| 序号 | 修改前 | | 修改后 | | --- | --- | --- | --- | | 1 | 第六条 公司注册资本为人民币 | | 第六条 公司注册资本为人民币 | | | 14,040 万元。 | | 14,450 万元。 | | 2 | | 第二十条 公司股份总数为 | 第二十条 公司股份总数为 14,450 | | | 14,040 万股，均为普通股。 | | 万股，均为普通股。 | 江苏必得科技股份有限公司 关于修改公司章程并办理相关备案手续的公 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。 2023 年 6 月 26 日，公司召开了第三届董事会第十二次会议和第三届监事会第 十一次会议，审议通过了《关于向激励对象授予限制性股票的议案》。同意以 2023 年 6 月 26 日为授予日，以 6.85 元/股的价格向符合条件的 40 名激励对象授予 410.00 万股限制性股票。 截至 2023 年 6 月 28 日止，公司实际已收到 40 名授予激励对象以货币资金缴纳 的新增出资款人民币 28,08 ...

江苏必得科技股份有限公司 关于 2022 年度业绩说明会召开时间调整的公告 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。 江苏必得科技股份有限公司（以下简称"公司"）已于 2023 年 5 月 12 日披露了《关于召开 2022 年度业绩说明会的公告》，根据实际 工作安排，现对本次业绩说明会的时间进行如下调整： 调整前： 公司定于 2023 年 05 月 31 日(星期三)下午 14:00-15:00 通过上 海证券交易所上证路演中心举办 2022 年度业绩说明会。 调整后： 公司定于 2023 年 05 月 31 日(星期三)上午 09:00-10:00 通过上 海证券交易所上证路演中心举办 2022 年度业绩说明会。 除上述召开时间调整外，原公告其他内容保持不变，具体如下： 证券代码：605298 证券简称：必得科技 公告编号：2023-016 总经理：王坚群先生 董事会秘书：汤双喜先生 江苏必得科技股份有限公司（以下简称"公司"）已于 2023 年 4 月 29 日发布公司 2022 年度报告，为便于广大投资者更 ...

证券代码：605298 证券简称：必得科技 公告编号：2023-015 江苏必得科技股份有限公司 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个别及连带责任。 重要内容提示： 会议召开时间：2023 年 05 月 31 日(星期三)下午 14:00-15:00 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 05 月 24 日(星期三)至 05 月 30 日(星期 二)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 通过公司邮箱 tangshuangxi@bidekeji.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。 江苏必得科技股份有限公司（以下简称"公司"）已于 2023 年 4 月 29 日发布公司 2022 年度报告，为便于广大投资者更全面深入地了 解公司 2022 年度经营成果、财务状况，公司计划于 2023 年 05 月 ...

2023 年第一季度报告 证券代码：605298 证券简称：必得科技 江苏必得科技股份有限公司 2023 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 | 52,671,207.13 | | 27.42 | | 归属于上市公司股东的净利润 | 833,619.75 | | -89.02 | | 归属于上市公司股东的扣除非经常性 | 622,563.33 | | -89.2 ...

