cash dividend of 0.2 RMB per share (including tax) based on a total share capital of 201,699,184 shares after accounting for repurchased shares [7][8]. - The total cash dividend to be distributed amounts to approximately 39,978,736.80 RMB, which represents 76.27% of the company's net profit attributable to shareholders for 2024, amounting to 52,417,452.39 RMB [8][12]. Group 2: Share Repurchase and Capital Reduction - The company has executed a share repurchase plan, having repurchased 3,902,780 shares, which is 1.9203% of the total share capital, with a total expenditure between 30 million and 50 million RMB [4][6]. - A portion of the repurchased shares, specifically 1,542,816 shares, has been designated for cancellation and capital reduction, thereby reducing the registered capital of the company [6][8]. Group 3: Legal Compliance and Impact Assessment - The legal opinion asserts that the differentiated dividend distribution adheres to the Company Law, Securities Law, and relevant self-regulatory guidelines, confirming that it does not infringe upon the rights of shareholders [10][12]. - The impact of the differentiated dividend distribution on the ex-dividend reference price is minimal, calculated to be less than 1%, indicating a negligible effect on the market [10][11].

Core Points - The company announced a cash dividend of 0.2 CNY per share for its A shares [1][5] - The dividend distribution plan was approved at the annual shareholders' meeting on May 8, 2025 [1][2] - The record date for the dividend is June 10, 2025, with the ex-dividend date and payment date both set for June 11, 2025 [1][3] Dividend Distribution Details - The total number of shares after the cancellation of repurchased shares is 201,699,184, with 199,893,684 shares eligible for the dividend distribution [2][3] - The total cash dividend to be distributed amounts to 39,978,736.80 CNY (including tax) [2][3] - The company will not issue bonus shares or increase capital from reserves, focusing solely on cash dividends [2][3] Tax Implications - For individual shareholders holding shares for over one year, the dividend income is exempt from personal income tax, resulting in a net cash dividend of 0.2 CNY per share [5][6] - For shares held for less than one year, the tax will be calculated upon the sale of the shares, with a potential tax burden of 20% for shares held for one month or less [5][6] - Qualified Foreign Institutional Investors (QFII) will have a 10% withholding tax applied, resulting in a net cash dividend of 0.18 CNY per share [6]

北京市中伦（深圳）律师事务所 关于宁波水表（集团）股份有限公司 北京市中伦（深圳）律师事务所 关于宁波水表（集团）股份有限公司 差异化分红事项的 法律意见书 $$\mathbf{\partial}\mathbf{\partial}\mathbf{\partial}\mathbf{\partial}\mathbf{\partial}=\mathbf{\partial}\mathbf{\partial}\mathbf{\partial}\mathbf{\partial}$$ 差异化分红事项的 法律意见书 致：宁波水表（集团）股份有限公司 北京市中伦（深圳）律师事务所（以下简称"本所"）受宁波水表（集团） 股份有限公司（以下简称"公司"或"宁水集团"）的委托，依据《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》"）、《上海证券交易所上市公司自律监管指引第 7 号——回购股份》 （以下简称"《自律监管指引第 7 号》"）及《上海证券交易所股票上市规则》 （以下简称"《上市规则》"）等法律、法规、规章和其他规范性文件以及《宁 波水表（集团）股份有限公司章程》（以下简 ...