Core Viewpoint - The document outlines the securities investment management system of Zhejiang Yonghe Refrigeration Co., Ltd., aiming to regulate investment behavior, mitigate risks, and enhance operational efficiency while protecting investor rights and company interests [1][2]. Group 1: General Principles - The securities investment is defined as the company's activities in domestic and foreign markets to maximize returns while controlling risks [1]. - The investment principles include compliance with laws, prudent and effective investment practices, and ensuring that the investment scale aligns with the company's asset structure [2]. - The funding for securities investments must come from the company's own funds, prohibiting the use of raised funds [2]. Group 2: Approval Procedures and Decision Authority - The company must adhere to strict approval procedures for securities investments, with decision-making authority based on the investment amount relative to the company's audited net assets [3]. - The board of directors and shareholders can authorize the chairman to make specific investment decisions within the approved limits [3][4]. - The company can estimate future investment ranges and amounts for up to 12 months to streamline the approval process [4]. Group 3: Professional Management and Internal Processes - A securities investment working group or designated personnel is responsible for managing and operating securities investments, including feasibility analysis and risk assessment [5]. - The finance department must establish accounting methods and maintain complete financial records related to securities investments [5]. - The legal department is tasked with ensuring compliance with information disclosure requirements related to securities investments [6]. Group 4: Risk Control and Supervision - The company must implement strict control systems to separate investment operations from other business activities, ensuring independent oversight [6]. - The audit center is responsible for auditing the use of funds and the execution of investment activities, reporting findings to the audit committee [6]. - Independent directors and the audit committee have the authority to supervise and propose external audits if irregularities are found [6]. Group 5: Information Disclosure - The company must comply with regulations regarding information management and disclosure related to securities investments [7]. - The legal department is responsible for external communication of investment activities, ensuring confidentiality before public disclosure [7]. - The board of directors must monitor the progress and safety of investments, taking immediate action in case of significant losses [7]. Group 6: Miscellaneous Provisions - The document stipulates that any matters not covered will follow relevant laws and regulations, with the company's articles of association taking precedence in case of discrepancies [8]. - The terms "above" and "within" include the stated numbers, while "exceed" does not [8]. - The system becomes effective upon approval by the board of directors [8].

Core Viewpoint - Zhejiang Yonghe Refrigeration Co., Ltd. has adjusted the stock option exercise price and related matters in its 2021 stock option and restricted stock incentive plan, ensuring compliance with relevant laws and regulations [4][14]. Summary by Sections Legal Opinion and Compliance - The law firm has conducted a thorough review of the necessary documents and facts to issue the legal opinion, ensuring adherence to the Company Law, Securities Law, and relevant regulations [4][5]. - The law firm confirms that all required approvals and authorizations for the adjustment have been obtained, aligning with the management measures and the company's articles of association [14]. Adjustment Details - The adjustment was necessitated by the company's profit distribution plan, which included a cash dividend of 0.25 RMB per share, totaling approximately 117.41 million RMB [14]. - The adjustment method for the stock option exercise price is based on the dividend distribution, resulting in a new exercise price of 22.35 RMB per share, down from 22.60 RMB [15][16]. Approval Process - The adjustment was approved through a series of board meetings and shareholder meetings, with independent directors providing consent at each stage [8][10][11]. - The company has maintained transparency throughout the process, with no objections raised during the public notice period for the incentive plan [8].

Core Viewpoint - The credit rating report indicates that Zhejiang Yonghe Refrigeration Co., Ltd. maintains a stable credit rating of AA- due to its strong position in the fluorinated refrigerant industry and improved capital strength following a stock issuance [3][4]. Company Overview - Zhejiang Yonghe Refrigeration Co., Ltd. is recognized for its continuous improvement in the fluorinated chemical industry, particularly in the production of third-generation refrigerants [3][4]. - The company has successfully completed a stock issuance to specific investors, raising 1.72 billion yuan, which has significantly enhanced its capital strength [4][5]. Financial Performance - The company's financial data shows a significant increase in net profit, with a year-on-year growth of 117.79% in 2024 [4][5]. - Key financial metrics for 2025 include total debt of 30.35 billion yuan and total equity of 46.83 billion yuan, reflecting a stable financial structure [4][5]. Industry Environment - The refrigerant industry is experiencing a favorable market environment, driven by the implementation of the third-generation refrigerant quota policy, which is expected to lead to increased prices and improved profitability for leading companies [11][12]. - The demand for fluorinated refrigerants is primarily driven by the household air conditioning, refrigeration, and automotive air conditioning sectors, which exhibit relatively inelastic demand [11][12]. Production Capacity and Utilization - The company has a total production capacity of 135,000 tons per year for its chemical raw materials, with a utilization rate of 94.48% [17][20]. - The production model under the quota system is based on "sales-driven production," which may lead to a reduction in production levels for certain fluorinated chemicals in 2024 [17][20]. Risks and Challenges - The company faces potential risks related to safety production, environmental compliance, and fluctuations in raw material prices, particularly for fluorite, which is a critical resource [5][22]. - The company’s external sales are increasingly affected by international trade tensions and currency exchange rate fluctuations, which could impact its profitability [22][19].

