作为广州白云电器设备股份有限公司（以下简称"公司"）的独立董事，根据 《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》 《上海证券交易所股票上市规则》《上市公司独立董事规则》《独立董事制度》 和《公司章程》等有关规定，本着勤勉尽责的态度，现就第七届董事会第五次会 议相关事项发表如下独立意见： 一、关于公司可转债募集资金存放与实际使用情况的独立意见 公司可转债募集资金 2023 年半年度存放与实际使用情况符合中国证监会 《上市公司监管指引第 2 号——上市公司募集资金管理和使用的监管要求》和 《上海证券交易所上市公司自律监管指引第 1 号——规范运作》等相关规定，不 存在变相改变募集资金用途和损害股东利益的情况。公司编制的上述专项报告真 实反映了公司 2023 年半年度募集资金存放与实际使用情况，内容真实、准确、 完整，不存在虚假记载、误导性陈述或重大遗漏。综上，全体独立董事同意公司 《可转债募集资金 2023 年半年度存放与使用情况的专项报告》。 广州白云电器设备股份有限公司 独立董事关于公司第七届董事会第五次会议 审议事项的独立意见 独立董事：周林彬、吴俊勇、张国清、黄嫚丽 202 ...

| 证券代码:603861 | 证券简称:白云电器 | 公告编号:2023-053 | | --- | --- | --- | | 转债代码:113549 | 转债简称:白电转债 | | 广州白云电器设备股份有限公司 关于召开 2023 年半年度业绩说明会的公告 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个别及连带责任。 （二）会议召开地点：全景网"投资者关系互动平台"（https://ir.p5w.net） （三） 会议召开方式：网络文字互动 三、 参加人员 重要内容提示： 投资者可在 2023 年 8 月 31 日（星期四）18:00 前通过电子邮件方式将 所关注的问题发送至公司投资者关系邮箱（Baiyun_electric@bydq.com.cn）或 登录"业绩说明会问题征集专题"栏目（https://ir.p5w.net/zj/）进行提问， 公司将于业绩说明会上就投资者普遍关注的问题进行回答。 广州白云电器设备股份有限公司（以下简称"公司"）将于 2023 年 8 月 30 日在上海证券交易所网站（www.sse.com.c ...

| 证券代码:603861 | 证券简称:白云电器 | 公告编号:2023-052 | | --- | --- | --- | | 转债代码:113549 | 转债简称:白电转债 | | 经"国家电网有限公司 2023 年第三十三批采购（特高压项目第三次设备招 标采购）中标公告"公示，公司及控股子公司桂林电容为国家电网有限公司 2023 年 第 三 十 三 批 采 购 （ 特 高 压 项 目 第 三 次 设 备 招 标 采 购 ）（ 招 标 编 号 ： 0711-23OTL04012016）5 个分标项目的中标人，具体如下： | 分标编号 | | 包号 | 项目单位 | 分标 | 中标人 | 中标金额 | 中标公示 | | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | 名称 | | （万元） | 网址 | | SG2374-1016 | | | 国网宁夏电力 | | 广州白云电 | | | | -12201 | 包 | 3 | 有限公司 | 开关柜 | 器设备股份 | 1,717.10 | https://e | | | | | | | 有 ...

| 证券代码:603861 | 证券简称:白云电器 | 公告编号:2023-031 | | --- | --- | --- | | 转债代码:113549 | 转债简称:白电转债 | | 广州白云电器设备股份有限公司 关于召开 2022 年度暨 2023 年第一季度 业绩说明会的公告 （一） 会议召开时间：2023 年 5 月 19 日（星期五）15:00-16:30 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个别及连带责任。 重要内容提示： 投资者可于 2023 年 5 月 18 日（星期四）18:00 前通过电子邮件方式将 所关注的问题发送至公司投资者关系邮箱（Baiyun_electric@bydq.com.cn）或 登录"业绩说明会问题征集专题"栏目（https://ir.p5w.net/zj/）进行提问， 公司将于业绩说明会上就投资者普遍关注的问题进行回答。 广州白云电器设备股份有限公司（以下简称"公司"）于 2023 年 4 月 26 日 在上海证券交易所网站（www.sse.com.cn）及指定信息披露媒体披露了公司《 ...

