关于宁波继峰汽车零部件股份有限公司 向特定对象发行股票审核意见的通知 宁波继峰汽车零部件股份有限公司、中国国际金融股份有限公司： 宁波继峰汽车零部件股份有限公司向特定对象发行股票申 请符合发行条件、上市条件和信息披露要求。 二、落实问题 1.请发行人进一步说明公司 2019 年收购格拉默集团以来， 对格拉默集团的整合情况、格拉默集团的业务发展情况、资产负 债情况，对公司经营业绩及资产负债率的影响，是否存在对生产 经营产生重大不利影响的情况。 2.结合 2023 年上半年度格拉默集团的经营业绩、无风险利 率及折现率的变动情况等，说明公司收购的格拉默集团相关的商 誉等资产是否出现减值迹象，按照公司一贯的会计政策模拟测算 截至2023年6月末格拉默集团相关的商誉等资产是否发生减值， 请保荐机构及申报会计师核查并发表明确意见。 根据《证券法》《上市公司证券发行注册管理办法》《上海 证券交易所上市公司证券发行上市审核规则》等有关法律、法规 及本所有关规定，上海证券交易所上市审核中心召开审核会议对 宁波继峰汽车零部件股份有限公司向特定对象发行股票的申请 文件进行了审核，形成如下审核意见： 一、审核意见 1 说明测试过程及 ...

Financial Performance - The company's operating revenue for the first half of 2023 reached ¥10,435,773,496.52, representing a 23.76% increase compared to ¥8,432,566,085.39 in the same period last year[22]. - Net profit attributable to shareholders was ¥82,441,913.64, a significant recovery from a loss of ¥168,278,355.63 in the previous year[24]. - The net cash flow from operating activities increased by 148.81% to ¥284,391,513.63, compared to ¥114,300,443.78 in the same period last year[24]. - Basic earnings per share for the first half of 2023 were ¥0.07, compared to a loss of ¥0.15 in the same period last year[24]. - The company achieved a weighted average return on net assets of 2.32%, recovering from -3.64% in the previous year[24]. - The company’s net profit after adjusting for special items in Q2 2023 was 112.41 million yuan, indicating a continuous improvement in profitability[75]. - The company’s first quarter revenue was 5.111 billion yuan, a year-on-year increase of 21.57%, while the second quarter revenue was 5.325 billion yuan, a year-on-year increase of 25.93%[75]. - The gross profit margin improved by 3 percentage points year-on-year to 14.20%, with Gramer's gross profit margin increasing by 2.67 percentage points to 12.23%[85]. - The company reported a significant increase in accounts payable, which rose by 110.61% to 147,568,784.37 RMB compared to the previous year[103]. - The company reported a net loss of ¥510,753,856.00, improved from a loss of ¥608,400,980.64 in the previous period[180]. Assets and Liabilities - The company's total assets grew by 7.44% to ¥16,602,902,660.11 from ¥15,453,539,744.23 at the end of the previous year[24]. - The net assets attributable to shareholders increased by 10.98% to ¥3,834,996,489.44, up from ¥3,455,499,165.29 at the end of the previous year[24]. - The company's total assets at the end of the reporting period amounted to 16,600,000,000.00 RMB, with overseas assets accounting for 58.61% of total assets, totaling 9,731,724,685.93 RMB[104]. - Total liabilities reached ¥12.45 billion, compared to ¥11.68 billion, marking an increase of approximately 6.56%[174]. - Non-current liabilities due within one year increased by 136.72% to 1,240,568,367.56 RMB, primarily due to an increase in long-term borrowings[103]. - The total amount of guarantees provided by the company, including those to subsidiaries, was ¥4,505,694,107.42, which accounts for 117.49% of the company's net assets[153]. - The company has seen a 33.72% decrease in bond payables, which now stand at 287,231,266.57 RMB[103]. Market Position and Strategy - The company operates as a global automotive parts supplier, focusing on automotive interior components and seating systems, with approximately 70 subsidiaries across 20 countries[28]. - The company has established relationships with major automotive manufacturers, including Audi, BMW, and Tesla, providing high-quality products and solutions[39]. - The company plans to continue expanding its market presence and investing in new technologies to enhance competitiveness[19]. - The company has developed into one of the few domestic suppliers capable of providing automotive components for European, American, Japanese, and independent brands, following the acquisition of Grammer in 2019, which enhanced its global production, sales, and R&D network[52]. - The company has established a global marketing network with approximately 70 subsidiaries in 20 countries, enabling it to respond quickly to customer needs and reduce logistics costs[54]. Research and Development - The company maintains a robust R&D system, focusing on comfort, safety, and ergonomics, to ensure it remains at the forefront of technology in the industry[40]. - The company has a strong R&D capability, with a team of experienced designers and multiple R&D centers globally, allowing it to predict future product technology trends and conduct innovative projects[53]. - The company has applied for over 40 patents in passenger car seats, with 25 patents granted as of June 30, 2023[92]. - The company is increasing its investment in forward-looking R&D in the commercial vehicle sector, particularly in intelligent and unmanned vehicle technologies[53]. Production and Operations - The company has a procurement model based on production needs, ensuring