Financial Performance - In 2022, the company's operating revenue was CNY 22,954.30 million, a decrease of 23.67% compared to CNY 30,070.24 million in 2021[21]. - The net profit attributable to shareholders was CNY 4,705.68 million, down 44.33% from CNY 8,452.61 million in the previous year[21]. - The net profit after deducting non-recurring gains and losses was CNY 4,048.52 million, a decline of 51.87% compared to CNY 8,410.91 million in 2021[21]. - The net cash flow from operating activities was CNY 2,310.30 million, a significant drop of 77.13% from CNY 10,100.80 million in 2021[21]. - The basic earnings per share decreased by 45.16% to 0.34 yuan, while diluted earnings per share also fell by the same percentage[22]. - The weighted average return on equity dropped to 4.85%, a decrease of 10.45 percentage points from the previous year[22]. - The gross profit margin for rail transit equipment was 52.88%, down 2.51 percentage points year-on-year, attributed to a decrease in product delivery volume[46]. - The company reported a revenue of CNY 229.54 million for the reporting period, a decline of 23.67% year-on-year, with net profit attributable to shareholders decreasing by 44.33% to CNY 47.06 million[42]. Assets and Liabilities - As of December 31, 2022, the total assets amounted to CNY 114,490.71 million, an increase of 2.64% from CNY 111,543.85 million at the end of 2021[21]. - The net assets attributable to shareholders were CNY 97,136.78 million, reflecting a slight increase of 0.40% from CNY 96,751.09 million in 2021[21]. - The company's accounts receivable at the end of 2022 amounted to 238.58 million yuan, accounting for 20.84% of total assets[75]. - The company's inventory at the end of 2022 was valued at 131.84 million yuan, representing 11.52% of total assets[75]. - Total liabilities rose to CNY 175,747,420.62 in 2022, up from CNY 142,035,718.62 in 2021, indicating an increase of about 23.7%[183]. Research and Development - The company invested 22.60 million yuan in R&D, a decrease of 1.34% year-on-year, and obtained several certifications including the intellectual property management system certificate[30][31]. - The company holds 57 patents and has 22 invention patents pending, showcasing its strong research and development capabilities[37]. - The company has developed multiple industry-leading products with independent intellectual property rights, including the intelligent control sand-spraying system and exhaust emission device, recognized as high-tech products by Jiangsu Province[37]. - The company has implemented a customer demand response mechanism, providing efficient and timely service, with a specialized technical service team capable of on-site support within eight hours[39]. Market and Industry Outlook - The rail transit equipment manufacturing industry is expected to continue growing, driven by the demand for locomotives, EMUs, and urban rail transit vehicles[34]. - The company aims to leverage the rapid upgrade of China's rail transit industry to enhance its product offerings and operational strategies[36]. - The total railway operating mileage in China increased from 98,000 kilometers in 2012 to 155,000 kilometers in 2022, with high-speed rail growing from 9,000 kilometers to 42,000 kilometers, maintaining the world's largest network[33]. Governance and Compliance - The company has established an independent accounting system and financial management system, ensuring no interference from controlling shareholders in financial decisions[82]. - The board of directors and management operate independently, supported by the controlling shareholders and actual controllers[82]. - The company has maintained a stable governance structure, with no significant changes in the board or management personnel during the reporting period[82]. - The company continues to focus on compliance with legal regulations in its operational adjustments and governance practices[82]. Environmental and Social Responsibility - The company has invested RMB 176,800 in environmental protection during the reporting period[116]. - The company has committed to sustainability initiatives, with a target to reduce carbon emissions by 25% over the next five years[88]. - Total investment in public welfare projects amounted to 700,000 CNY, specifically for the common prosperity fund and charity donations[123]. - The company has implemented various strategies to enhance energy efficiency and reduce carbon emissions in its operations[122]. Future Plans and Strategies - The company plans to focus on the rail transit equipment sector and expand into new fields to enhance overall operational quality and efficiency[65]. - In 2023, the company aims to strengthen existing business segments and enhance innovation to achieve annual goals[67]. - The company plans to consolidate its market position in traditional products like air conditioning and cable protection systems while promoting new products such as intelligent control sand-spraying systems[68]. - The establishment of the "Bide Technology R&D Center" is a key initiative to boost the company's R&D capabilities and innovation[69].

2022 年第三季度报告 证券代码：605298 证券简称：必得科技 江苏必得科技股份有限公司 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 注:"本报告期"指本季度初至本季度末 3 个月期间，下同。 (二)非经常性损益项目和金额 单位：元 币种：人民币 | 项目 | 本报告期金额 | 年初至报告期末金额 | 说明 | | --- | --- | --- | --- | | 非流动性资产处置损 | 0 | 217,807.69 | | | 益 | | | | | 越权审批，或无正式批 | | | | | 准文件，或偶发性的税 | | | | | 收返还、减免 | | | ...