Financial Performance - The company's operating revenue for Q1 2023 reached ¥775,970,755.63, representing an increase of 84.41% compared to the same period last year[5] - The net profit attributable to shareholders was ¥34,967,423.64, with a basic earnings per share of ¥0.0802[5] - Total revenue for Q1 2023 reached CNY 775,970,755.63, a significant increase of 84.5% compared to CNY 420,784,906.00 in Q1 2022[17] - Net profit for Q1 2023 was CNY 33,275,814.66, a turnaround from a net loss of CNY 59,423,076.93 in Q1 2022[19] - Earnings per share for Q1 2023 were CNY 0.0802, compared to a loss per share of CNY 0.1252 in the previous year[19] Assets and Liabilities - Total assets at the end of Q1 2023 were ¥8,430,360,501.68, a decrease of 0.94% from the end of the previous year[6] - Total assets as of March 31, 2023, amounted to CNY 8,430,360,501.68, a decrease from CNY 8,510,738,628.19 as of December 31, 2022, reflecting a decline of approximately 1.0%[13] - Current assets totaled CNY 4,173,012,891.26, down from CNY 4,368,397,212.95, indicating a decrease of about 4.5%[14] - Total liabilities as of March 31, 2023, were CNY 4,172,012,891.26, compared to CNY 4,368,397,212.95, indicating a decrease of about 4.5%[14] - The total liabilities decreased to CNY 5,387,241,610.52 in Q1 2023 from CNY 5,500,916,289.01 in Q1 2022, showing improved financial stability[16] Cash Flow - The net cash flow from operating activities was -¥55,525,853.20, indicating a cash outflow[5] - The company’s cash flow from operating activities showed a positive trend, indicating improved liquidity management[12] - The cash flow from operating activities for Q1 2023 showed positive trends, reflecting effective cash management strategies[19] - In Q1 2023, the net cash flow from operating activities was -55,525,853.20, an improvement from -226,276,068.28 in Q1 2022[21] - Cash inflow from operating activities totaled 1,000,395,804.71, up from 744,021,058.43 in the same period last year, representing a 34.5% increase[20] Investment and Income - The company reported a significant increase in other income by 43.31%, primarily due to increased government subsidies[8] - Investment income surged by 1,116.19%, mainly from the sale of part of the equity in Pingao shares[8] - The company reported an investment income of CNY 41,889,000.66 in Q1 2023, a significant increase from CNY 3,444,276.86 in Q1 2022[18] Equity - The equity attributable to shareholders increased by 1.25% to ¥2,822,935,094.54 compared to the end of the previous year[6] - The company’s total equity as of March 31, 2023, was CNY 4,258,347,610.42, up from CNY 4,142,341,415.24, reflecting an increase of about 2.8%[14] - The total equity attributable to shareholders increased to CNY 2,822,935,094.54 in Q1 2023, compared to CNY 2,788,006,007.62 in Q1 2022[16] Future Plans - The company plans to continue expanding its market presence and investing in new technologies to enhance growth prospects[1] - The company plans to focus on market expansion and new product development in the upcoming quarters to drive growth[12]