quality control and long-term relationships with key suppliers to mitigate supply risks[44]. - The production model includes a "make-to-order" approach for mature products, with long-term customers submitting annual procurement plans and monthly forecasts[49]. - The company has a high self-manufacturing rate and relatively low production costs, supported by advanced manufacturing processes and a comprehensive cost management system[57]. - The company has established long-term partnerships with well-known global clients, enhancing its ability to develop new projects and improve product quality[58]. - The company has multiple specialized laboratories for testing, which have obtained certifications from major automotive manufacturers, significantly reducing testing cycles and costs[59]. Corporate Governance and Management - The management highlighted the importance of maintaining financial stability and addressing potential risks in future operations[10]. - The company is focusing on talent development with a structured system to enhance employee performance and career growth[62]. - The company has committed to ensuring that its main business does not compete with that of its subsidiaries[147]. - The company has received approval from the Shanghai Stock Exchange for its securities issuance application, indicating a positive outlook for future financing[131]. Awards and Recognition - The company received several awards, including "Top 100 in China's Automotive Supply Chain" and "National Green Factory" in the first half of 2023[70].

Financial Performance - The company's operating revenue for Q1 2023 was ¥5,110,684,594.94, representing a year-on-year increase of 21.57%[4] - The net profit attributable to shareholders was ¥60,029,593.21, while the net profit excluding non-recurring gains and losses was ¥65,377,993.12[4] - Operating profit for Q1 2023 was ¥80,162,605.74, a significant recovery from a loss of ¥198,328.32 in Q1 2022[32] - Net profit for Q1 2023 was ¥65,049,508.63, compared to a net loss of ¥45,380,356.62 in Q1 2022, indicating a turnaround in profitability[32] - The total comprehensive income for Q1 2023 was CNY 106,910,142.10, compared to a loss of CNY 13,024,371.57 in Q1 2022[34] - Basic and diluted earnings per share for Q1 2023 were CNY 0.05, an improvement from a loss of CNY 0.03 in Q1 2022[34] Cash Flow - The net cash flow from operating activities decreased by 15.73% to ¥147,739,216.68 due to increased business volume and net working capital[13] - Cash inflow from operating activities was CNY 5,102,643,744.33, up from CNY 4,731,743,051.63 in the same period last year, representing an increase of approximately 7.8%[36] - Cash outflow from operating activities totaled CNY 4,954,904,527.65, compared to CNY 4,556,432,299.21 in Q1 2022, indicating a rise of about 8.7%[39] - The company reported a decrease in cash and cash equivalents to approximately ¥784.39 million from ¥1.16 billion, a decline of about 32.54%[24] - The ending cash and cash equivalents balance was CNY 766,454,693.65, down from CNY 1,237,252,172.52 at the end of Q1 2022[40] Assets and Liabilities - The total assets at the end of the reporting period were ¥15,597,955,386.68, showing a slight increase of 0.93% compared to the end of the previous year[5] - The total liabilities decreased slightly to ¥11,641,205,015.44 from ¥11,678,379,742.54, indicating improved financial stability[29] - The total non-current liabilities increased to ¥4,845,393,397.26 from ¥4,794,002,309.78, indicating ongoing investment in long-term growth[29] - As of March 31, 2023, the company's current assets totaled approximately ¥6.92 billion, a slight increase from ¥6.88 billion at the end of 2022, reflecting a growth of about 0.68%[24] Shareholder Information - The equity attributable to shareholders increased by 5.15% to ¥3,633,347,117.40[5] - The total number of ordinary shareholders at the end of the reporting period was 21,741[16] - The largest shareholder, Ningbo Jihong Holding Group Co., Ltd., held 23.91% of the shares, with a pledged amount of 168,100,000 shares[16] - The top ten unrestricted shareholders hold a total of approximately 1.4 billion shares, with Ningbo Jihong Holding Group Co., Ltd. being the largest shareholder with 269.26 million shares[19] Research and Development - Research and development expenses increased to ¥86,352,443.98 in Q1 2023, up from ¥76,761,878.60 in Q1 2022, reflecting a focus on innovation[32] Market Strategy - The company has identified potential market expansion opportunities and is focusing on new product development strategies[22]

