杭州福斯特应用材料股份有限公司 章 程 2025 年 8 月修订 目 录 第一章 总则 第二章 经营宗旨和范围 第三章 股份 第四章 股东和股东会 第五章 董事会 第八章 通知和公告 第九章 合并、分立、增资、减资、解散和清算 第一节 股份发行 第二节 股份增减和回购 第三节 股份转让 第一节 股东 第二节 控股股东和实际控制人 第三节 股东会的一般规定 第四节 股东会的召集 第五节 股东会的提案与通知 第六节 股东会的召开 第七节 股东会的表决和决议 第一节 董事 第二节 董事会 第三节 独立董事 第四节 董事会专门委员会 第一节 财务会计制度 第二节 内部审计 第三节 会计师事务所的聘任 第一节 通知 第二节 公告 第一节 合并、分立、增资和减资 第二节 解散和清算 第六章 总经理及其他高级管理人员 第七章 财务会计制度、利润分配和审计 第十章 修改章程 第十一章 附则 杭州福斯特应用材料股份有限公司 章 程 第一章 总则 第一条 为维护杭州福斯特应用材料股份有限公司（以下简称"公司"或 "本公司"）、公司股东、职工和债权人的合法权益，规范公司的组织和行为， 根据《中华人民共和国公司法》（以下简称"《公司 ...

杭州福斯特应用材料股份有限公司 信息披露暂缓与豁免业务管理制度 第二条 公司和其他信息披露义务人暂缓、豁免披露临时报告，在定期报告、 临时报告中豁免披露中国证券监督管理委员会（以下简称"中国证监会"）和上 海证券交易所规定或者要求披露的内容，适用本制度。 第三条 公司和其他信息披露义务人应当真实、准确、完整、及时、公平地 披露信息，不得滥用暂缓或者豁免披露规避信息披露义务、误导投资者，不得 实施内幕交易、操纵市场等违法行为。 第四条 公司和其他信息披露义务人应当审慎确定信息披露暂缓、豁免事项， 履行内部审核程序后实施。暂缓、豁免事项的范围原则上应当与公司股票首次 在上海证券交易所上市时保持一致，在上市后拟增加暂缓、豁免披露事项的， 应当有确实充分的证据。 第一章 总则 第一条 为规范杭州福斯特应用材料股份有限公司（以下简称"公司"）信 息披露暂缓与豁免行为，督促公司及其他信息披露义务人依法合规地履行信息 披露义务，根据《中华人民共和国证券法》《上市公司信息披露暂缓与豁免管理 规定》《上海证券交易所股票上市规则》等相关规定以及《杭州福斯特应用材料 股份有限公司章程》（以下简称《公司章程》），结合公司实际情况，制 ...

Group 1 - The company's operating revenue for the first half of 2025 is 7.959 billion, representing a year-on-year decrease of 26.06% [1] - The net profit for the same period is 496 million, showing a year-on-year decline of 46.60% [1]

Group 1: Photovoltaic Industry - The Ministry of Industry and Information Technology (MIIT) is actively coordinating between power generation companies and local industries to enhance price transmission from manufacturing to power stations, emphasizing a market-oriented and legal approach to eliminate outdated production capacity [1] - The average bidding price for components from China Resources and China Huadian has increased by 5-8% month-on-month, while silicon material companies have proactively limited production, leading to a 10% decrease in silicon wafer inventory over two weeks [1] - The investment sequence indicates a tight supply of silicon materials in Q3, a premium for BC battery technology in Q4, and a simultaneous increase in both volume and price of auxiliary materials such as glass and adhesive films [1][2] Group 2: Solid-State Battery Technology - A breakthrough in solid-state battery technology has been achieved with the introduction of 5μm vapor-deposited lithium anodes, significantly reducing dendrite risk and achieving over 500 cycles with a capacity retention rate above 90% [3] - The cost of 5μm vapor-deposited lithium is projected to drop to 2 million yuan per GWh, compared to 4 million yuan for 20μm rolled lithium foil, indicating a substantial cost reduction in the industry [3] - The solid-state battery market could reach 50-100 billion yuan by 2030, driven by the demand for 100GWh of global solid-state battery production [3] Group 3: Robotics Industry - The T-Link Gen3 technology is reshaping the supply chain with a focus on lightweight materials, energy efficiency, and sensor integration, leading to a re-tendering of motors, reducers, and lead screws [4] - The use of PEEK materials has reduced costs by 30% compared to imports, and the new harmonic magnetic field motors have achieved a 50% reduction in size while doubling power density [5] - The 3D vision solution from Orbbec has a single machine value of 200 USD, and the company has passed factory audits [6] Group 4: Semiconductor and AI Models - The DeepSeek model has been upgraded to V3.1, expanding the context length from 64K to 128K, which is expected to increase demand for GPU memory and HBM [7] - The need for larger training clusters is anticipated to rise by 30%, benefiting semiconductor and storage manufacturers such as Cambricon, Haiguang, and Lanke [7] Group 5: Pharmaceutical Industry - Rongchang Biotech has licensed its ophthalmic drug RC28-E to Japan's Santen Pharmaceutical, marking a shift in domestic innovative drug licensing from popular fields like oncology to specialized areas with differentiated advantages [8] - This collaboration model provides a clear path for value realization in less popular biotech sectors through upfront payments, milestones, and sales sharing, enhancing cash flow and leveraging established commercialization channels [8] Group 6: High-Speed Rail Industry - The China National Railway Group has initiated its second batch of high-speed train tenders for the year, with 210 sets, marking a recent high and exceeding market expectations [9] - This move reinforces the trend of sustained railway investment recovery, with new construction and maintenance peaks positively impacting the performance certainty of core companies in the industry [9]