Financial Performance - The net profit attributable to shareholders for 2022 was CNY 35,673,811.36, with a proposed dividend distribution of CNY 0.25 per 10 shares[5]. - The company's operating revenue for 2022 was CNY 3,465,117,622.99, a decrease of 1.36% compared to 2021[22]. - Net profit attributable to shareholders was CNY 35,673,811.36, down 36.41% year-on-year[22]. - The net profit after deducting non-recurring gains and losses decreased by 24.68% to CNY 28,233,613.77[22]. - Basic earnings per share decreased by 35.99% to CNY 0.0818[23]. - The weighted average return on equity fell to 1.29%, a decrease of 0.81 percentage points from the previous year[23]. - The gross profit margin for the main business was 16.51%, a decrease of 1.35 percentage points compared to the previous year[62]. - The company reported a total revenue of approximately 4.51 billion, with a net profit of around 24.2 million, indicating a decrease of 22.18 million compared to the previous period[91]. Cash Flow and Assets - The net cash flow from operating activities increased significantly by 420.53% to CNY 724,642,967.43 due to enhanced collection efforts[24]. - Total assets grew by 4.77% to CNY 8,510,738,628.19 at the end of 2022[24]. - The net assets attributable to shareholders increased by 1.30% to CNY 2,788,006,007.62[24]. - Cash and cash equivalents decreased by 68.47% to ¥453,214,015.20, down from ¥1,437,358,563[74]. - The company reported a significant increase in prepayments by 51.45% to ¥135,815,692.70, up from ¥89,677,039.21[74]. Market Presence and Growth - As of the end of 2022, the company had an order backlog of 8.738 billion RMB, providing a stable foundation for future performance growth[32]. - The company successfully expanded its market presence, achieving significant breakthroughs in the South Grid and State Grid markets, with multiple product categories ranking among the top in market share[33]. - The company has served 33 cities and 115 rail transit lines since entering the rail transit sector in 2003, showcasing its extensive market presence[47]. - The company has secured contracts worth CNY 77.2 billion for the Guangzhou Metro's new lines, with recognized revenue of CNY 1.871 billion, representing 24.24% of the total contract value[47]. Product Development and Innovation - The company launched 10 new products and technology solutions, including H-type low-voltage cabinets and intelligent circuit breakers, with several achieving international advanced levels[38]. - The company is focusing on high voltage construction, with a planned investment of 380 billion for the "14th Five-Year Plan" period, which is a significant increase compared to the previous plan[93]. - The company aims to enhance existing product competitiveness and accelerate new product and technology development, focusing on renewable energy investments to support growth targets[103]. Corporate Governance and Compliance - The company has received a standard unqualified audit report from Huaxing Accounting Firm[4]. - The board of directors and supervisory board confirm the authenticity, accuracy, and completeness of the annual report[11]. - The company strictly adhered to national laws and regulations, with no violations reported, ensuring alignment with regulatory standards[121]. - The company approved multiple resolutions in its shareholder meetings, including the 2022 financial budget and the use of idle funds for wealth management products[126]. Environmental and Social Responsibility - The company has invested approximately 3.19 million yuan in environmental protection during the reporting period[184]. - The company has established environmental protection mechanisms and conducted environmental impact assessments for all construction projects[190]. - The company has achieved a reduction of 10,030 tons in carbon dioxide equivalent emissions through various decarbonization measures, including the use of clean energy and carbon-reducing technologies in production[197]. - The company has a strong commitment to community engagement, as demonstrated by its leadership roles in charitable organizations[142]. Strategic Planning and Future Outlook - The company anticipates that the market for traditional IDC services will grow to 216.5 billion by 2025, with a compound annual growth rate of 17.2% from 2021 to 2023[96]. - The company is actively seeking partnerships with strategically aligned firms to expand its energy storage business and enhance market competitiveness[107]. - The company provided guidance for 2023, expecting revenue to reach between 1.6 billion and 1.8 billion, indicating a potential growth of 7% to 20%[133]. - The company is exploring acquisition opportunities in the tech sector to bolster its product offerings[133].

2022 年第三季度报告 1 / 13 证券代码：603861 证券简称：白云电器 广州白云电器设备股份有限公司 2022 年第三季度报告 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： 公司董事会、监事会及董事、监事、高级管理人员保证季度报告内容的真实、准确、完整， 不存在虚假记载、误导性陈述或重大遗漏，并承担个别和连带的法律责任。 公司负责人、主管会计工作负责人及会计机构负责人（会计主管人员）保证季度报告中财务 信息的真实、准确、完整。 第三季度财务报表是否经审计 □是 √否 一、 主要财务数据 (一)主要会计数据和财务指标 单位：元 币种：人民币 项目 本报告期 本报告期比 上年同期增 减变动幅度 (%) 年初至报告期末 年初至报告 期末比上年 同期增减变 动幅度(%) 营业收入 973,864,969.08 11.55 2,137,237,915.46 1.46 归属于上市公司股东 的净利润 38,457,659.10 不适用 -17,107,566.94 -182.83 归属于上市公司股东 的扣除非经 ...