Sales and Revenue - The total sales revenue from the top five customers reached 619.82 million yuan, accounting for 34.50% of the annual total sales[3]. - The company reported a significant increase in revenue, achieving a total of $500 million for the fiscal year, representing a 20% growth compared to the previous year[54]. - User data showed a 15% increase in active users, reaching 1.2 million by the end of the fiscal year[54]. - The company provided guidance for the next fiscal year, projecting revenue growth of 25% and aiming for $625 million[54]. - New product launches included a state-of-the-art electric vehicle component, expected to generate an additional $50 million in revenue[54]. - The smart electric air vent business aims to increase sales from approximately €9 million in 2022 to €20-30 million in 2023[26]. Costs and Expenses - The cost of raw materials for automotive parts was 2,531,877,467.34 yuan, representing 74.07% of the total cost for that segment, with a year-on-year increase of 1.29%[2]. - The total cost for commercial vehicle seats was 5,075,035,225.13 yuan, reflecting a year-on-year increase of 7.57%[2]. - Research and development expenses increased by 30%, totaling $75 million, focusing on innovative automotive technologies[54]. - The company plans to implement cost-cutting measures, aiming to reduce operational expenses by 15% over the next year[54]. Assets and Liabilities - The total assets of the company were reported at 1,662,495,923.92 yuan in goodwill, which decreased by 36.02% compared to the previous year[7]. - The company’s overseas assets amounted to 8,659,454,604.99 yuan, making up 56.04% of the total assets[8]. - The short-term borrowings increased by 30.30% to 2,135,001,506.93 yuan compared to the previous year[7]. - The company’s contract liabilities increased by 63.69% to 102,863,409.70 yuan compared to the previous year[7]. Strategic Goals and Market Position - The company aims to achieve an annual production target of 1 million units for its passenger car seat projects by the end of 2023[25]. - The company is expanding its market presence in Southeast Asia, targeting a 10% market share within the next two years[54]. - The company is a leading supplier in the global commercial vehicle seat market, providing seating systems for various vehicles including trucks and buses[38]. - The automotive industry is shifting towards electrification and intelligence, impacting traditional manufacturers significantly[18]. Governance and Management - The company held a total of 7 board meetings during the reporting period, with 6 conducted via a combination of on-site and communication methods[84]. - The company has appointed new positions, including a board secretary and a financial director, to enhance governance and management[82]. - The company has established independent financial and operational systems to ensure asset integrity and independence[159]. - The company has implemented a performance evaluation system to support the orderly flow of internal talent and align with future business development[87]. Environmental and Compliance - The company has established an environmental protection mechanism and has updated its emergency response plan for environmental incidents in 2022[139]. - The company has received environmental approval for a new automotive parts production project and has implemented measures to ensure compliance with national environmental standards[140]. - The company is committed to reducing carbon emissions but has not disclosed specific metrics for CO2 equivalent reductions[129]. - The internal control audit report issued by the accounting firm confirmed the effectiveness of the internal control system with a standard unqualified opinion[138]. Employee and Talent Management - The total number of employees in the parent company and major subsidiaries is 18,717, with 1,369 in the parent company and 14,877 in major subsidiaries[85]. - The company has established a comprehensive salary structure covering five levels and three categories of positions, completing the qualification standards for each position by the end of 2022[86]. - The company has optimized its talent evaluation model to enhance the accuracy of employee assessments based on four key dimensions[107]. - The company has initiated specialized training programs to quickly address skill gaps within departments[109]. Shareholder and Financial Policies - The board of directors approved a new dividend policy, with a proposed payout ratio of 40% of net income starting next quarter[54]. - The company has a cash dividend policy prioritizing cash distributions, with a minimum of 80% for mature stages without major capital expenditures and 20% for growth stages with significant spending[90]. - The company has established a three-tier performance indicator management system to align executive compensation with overall business performance[94]. - The company has conducted a share repurchase plan, with a total of 550,000 shares repurchased and 275,000 shares canceled due to unmet performance targets in 2021[75].