Group 1 - The core viewpoint of the news is that Foster (603806) has experienced a decline in stock price and significant net outflow of funds, alongside a notable decrease in revenue and profit in its latest financial report [1][3]. - As of August 14, 2025, Foster's stock closed at 13.72 yuan, down 2.07%, with a trading volume of 287,300 hands and a transaction amount of 397 million yuan [1]. - The latest financial results for Foster show total revenue of 3.624 billion yuan, a year-on-year decrease of 31.89%, and a net profit attributable to shareholders of 401 million yuan, down 23.08% year-on-year [1]. Group 2 - The company has a current ratio of 11.785, a quick ratio of 10.180, and a debt-to-asset ratio of 21.04%, indicating strong liquidity and low leverage [1]. - Foster has made investments in 15 companies and participated in 139 bidding projects, showcasing its active engagement in the market [2]. - The company holds 37 trademark registrations and 337 patents, along with 75 administrative licenses, reflecting its focus on intellectual property and regulatory compliance [2].

格隆汇8月13日｜华福证券研报指出。福斯特光伏胶膜业务竞争优势领先，电子材料业务有望成为第二 增长极。受光伏产业链价格下降影响，公司光伏胶膜业务短期承压，但公司作为全球光伏胶膜龙头企 业，综合竞争优势仍然领先，盈利能力显著优于行业二梯队企业；同时公司海外胶膜产能进一步扩张， 当前越南和泰国产能已达6亿平，有望充分受益海外新兴市场光伏需求的高速增长。随着公司在全球头 部PCB客户中的供应占比提升，预计公司感光干膜业务有望进入量利齐增阶段。考虑到公司作为胶膜龙 头且平台型公司，在技术研发、成本管控、供应链管理等方面具备优势，业绩确定性相对更强，维 持"买入"评级。 ...

Investment Rating - The report maintains a "Buy" rating for the company, indicating an expected relative price increase of over 20% compared to the market benchmark within the next six months [6][19]. Core Insights - The company's photovoltaic film business is currently under pressure due to declining prices in the photovoltaic industry chain, but it remains a leading player globally with significant competitive advantages [2][3]. - The electronic materials segment is experiencing strong growth, particularly in photoresist dry film, which is projected to enter a phase of increased volume and profitability [4]. - The company is expanding its overseas production capacity, particularly in Vietnam and Thailand, which is expected to benefit from the rapid growth in emerging market demand for photovoltaic products [3]. Financial Performance and Forecast - For the first half of 2025, the company anticipates a net profit of 473 million yuan, a year-on-year decrease of 49.05%, primarily due to a decline in sales prices of photovoltaic films [1]. - Revenue projections for 2025 to 2027 are estimated at 15.6 billion yuan, 22.0 billion yuan, and 27.3 billion yuan respectively, with corresponding P/E ratios of 23.5, 16.7, and 13.4 [6][8]. - The company's gross profit margin is expected to improve, with overseas photovoltaic film gross margins significantly higher than domestic margins [3].

| 证券代码：603806 | 证券简称：福斯特 | | | 公告编号：2025-053 | | --- | --- | --- | --- | --- | | 转债代码：113661 | 转债简称：福 | 22 | 转债 | | | | | | | | 尚未收回 | | --- | --- | --- | --- | --- | --- | | 序号 | 理财产品类型 | 实际投入金额 | 实际收回本金 | 实际收益 | 本金金额 | | 1 | 券商理财产品 | 72,000 | 58,000 | 264.15 | 14,000 | | --- | --- | --- | --- | --- | --- | | 2 | 银行理财产品 | 0.00 | 0.00 | 0.00 | 0.00 | | 合计 | | 72,000 | 58,000 | 264.15 | 14,000 | | 最近12个月内单日最高投入金额 | | | | | 50,000 | | 最近12个月内单日最高投入金额/最近一年净资产（%） | | | | | 3.05 | | 最近12个月现金管理累计收益/最近一年净利润（%） | | ...