Financial Performance - The company's operating revenue for the first half of 2022 was ¥1,163,372,946.38, a decrease of 5.69% compared to ¥1,233,506,244.22 in the same period last year[19]. - The net profit attributable to shareholders of the listed company was -¥55,565,226.04, representing a decline of 218.23% from a profit of ¥46,996,348.71 in the previous year[19]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was -¥44,386,322.92, down 223.28% from ¥36,004,199.18 in the same period last year[19]. - The net cash flow from operating activities was -¥281,227,804.55, compared to -¥148,977,595.75 in the previous year, indicating a worsening cash flow situation[19]. - The company reported a net profit of -46,388,518.86 RMB for the first half of 2022, compared to a net profit of 39,668,351.56 RMB in the same period of 2021, indicating a significant decline[168]. - The total comprehensive income for the period was -46,388,518.86 RMB, compared to 39,668,351.56 RMB in the same period last year, indicating a significant downturn[168]. Assets and Liabilities - Total assets at the end of the reporting period were ¥8,002,895,611.65, down 1.48% from ¥8,123,304,608.53 at the end of the previous year[19]. - The net assets attributable to shareholders at the end of the reporting period were ¥2,698,031,874.70, a decrease of 1.96% from ¥2,752,100,428.04 at the end of the previous year[19]. - Cash and cash equivalents decreased by 13.45% to ¥1,244,035,089.67, accounting for 15.54% of total assets[50]. - Total liabilities decreased from CNY 5,130,286,594.71 to CNY 5,079,223,734.72, a decline of about 1%[159]. - The total equity of the company was CNY 2,599,776,748.16, a decrease from CNY 2,644,405,102.60 in the previous period[162]. Shareholder Information - The total number of ordinary shareholders was 21,381[131]. - The total number of shares decreased from 435,981,858 to 435,968,022 due to the cancellation of 21,000 restricted shares[127]. - The top ten shareholders hold significant stakes, with Hu Mingsen, Hu Minggao, and Hu Mingcong each owning 16.52% (72,003,672 shares) of the company[133]. - The company has not reported any significant changes in major contracts or other significant matters during the reporting period[125]. Research and Development - Research and development expenses amounted to CNY 44.05 million, down 10.11% from the previous year due to delays caused by the pandemic[47]. - The company is actively engaged in research and development of energy-saving technologies and online energy monitoring systems[57]. Environmental Compliance - The total discharge of chemical oxygen demand (COD) in the first half of 2022 was approximately 1.848 tons[82]. - The company has been certified with ISO14001 environmental management system and has implemented clean production practices since 2011, continuously passing audits[88]. - The company has not experienced any major environmental pollution incidents since its establishment and has maintained compliance with noise standards[89]. Risk Management - The management has highlighted potential risks in the "Management Discussion and Analysis" section, indicating a cautious outlook for future operations[6]. - The company has identified potential risks, including market demand fluctuations and accounts receivable recovery risks, which are closely tied to macroeconomic conditions and national industrial policies[63]. - The company has a structured approach to risk management, focusing on core business areas and target markets to mitigate potential financial risks[62]. Strategic Initiatives - The company is focusing on expanding its digital energy business, developing products for the photovoltaic market, and achieving stable overseas shipments[38]. - The company is actively exploring new growth areas in military-civilian integration and semiconductor industries[33]. - The company plans to focus on expanding its market presence and enhancing product development in the upcoming quarters[183]. Corporate Governance - The company has established a complete and independent organizational structure to ensure proper governance[100]. - The company has undergone changes in its board of directors, with the election of a new independent director following the resignation of the previous one[73]. - The company guarantees that all information disclosed in this transaction is true, accurate, and complete, with no false records or misleading statements[97].