| 证券代码：603997 | 证券简称：继峰股份 公告编号：2023-008 | | --- | --- | | 转债代码：110801 | 转债简称：继峰定 01 | 宁波继峰汽车零部件股份有限公司 关于召开 2022 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法律责任。 重要内容提示： 会议召开时间：2023 年 04 月 07 日（星期五）上午 09:00-10:00 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 03 月 30 日（星期四）至 04 月 06 日（星期四）16:00 前登录上证路演中心网站首页点击"提问预征集"栏目或通过宁波继峰汽车零部 件股份有限公司（以下简称"公司"）邮箱 ir@nb-jf.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行回答。 公司将于 2023 年 3 月 31 日发布公司 20 ...

Financial Performance - The company's operating revenue for Q3 2022 was ¥4,602,178,895.56, representing a year-on-year increase of 21.71%[7] - The net profit attributable to shareholders of the listed company for Q3 2022 was ¥91,249,050.90, a significant recovery from a loss of ¥77,029,304.73 in the same period last year[7] - The net profit attributable to shareholders after deducting non-recurring gains and losses for Q3 2022 was ¥88,026,757.08, also a recovery from a loss of ¥87,945,846.84 year-on-year[7] - Basic earnings per share for Q3 2022 were ¥0.08, a recovery from a loss of ¥0.07 in the same period last year[8] - The total profit for Q3 2022 was 31,758,168.37, down from 232,736,469.72 in the same period last year[26] - The operating profit for Q3 2022 was 29,521,148.39, compared to 191,903,463.75 in Q3 2021, indicating a decline[26] - The total comprehensive income for Q3 2022 was 116,531,340.96, up from 50,262,343.86 in Q3 2021[27] - The basic and diluted earnings per share for Q3 2022 were both -0.07, compared to 0.16 in Q3 2021[27] Cash Flow and Assets - The net cash flow from operating activities for the year-to-date period was ¥276,631,876.97, showing a substantial increase of 520.82% compared to the same period last year[8] - The company's cash and cash equivalents as of September 30, 2022, amount to ¥898,894,284.15, down from ¥1,405,755,730.63 at the end of 2021[17] - The cash flow from operating activities for the first three quarters of 2022 was 14,366,966,371.13, an increase from 13,584,630,888.16 in the same period of 2021[29] - The net cash flow from investing activities for Q3 2022 was -534,638,025.40, compared to -361,857,744.65 in Q3 2021[31] - The cash and cash equivalents at the end of Q3 2022 were 886,030,343.67, down from 995,101,028.34 at the end of Q3 2021[31] Assets and Liabilities - The total assets at the end of Q3 2022 were ¥16,275,992,707.07, reflecting a slight increase of 0.41% from the end of the previous year[8] - The equity attributable to shareholders of the listed company was ¥4,669,695,166.96, up 0.54% from the end of the previous year[8] - Total liabilities increased to ¥11,223,817,588.10 from ¥11,210,619,754.01, showing a marginal rise[21] - The non-current liabilities decreased from ¥5,141,459,086.26 to ¥4,846,103,593.90, indicating a reduction of approximately 5.7%[21] - The company's deferred tax assets decreased from ¥391,582,395.48 to ¥306,976,248.48, reflecting a decline of approximately 21.5%[21] Shareholder Information - The total number of common shareholders at the end of the reporting period is 23,322[13] - Ningbo Jihong Holding Group Co., Ltd. holds 291,591,597 shares, accounting for 26.11% of total shares[13] - WING SING INTERNATIONAL CO., LTD. holds 146,880,000 shares, representing 13.15% of total shares[13] Operational Challenges and Developments - The company indicated that the recovery in business volume was due to the gradual easing of pandemic impacts, leading to improved profitability in Q3 2022[11] - The company faced challenges in 2022 due to international instability, chip shortages, and rising raw material prices, which affected overall performance despite recovery in Q3[11] - The company has no significant new product launches or technological developments reported in this quarter[16] - There are no significant mergers or acquisitions mentioned in the report[16] Revenue and Costs - Total operating revenue for the first three quarters of 2022 reached ¥13,034,744,980.95, an increase from ¥12,505,485,445.93 in the same period of 2021, representing a growth of approximately 4.2%[25] - Total operating costs for the first three quarters of 2022 were ¥13,120,883,516.38, compared to ¥12,345,665,229.03 in 2021, indicating an increase of about 6.3%[25] - Research and development expenses for the first three quarters of 2022 amounted to ¥290,375,071.10, up from ¥241,800,183.27 in the previous year, reflecting