Investment Rating - The report maintains a "Buy" rating for the industry, indicating a positive outlook for selected companies within the electric power equipment and new energy sector [3]. Core Insights - The photovoltaic sector is experiencing demand front-loading, with supply-side reforms needing close observation. The report emphasizes that significant demand growth is essential for market expansion, but limited absorption capacity and mismatched demand in overseas markets complicate the situation. Policy intervention is deemed crucial for the industry's recovery [1][13]. - In the energy storage segment, demand remains robust, but market dynamics are shifting. The report expresses optimism about large-scale storage despite concerns that it may follow the path of photovoltaics. The focus is on high-quality products and integrated service solutions, with expectations for profit margins to stabilize around 20-25% [2][7]. - The lithium battery sector faces challenges due to weak pricing power in the materials segment, driven by supply-demand imbalances. The report notes that the industry's effective capacity utilization is projected to hover around 60-65%, with leading battery manufacturers exerting significant influence over pricing and production cycles [6][12]. Summary by Sections Photovoltaics - Demand has been front-loaded, leading to a significant increase in installations, with 212.21 GW added in the first half of 2025, a 107.1% year-on-year increase. However, the market saw a sharp decline in June, indicating potential overcapacity and absorption issues [13][16]. - The report highlights the need for supply-side reforms and policy support to stabilize the industry, as the current market dynamics are characterized by a mismatch between supply and demand [1][19]. Energy Storage - The report indicates a positive outlook for large-scale energy storage, with expectations for profit margins to stabilize at 20-25%. The competitive landscape is evolving, with a focus on high-quality integrated solutions [2][7]. - The report also notes that the distributed energy storage market is entering a new phase, with competition intensifying and previous easy profits becoming harder to achieve [5][12]. Lithium Batteries - The lithium battery sector is experiencing a lack of pricing power in the materials segment, with effective capacity utilization projected at 60-65%. The report suggests that leading manufacturers are likely to dominate pricing and production cycles, impacting smaller players [6][12]. - The report emphasizes the need for material suppliers to adapt through cost reduction and technological advancements to remain competitive in a challenging market [6][12]. Investment Recommendations - The report suggests that the electric new energy sector is in a phase of "repeated games," with expectations for growth and recovery being tempered by market realities. The priority for sector recovery is seen as energy storage, followed by power batteries and photovoltaics [7][8]. - Selected companies such as Tongwei Co., Longi Green Energy, and Aiko Solar are highlighted as potential investment opportunities due to their competitive advantages in management, cost, and technology [8].

Core Viewpoint - Foster, a leading photovoltaic film manufacturer, is facing significant challenges due to a planned share reduction by its shareholder, Tongde Industrial, and a substantial decline in expected profits for the first half of 2025 [2][3]. Group 1: Shareholder Actions - Tongde Industrial plans to reduce its holdings by up to 32.52 million shares, representing 1.25% of Foster's total share capital, with a cash-out amounting to approximately 470 million yuan based on the closing price of 14.5 yuan per share [2]. - The reduction window is set from August 11 to November 10, raising concerns among investors about Foster's market outlook during a sensitive period following the profit warning [3]. Group 2: Financial Performance - Foster anticipates a net profit of 473 million yuan for the first half of 2025, a decline of 49.05% year-on-year, marking the worst semi-annual performance since 2021 [2]. - The company's gross profit margin has significantly decreased, with a 46.72% drop in gross profit due to falling prices of photovoltaic film products, which have decreased more than the raw material costs [3]. Group 3: Industry Context - The photovoltaic industry is undergoing a severe restructuring, with domestic production capacities for key components exceeding 1100 GW, while global demand is only expected to reach 600 GW in 2025 [4]. - The oversupply has led to a drastic price drop, with polysilicon prices falling by 39% and module prices dropping below the industry cost line [4]. Group 4: Strategic Responses - In response to declining performance and shareholder actions, Foster is accelerating the development of high-value-added products like POE films to combat homogenization in the market [4]. - The company is expanding its global production capacity, with projects in Thailand and Vietnam expected to increase overseas output to 600 million square meters, enhancing its market presence and mitigating trade barriers [5]. - Foster's photolithographic dry film business is targeting high-end applications, with a market potential exceeding 20 billion yuan, and is expected to maintain a growth rate of over 30% [5].