Financial Performance - The company's operating revenue for 2021 was CNY 3,512,769,517.07, representing a 16.00% increase compared to CNY 3,028,376,259.97 in 2020[23]. - The net profit attributable to shareholders of the listed company for 2021 was CNY 56,104,027.37, a decrease of 40.42% from CNY 94,173,460.61 in 2020[23]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was CNY 37,486,518.97, an increase of 72.87% compared to CNY 21,685,190.95 in 2020[23]. - The net cash flow from operating activities was CNY 139,213,771.21, down 33.14% from CNY 208,203,939.85 in 2020[23]. - The total assets at the end of 2021 were CNY 8,123,304,608.53, reflecting a 12.04% increase from CNY 7,250,299,136.62 at the end of 2020[23]. - The net assets attributable to shareholders of the listed company at the end of 2021 were CNY 2,752,100,428.04, a 4.22% increase from CNY 2,640,765,051.60 at the end of 2020[23]. - The basic and diluted earnings per share were CNY 0.1278, down 40% compared to the previous year[24]. - The weighted average return on equity decreased by 1.53 percentage points to 2.10%[24]. - The gross profit margin for the electrical machinery and equipment manufacturing sector decreased by 3.11 percentage points to 17.86%[60]. - The gross profit margin for the overall business was 17.86%, reflecting a decrease of 3.11 percentage points year-on-year[61]. Research and Development - The company invested an additional CNY 29.33 million in R&D, focusing on new environmentally friendly gas products and smart product upgrades[24]. - R&D expenses increased by 30.31% year-on-year, amounting to CNY 126.07 million, reflecting the company's commitment to new product development and innovation[56]. - R&D expenses accounted for 3.59% of the total operating revenue[74]. - The company is investing in R&D for high-reliability, miniaturized, and integrated electrical equipment, emphasizing environmental protection and energy efficiency[93]. - The company is investing in R&D for eco-friendly technologies and aims to accelerate the development of SF6-free product lines[106]. Market Expansion and Strategic Initiatives - The company is actively expanding into new markets, including the semiconductor and aerospace sectors, to drive future growth[50]. - The company is exploring potential acquisitions to enhance its market position, with a budget of $100 million allocated for this purpose[132]. - The company is exploring acquisition opportunities in the renewable energy sector to diversify its portfolio[134]. - The company plans to expand its market presence in the renewable energy sector, particularly in offshore wind power and energy storage technologies[91]. - The company aims to enhance its product chain in the power equipment sector, particularly in high-speed rail, ultra-high voltage, smart grids, and industrial automation[92]. Corporate Governance and Compliance - The company held 5 shareholder meetings during the reporting period, ensuring compliance with legal requirements and protecting shareholder rights[119]. - The board of directors convened 10 meetings to discuss key matters, including profit distribution and external investments, ensuring effective governance[121]. - The supervisory board held 9 meetings to oversee financial and managerial performance, safeguarding shareholder interests[122]. - The company has implemented a transparent performance evaluation and incentive mechanism for senior management, aligning with legal and regulatory standards[123]. - The company has been transparent about its compliance issues and has taken steps to address regulatory penalties[145]. Environmental Responsibility - The company has passed the ISO14001 environmental management system certification and adheres to the Environmental Protection Law of the People's Republic of China[181]. - The company has implemented measures to reduce carbon emissions and is actively participating in the "dual carbon" initiative, promoting energy-saving and green production practices[184]. - The company has established a dedicated environmental management department and has set up a system to raise employee awareness of environmental protection[182]. - The company has invested in pollution control facilities, including wastewater treatment and air pollution control systems, ensuring compliance with discharge standards[179]. - The company has not experienced any major environmental pollution incidents since its establishment and has maintained compliance with noise standards[182]. Employee Development and Social Responsibility - The company emphasizes employee development through the Baiyun Business School, enhancing professional skills and career growth opportunities[187]. - The company established the Xiangyun Public Welfare Foundation to support rural education and community development, contributing to projects in Guizhou, Yunnan, and Guangdong[194]. - The company has a training program aimed at enhancing employee skills and capabilities across various levels[162]. - The company is committed to creating a comfortable work environment and has established multiple recognition programs to motivate employees through both material and spiritual incentives[187]. Financial Management and Investments - The company reported a significant increase in long-term borrowings, rising by 56% to 663,000,000.00 RMB, attributed to financing for order-related bank loans[80]. - The total amount of accounts payable increased by 34.95% to 1,217,102,352.54 RMB, driven by higher procurement amounts and extended payment terms[80]. - The company approved the acquisition of a stake in a subsidiary, Guangzhou Baiyun Electromechanical Equipment Installation Engineering Co., Ltd.[154]. - The company has established a strategic procurement system to manage raw material costs effectively and mitigate price volatility risks through long-term supplier relationships and hedging strategies[114]. Future Outlook - The company provided a forward guidance of 10% revenue growth for the next quarter, projecting $550 million[132]. - The company provided guidance for the next fiscal year, projecting revenue growth of 10% to $1.32 billion[200]. - The company plans to increase its workforce by 15% to support growth initiatives and new projects[134]. - The management team confirmed that all financial disclosures are accurate and comply with regulatory requirements[199].

2022 年第一季度报告 证券代码：603861 证券简称：白云电器 广州白云电器设备股份有限公司 2022 年第一季度报告 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个别及连带责任。 重要内容提示 公司董事会、监事会及董事、监事、高级管理人员保证季度报告内容的真实、准确、完整，不存 在虚假记载、误导性陈述或重大遗漏，并承担个别和连带的法律责任。 公司负责人、主管会计工作负责人及会计机构负责人（会计主管人员）保证季度报告中财务报表 信息的真实、准确、完整。 第一季度财务报表是否经审计 □是 √否 一、 主要财务数据 (一)主要会计数据和财务指标 单位：元 币种：人民币 | 项目 | 本报告期 | 本报告期比上年同期增减 变动幅度(%) | | | --- | --- | --- | --- | | 营业收入 | 420,784,906.00 | | -6.57 | | 归属于上市公司股东的净利润 | -54,571,445.24 | | -209.28 | | 归属于上市公司股东的扣除非经常性 | -44,188,593.63 | ...