a growth of approximately 20%[25] - The company reported a net investment income of ¥2,237,298.80 for the first three quarters of 2022, compared to a loss of ¥28,162,000.60 in the same period of 2021[25] Inventory and Receivables - Accounts receivable increased to ¥2,779,811,166.24 from ¥2,309,923,988.74 year-over-year[17] - Inventory as of September 30, 2022, is ¥1,863,729,567.48, compared to ¥1,729,912,622.78 at the end of 2021[17] - Total current assets increased to ¥6,683,910,221.34 from ¥6,515,143,953.85 year-over-year[17] - Long-term receivables decreased to ¥35,806,114.37 from ¥43,000,562.84 year-over-year[17] Asset Impairment - The company incurred an asset impairment loss of -11,526,456.57 in Q3 2022, compared to -3,170,920.78 in Q3 2021[26]

Financial Performance - The company's operating revenue for the first half of 2022 was ¥8,432,566,085.39, a decrease of 3.34% compared to ¥8,724,195,467.36 in the same period last year[18]. - The net profit attributable to shareholders of the listed company was -¥168,278,355.63, compared to a profit of ¥188,834,681.50 in the previous year, indicating a significant decline[18]. - The net cash flow from operating activities was ¥114,300,443.78, recovering from a negative cash flow of -¥124,790,927.28 in the same period last year[18]. - Basic and diluted earnings per share were both CNY -0.15, a significant decline from CNY 0.18 in the same period last year[20]. - The weighted average return on equity dropped to -3.64%, down from 4.35% year-on-year[20]. - The company reported a net loss of CNY 181,343,045.08 for the first half of 2022, compared to a net profit of CNY 207,031,437.70 in the same period of 2021[171]. - The total comprehensive income for the period was 8,340,303.25 RMB, down from 98,472,960.67 RMB in the same period last year, reflecting a significant decline[172]. Assets and Liabilities - The net assets attributable to shareholders of the listed company at the end of the reporting period were ¥4,598,986,847.72, a decrease of 0.99% from ¥4,644,817,545.49 at the end of the previous year[18]. - Total assets decreased by 2.58% to CNY 15,791,105,524.83 compared to the previous year[20]. - The company's total liabilities at the end of the reporting period were approximately ¥4,663,537,263.72[197]. - The company's total assets at the end of the reporting period were approximately ¥5,008,125,984.32[197]. - The company's total equity at the end of the reporting period was approximately ¥5,438,386,851.62[198]. Research and Development - The company has applied for and authorized a total of 6 patents in the passenger car seat business and 20 patents in the commercial vehicle cockpit business as of June 30, 2022, indicating strong R&D activity[52]. - The company has invested in advanced research and development capabilities, with a focus on innovative materials and technologies for both passenger and commercial vehicles[39]. - Research and development expenses for the first half of 2022 were CNY 172,898,246.48, an increase from CNY 160,623,694.98 in the previous year[171]. - The company reported a significant increase in cash inflow from sales of goods and services, reaching ¥9,339,201,604.51, compared to ¥9,169,672,772.55 in the previous year, marking an increase of about 1.85%[179]. Market Position and Strategy - The company is a leader in the commercial vehicle seat system industry, providing solutions for trucks, agricultural machinery, and public transport[27]. - The company has formed partnerships with major automotive manufacturers, including Audi, BMW, and Tesla, ensuring a strong customer base[25]. - The company is actively upgrading and expanding in-cabin functions to enhance comfort, aligning with trends in electrification and automation in the automotive industry[24]. - The company aims to strengthen its position as a leader in automotive cockpit systems, focusing on passenger car seats and expanding its product offerings[57]. - The company plans to focus on market expansion and new product development as part of its future strategy[176]. Environmental and Compliance - The company has installed online power monitoring systems for pollution control facilities to ensure their proper operation[101]. - The company has received environmental impact assessment approvals for new projects from the local environmental protection bureau[101]. - The company has implemented