Core Viewpoint - The company has announced an adjustment to the stock option exercise price from 22.60 CNY per share to 22.35 CNY per share, following the approval of the 2024 annual profit distribution plan [1][7]. Group 1: Stock Option Adjustment - The adjustment of the stock option exercise price is based on the company's 2024 annual profit distribution plan, which includes a cash dividend of 0.25 CNY per share [5][7]. - The adjustment method for the exercise price is defined as P = P0 - V, where P0 is the original exercise price and V is the cash dividend per share [7]. - The adjustment has been deemed reasonable and compliant with relevant regulations, ensuring no harm to the interests of the company and its shareholders [7][8]. Group 2: Approval Process - The adjustment was approved during the 19th meeting of the board of directors, with independent directors expressing their agreement on the legitimacy and effectiveness of the adjustment process [3][4]. - The company’s supervisory board has confirmed that the adjustment process was legal and accurate, with no objections raised during the public notice period [2][6]. - Legal opinions have been obtained confirming that the adjustment complies with the relevant laws and regulations [7][8].

Core Viewpoint - The company aims to enhance operational quality and profitability through the "Quality Improvement and Efficiency Enhancement Return" action plan for 2024 and 2025, responding to the Shanghai Stock Exchange's initiative to protect investor interests and boost confidence [1][2]. Group 1: Business Performance and Strategy - The company focuses on its four main business segments: fluorocarbon chemicals, fluorine-containing polymer materials, fluorine-containing fine chemicals, and chemical raw materials, achieving a revenue of 4.605 billion yuan in 2024, a year-on-year increase of 5.42% [2][3]. - Domestic sales showed strong growth, with revenue reaching 2.988 billion yuan in 2024, up 15.30% year-on-year, increasing its share of total revenue from 60.97% in 2023 to 67.30% in 2024 [3]. - The company successfully raised 1.736 billion yuan through a targeted stock issuance, which will support the construction of a new energy materials industrial park [2][3]. Group 2: Innovation and Development - The company is committed to product iteration and upgrading, focusing on the development of second and third-generation refrigerants and accelerating the innovation of fourth-generation refrigerants [4]. - A total of 17 new patents were added in 2024, including 3 invention patents and 14 utility model patents, enhancing the company's technological capabilities [5]. - The company has established a research and development system that integrates various research institutes to improve innovation efficiency and protect intellectual property [5]. Group 3: Investor Relations and Communication - The company emphasizes high-quality information disclosure, having published 6 regular reports and 122 temporary announcements in 2024, and has received an "A" rating for information disclosure from the Shanghai Stock Exchange for two consecutive years [6][7]. - A cash dividend of 57 million yuan was distributed to shareholders in 2024, with a planned increase to 117 million yuan in 2025, representing a year-on-year growth of 105.82% [5][6]. Group 4: Corporate Governance - The company is enhancing its internal governance structure and compliance awareness, conducting training for board members and senior management to improve operational efficiency [8][9]. - An employee stock ownership plan was implemented, covering 388 employees and aligning their interests with those of the company and shareholders [9][10].

Meeting Details - The 16th meeting of the 4th Supervisory Board of Zhejiang Yonghe Refrigeration Co., Ltd. was held on June 19, 2025, via communication method, with all three supervisors present [1] - The meeting was chaired by Mr. Huang Guodong and complied with relevant laws and regulations [1] Resolution Summary - The Supervisory Board approved the proposal to adjust the stock option exercise price, changing it from 22.60 yuan per share based on the 2024 profit distribution plan [1] - The voting results were 2 votes in favor, 0 votes against, and 0 abstentions, with supervisor Hu Yongzhong abstaining due to a conflict of interest [1]