measures to collect and treat VOCs generated during production, ensuring compliance with national environmental standards[101]. - The company has established an emergency response plan for environmental incidents, which has been filed with the Ningbo Beilun District Environmental Supervision Team[102]. Shareholder and Governance - The company has repurchased a total of 5.7 million shares, representing 0.51% of the total share capital, with a total expenditure of approximately RMB 52.69 million, following an increase in the maximum repurchase price to RMB 15 per share[89]. - The company has experienced changes in its board of directors, with new appointments for the roles of board secretary and financial director[95]. - The largest shareholder, Ningbo Jihong Holding Group Co., Ltd., held 291,591,597 shares, representing 26.11% of the total shares[137]. - The company has not reported any non-operating fund occupation by controlling shareholders or related parties during the reporting period[116]. Operational Efficiency - The company has implemented lean production methods to improve operational efficiency and reduce costs, particularly following the acquisition of Grammer[46]. - The production model for mature products follows a "sales-driven production" approach, with annual procurement plans submitted by long-term clients[37]. - The company has established long-term cooperative relationships with major raw material suppliers, which enhances bargaining power and reduces stockout risks[33]. Risks and Challenges - The company faces risks from macroeconomic cycles, which significantly impact the automotive industry and, consequently, the company's performance[78]. - The company is exposed to exchange rate risks due to its significant overseas revenue following the acquisition of Grammer[84]. - The company faces operational risks due to the ongoing impact of the COVID-19 pandemic, which has affected the automotive industry's recovery and stability[87].

Financial Performance - The company's operating revenue for Q1 2022 was ¥4,203,846,520.73, representing a decrease of 7.25% compared to the same period last year [6] - The net profit attributable to shareholders of the listed company was -¥37,639,405.82, indicating a significant loss [6] - The diluted earnings per share for the period was -¥0.03, reflecting the impact of chip shortages and rising raw material prices [12] - The weighted average return on net assets was -0.81%, primarily due to the same adverse factors affecting profitability [8] - The company reported a comprehensive income total of CNY -13,024,371.57 for Q1 2022, contrasting with CNY 43,978,243.16 in Q1 2021 [28] - Basic earnings per share for Q1 2022 was CNY -0.03, down from CNY 0.13 in Q1 2021, reflecting the adverse financial performance [28] - Net profit attributable to shareholders of the parent company for Q1 2022 was CNY -37,639,405.82, compared to CNY 128,031,397.01 in Q1 2021, indicating a significant decline [27] Cash Flow and Liquidity - The net cash flow from operating activities was ¥175,310,752.42, with no applicable year-on-year comparison [6] - The net cash flow from operating activities was $175,310,752.42, a significant improvement compared to a net outflow of $25,837,429.65 in the previous period, indicating a positive operational performance [32] - Total cash inflow from investment activities amounted to $210,551,709.81, a substantial increase from $21,076,236.44 in the prior period, reflecting enhanced investment recovery efforts [32] - The net cash flow from investment activities was -$290,515,354.93, slightly improved from -$358,634,169.84, showing ongoing investment in growth despite cash outflows [32] - Cash inflow from financing activities totaled $483,031,392.52, down from $677,993,150.48, indicating a reduction in financing activities during the period [32] - The net cash flow from financing activities was -$36,781,991.82, contrasting with a positive net inflow of $154,263,394.47 in the previous period, suggesting tighter financing conditions [33] - The ending balance of cash and cash equivalents was $1,237,252,172.52, down from $1,416,315,531.85, reflecting a decrease in liquidity [33] Assets and Liabilities - The total assets at the end of the reporting period were ¥16,290,018,615.58, showing a slight increase of 0.50% from the end of the previous year [8] - Current assets totaled ¥6,799,783,791.79, up from ¥6,515,143,953.85 in the previous year, indicating a growth of approximately 4.37% [21] - Total liabilities reached ¥11,303,321,604.30, up from ¥11,210,619,754.01, indicating a rise of approximately 0.83% [23] - Short-term borrowings increased to ¥1,756,523,096.09 from ¥1,638,487,947.89, reflecting a growth of about 7.2% [23] - The company reported a decrease in long-term borrowings to ¥2,618,463,456.81 from ¥2,630,503,752.41, a decline of approximately 0.57% [23] - The company's total liabilities and equity amounted to CNY 16,290,018,615.58 as of the end of Q1 2022, compared to CNY 16,209,142,705.15 at the end of Q1 2021 [24] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 20,377, with the largest shareholder holding 26.06% of the shares [13] - The company’s total equity attributable to shareholders of the parent company decreased to CNY 4,626,881,347.39 from CNY 4,644,817,545.49 in the previous year [24] Operational Challenges - The company faced challenges due to chip shortages and rising raw material prices, compounded by the impact of a new wave of COVID-19 [12] - The company reported non-operating income and expenses totaling -¥186,984.49, influenced by various non-recurring factors [9] Investment and R&D - Research and development expenses for Q1 2022 were CNY 76,761,878.60, a decrease from CNY 81,014,409.96 in Q1 2021, indicating a potential shift in investment strategy [27] - Cash outflow for investment activities was $501,067,064.74, compared to $379,710,406.28, showing increased capital expenditures for growth initiatives [32] - The company has not disclosed any new product developments or market expansion strategies in the provided reports [18]

Financial Performance - In 2021, the company achieved operating revenue of approximately ¥16.83 billion, a year-on-year increase of 6.99% compared to ¥15.73 billion in 2020[22]. - The net profit attributable to shareholders was approximately ¥126.37 million, a significant recovery from a loss of ¥258.23 million in 2020[22]. - The net cash flow from operating activities was approximately ¥718.91 million, a decrease of 11.24% from ¥809.93 million in 2020[22]. - The company's total assets decreased by 6.45% to approximately ¥16.21 billion from ¥17.33 billion in 2020[22]. - The basic earnings per share improved to ¥0.12 from a loss of ¥0.26 in 2020[22]. - The company reported a weighted average return on equity of 2.87%, an increase of 8.75 percentage points compared to -5.88% in 2020[22]. - The gross profit margin improved by 0.58 percentage points to 14.14% in 2021, despite high raw material prices and chip shortages[33]. - The company's main business revenue increased by 7.31%, while the main business cost rose by 6.45%, driven by a recovery in operations and increased order volume[81]. - The total revenue for the automotive parts segment was approximately ¥14.40 billion, representing a year-over-year increase of 6.45%[91]. Dividends and Shareholder Returns - The company distributed a cash dividend of 0.18 CNY per share in the first half of 2021, totaling 196,886,405.16 CNY, which accounted for 155.80% of the net profit attributable to shareholders for the year[5]. - The company will not distribute cash dividends, issue bonus shares, or increase capital from reserves for the year 2021[5]. - The cash dividend distribution plan for the first half of 2021 is set at 0.18 CNY per share, totaling 196,886,405.16 CNY based on 1,093,813,362 shares[199]. - The cash dividend distribution was implemented on September 13, 2021[200]. Audit and Compliance - The company received a standard unqualified audit report from Rongcheng Accounting Firm[4]. - The board of directors and supervisory board members confirmed the authenticity, accuracy, and completeness of the annual report[3]. - The company has no non-operating fund occupation by controlling shareholders or related parties[7]. - The company has no violations in decision-making procedures for providing guarantees[7]. - The company strictly adheres to information disclosure regulations, ensuring timely and accurate communication with investors through designated platforms[161]. - The company has implemented an insider information management system to enhance confidentiality and protect investor rights[161]. Market and Industry Trends - In 2021, the global automotive market faced challenges such as chip shortages