| 证券代码：605020 | 证券简称：永和股份 | 公告编号：2025-052 | | --- | --- | --- | | 债券代码：111007 | 债券简称：永和转债 | | 公司前次主体信用等级评级为"AA-"，评级展望为"稳定"，"永和转债" 前次债券评级为"AA-"。评级机构为中证鹏元，评级时间为 2024 年 6 月 24 日。 中证鹏元在对公司经营状况、行业发展情况等进行综合分析与评估的基础 上，于 2025 年 6 月 18 日出具了《2022 年浙江永和制冷股份有限公司公开发行 可转换公司债券 2025 年跟踪评级报告》（中鹏信评【2025】跟踪第【210】号 01），公司本次主体信用评级等级为"AA-"，评级展望为"稳定"，"永和转 债"本次债券信用评级为"AA-"。本次评级结果较前次未发生变化。 1/2 浙江永和制冷股份有限公司 关于公开发行可转换公司债券 2025 年跟踪评级结果 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： 前次债券评级："AA-"，主体信用等级评级： ...

2、2021 年 10 月 13 日至 2021 年 10 月 22 日，在公司内部对本次拟激励对象名 单及职务进行了公示，公示期间共计 10 天。在公示期内，公司监事会未收到任何个 人或组织对公司本次拟激励对象提出的异议。2021 年 10 月 23 日，公司披露了《监 1/5 浙江永和制冷股份有限公司 关于调整股票期权行权价格的公告 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、准确性和完整性依法承担法律责任。 | 证券代码：605020 | 证券简称：永和股份 | 公告编号：2025-050 | | --- | --- | --- | | 债券代码：111007 | 债券简称：永和转债 | | 浙江永和制冷股份有限公司（以下简称"公司"）于 2025 年 6 月 19 日召开 第四届董事会第十九次会议及第四届监事会第十六次会议，审议通过了《关于调 整股票期权行权价格的议案》，同意将公司首次及预留授予部分股票期权行权价格 由 22.60 元/股调整为 22.35 元/股。现对有关事项说明如下： 一、2021 年股票期权与限制性股票激励计划已履行的审议 ...

北京市环球律师事务所上海分所 关于 浙江永和制冷股份有限公司 调整 2021 年股票期权与限制性股票激励计划 股票期权行权价格的 法律意见书 释义 在本法律意见书，除非另有说明，以下简称或用语具有如下含义： | 本所、本所律师 | 指 | 北京市环球律师事务所上海分所及其经办律师 | | --- | --- | --- | | 本法律意见书 | 指 | 北京市环球律师事务所上海分所关于浙江永和制冷 | | | | 股份有限公司调整 2021 年股票期权与限制性股票激 | | | | 励计划股票期权行权价格的法律意见书 | | 公司、上市公司、永 和股份 | 指 | 浙江永和制冷股份有限公司 | | | | 浙江永和制冷股份有限公司 2021 年股票期权与限制 | | 本激励计划 | 指 | 性股票激励计划 | | 《激励计划（草案）》 | 指 | 《浙江永和制冷股份有限公司 年股票期权与限 2021 | | | | 制性股票激励计划（草案）》 | | 股票期权 | 指 | 公司授予激励对象在未来一定期限内以预先确定的 | | | | 价格和条件购买本公司一定数量股票的权利 | | 限制性股票 | 指 | 公司 ...

2022 年浙江永和制冷股份有限公 司公开发行可转换公司债券 2025 年跟踪评级报告 中鹏信评【2025】跟踪第【210】号 01 信用评级报告声明 除因本次评级事项本评级机构与评级对象构成委托关系外，本评级机构及评级从业人员与评级对象不存 在任何足以影响评级行为独立、客观、公正的关联关系。 本评级机构与评级从业人员已履行尽职调查义务，有充分理由保证所出具的评级报告遵循了真实、客观、 公正原则，但不对评级对象及其相关方提供或已正式对外公布信息的合法性、真实性、准确性和完整性 作任何保证。 本评级机构依据内部信用评级标准和工作程序对评级结果作出独立判断，不受任何组织或个人的影响。 本评级报告观点仅为本评级机构对评级对象信用状况的个体意见，不作为购买、出售、持有任何证券的 建议。本评级机构不对任何机构或个人因使用本评级报告及评级结果而导致的任何损失负责。 本次评级结果自本评级报告所注明日期起生效，有效期为被评证券的存续期。同时，本评级机构已对受 评对象的跟踪评级事项做出了明确安排，并有权在被评证券存续期间变更信用评级。本评级机构提醒报 告使用者应及时登陆本公司网站关注被评证券信用评级的变化情况。 本评级报告版权 ...