and rising raw material prices, impacting production[31]. - The automotive production in China saw a year-on-year increase of 3.4%, with sales rising by 3.8% in 2021[31]. - In 2021, the global automotive production was approximately 73.4 million units, with a reduction of about 10.2 million units due to chip shortages[46]. - The production and sales of new energy vehicles reached 3.545 million and 3.521 million units, respectively, representing a year-on-year growth of 160% and a market share of 13.4%[47]. - The automotive parts industry is shifting towards product integration and modularization to improve production efficiency and vehicle performance[125]. - The trend in the automotive parts industry is moving from low-end production to high-end and refined products, with domestic high-end products increasingly replacing imports[125]. Research and Development - The company has a robust R&D system, focusing on comfort, safety, and ergonomics, which helps maintain its international technological leadership in product development[56]. - Research and development expenses increased by 25.73% to 321 million RMB, reflecting the company's commitment to innovation[80]. - The company invested a total of ¥377.83 million in R&D, which is 2.24% of total operating revenue, with 14.94% of this investment being capitalized[95]. - The company has developed a sleep-style headrest, successfully applied in Volkswagen's Magotan model, showcasing its innovation in response to market demands[57]. - The company is focusing on enhancing its digital capabilities by establishing a digital benchmark factory, which will improve interconnectivity across the supply chain[146]. Strategic Initiatives and Partnerships - The company focused on enhancing management efficiency and reducing costs while strategically investing in emerging businesses for future growth[32]. - The company established a joint venture for commercial vehicle seat manufacturing with FAW Harbin, which commenced production in October 2021[36]. - The company launched a new product, the hidden electric air vent, which achieved mass production by the end of 2021 and is expected to become a new profit growth point[39]. - The company has established long-term partnerships with major automotive manufacturers, including Audi, BMW, and Tesla, providing leading products and comprehensive solutions[55]. - The company completed the acquisition of Grammer in 2019, enhancing its global production, sales, and R&D network, solidifying its leading position in niche markets[66]. Governance and Management - The board of directors consists of 9 members, including 3 independent directors, ensuring a balanced governance structure[160]. - The company has established four specialized committees under the board: Strategy Committee, Audit Committee, Compensation and Assessment Committee, and Nomination Committee[160]. - The company emphasizes investor relations management, providing multiple channels for communication, including a dedicated investor email and hotline[161]. - The total pre-tax remuneration for the chairman is CNY 155.18 million, while the general manager received CNY 99.52 million, reflecting performance-based adjustments[167]. - The current management team includes experienced professionals with extensive backgrounds in various sectors, enhancing the company's operational capabilities[171]. Challenges and Risks - The company faces risks from macroeconomic fluctuations, as its products are closely tied to the automotive industry's performance[147]. - The company is addressing potential raw material price volatility, which constitutes approximately 70% of production costs[149]. - The ongoing COVID-19 pandemic poses risks to the automotive industry's recovery and stability[156]. - The integration of Grammer post-acquisition presents challenges due to differences in operational management systems[154].

1 证券简称：继峰股份 转债简称：继峰定01 证券代码：603997 公告编号：2021-083 转债代码：110802 转债简称：继峰定 02 转债代码：110801 宁波继峰汽车零部件股份有限公司 关于参加宁波辖区 2021 年度 投资者网上集体接待日活动的公告 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。 为进一步加强辖区上市公司与投资者特别是中小投资者的沟通交流，增强上 市公司的透明度，提升公司治理水平，促进公司规范运作，宁波继峰汽车零部件 股份有限公司（以下简称"公司"）将参加在宁波证监局指导下，由宁波上市公 司协会联合深圳市全景网络有限公司共同举办的"心系投资者 携手共行动"— —宁波辖区 2021 年度投资者网上集体接待日活动。现将有关事项公告如下： 本次投资者网上集体接待日活动将通过深圳市全景网络有限公司提供的网 上平台采取网络远程的方式举行，投资者可以登陆"全景·路演天下"网站 （http://rs.p5w.net）参与本次投资者网上集体接待日活动，活动时间为 2021 年 11 月 18 日（星期四 ...