Financial Performance - The company's operating revenue for the first half of 2022 was ¥108,029,464.30, a decrease of 31.99% compared to ¥158,843,642.42 in the same period last year[19]. - The net profit attributable to shareholders for the first half of 2022 was ¥26,694,573.28, down 43.22% from ¥47,014,386.70 in the previous year[19]. - The net cash flow from operating activities was -¥6,538,369.27, a decline of 184.09% compared to ¥7,775,708.35 in the same period last year[19]. - The basic earnings per share decreased to ¥0.19, representing a 59.57% drop from ¥0.47 in the previous year[20]. - The weighted average return on net assets was 2.88%, down 2.86 percentage points from 5.74% in the same period last year[20]. - The company achieved total revenue of CNY 108.03 million, a decrease of 31.99% compared to the previous year[34]. - The net profit attributable to shareholders was CNY 26.69 million, reflecting the impact of reduced customer settlements due to the pandemic[33]. - Operating profit for the first half of 2022 was RMB 31,176,356.34, down 43% from RMB 55,146,156.09 in the first half of 2021[110]. - The company reported a net loss of CNY 43,200,000.00 during the first half of 2022[128]. Assets and Liabilities - The total assets at the end of the reporting period were ¥1,142,375,591.10, an increase of 2.41% from ¥1,115,438,475.78 at the end of the previous year[19]. - The net assets attributable to shareholders decreased to ¥951,005,507.73, a decline of 1.71% from ¥967,510,934.45 at the end of the previous year[19]. - Cash and cash equivalents decreased by 7.62% to ¥448,264,700.24, accounting for 39.24% of total assets[38]. - Accounts receivable increased by 16.82% to ¥234,955,567.59, representing 20.57% of total assets[38]. - Inventory rose by 5.47% to ¥115,906,937.98, making up 10.15% of total assets[38]. - Fixed assets decreased by 4.11% to ¥44,873,604.33, which is 3.93% of total assets[38]. - The total liabilities reached CNY 189,319,399.37, compared to CNY 146,224,221.27, indicating a growth of approximately 29.5%[103]. - The company's equity attributable to shareholders decreased to CNY 951,005,507.73 from CNY 967,510,934.45, a decline of about 1.7%[103]. Research and Development - Research and development expenses increased by 16.68% to CNY 11.57 million, indicating a commitment to innovation[35]. - The company has developed multiple industry-leading products, including a lightweight air duct that reduces weight and manufacturing complexity, enhancing environmental performance[28]. - The company holds 52 patents and has 28 invention patents pending, showcasing its strong R&D capabilities[28]. - The company focuses on innovation and has established a comprehensive R&D system, collaborating with universities and research institutions[28]. - The company plans to continue focusing on R&D and market expansion strategies to improve future performance[112]. Market Position and Partnerships - The company maintains long-term partnerships with major manufacturers such as CRRC Qingdao and Beijing Subway, indicating strong market presence[29]. - The company’s products are widely used in various models of high-speed trains and urban rail vehicles across multiple cities, both domestically and internationally[29]. - The company has received several recognitions, including being named a national high-tech enterprise and a "Little Giant" in manufacturing by Jiangsu Province[28]. - The company is located in the economically developed Yangtze River Delta region, benefiting from a complete industrial chain and rich educational resources[31]. Environmental and Compliance - The company has no significant environmental penalties and implements measures to manage waste and emissions, ensuring compliance with national standards[55]. - Wastewater is treated to meet the first-level standard of the "Comprehensive Wastewater Discharge Standard" before being discharged into the municipal pipeline[56]. - The company implemented water-saving measures, including optimizing water systems to reduce waste and improve utilization efficiency[58]. - Energy-saving initiatives were adopted, such as using energy-efficient lighting and equipment to lower energy consumption[58]. Shareholder and Governance - The actual controller holds 69.44% of the company's shares, posing a risk of adverse influence on major decisions affecting the company and minority shareholders[48]. - The company has committed to not transferring or entrusting the management of shares for 36 months post-IPO, with automatic extensions under certain conditions[62]. - Shareholders are restricted from transferring more than 25% of their shares annually during their tenure as directors or senior management[65]. - The company will ensure that any share reductions post-lockup period will not be below the issuance price[66]. - The company has established a responsibility mechanism for water conservation in compliance with national regulations[58]. Financial Management and Risks - The company faces risks related to changes in industrial policies that could adversely affect the rail transit equipment demand[42]. - The company is exposed to market risks due to high customer concentration in the rail transit vehicle manufacturing sector[44]. - The company emphasizes the importance of maintaining product quality to avoid reputational damage and operational impacts[45]. - The successful implementation of fundraising investment projects is crucial for maintaining and enhancing the company's market position and product structure, with risks associated with project delays or failure to achieve expected benefits[48]. Financial Reporting and Accounting - The financial statements are prepared in accordance with the enterprise accounting standards, ensuring a true and complete reflection of the company's financial status[138]. - The company measures identifiable assets and liabilities acquired in a business combination at fair value on the acquisition date[143]. - The company prepares consolidated financial statements based on its own and subsidiaries' financial reports, reflecting the overall financial position and performance of the group[148]. - The company recognizes expected credit losses based on the risk of default weighted average of financial instruments, with the entire expected credit loss over the instrument's lifetime being considered[187].

2022 年第一季度报告 证券代码：605298 证券简称：必得科技 江苏必得科技股份有限公司 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、准确性和完整性依法承担法律责任。 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 1 / 11 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 41,335,928.76 -28.5 归属于上市公司股东的净利润 7,589,911.26 -12.41 归属于上市公司股东的扣除非经常性 损益的净利润 5,802,310.26 -33.15 经营活动产生的现金流量净额 -3,434,762.08 86.12 基本每股收益（元/股） 0.07 ...

Financial Performance - The company's operating revenue for 2021 was RMB 30,070.24 million, a decrease of 13.47% compared to RMB 34,749.96 million in 2020[19]. - The net profit attributable to shareholders for 2021 was RMB 8,452.61 million, down 19.11% from RMB 10,449.78 million in 2020[19]. - The net profit after deducting non-recurring gains and losses was RMB 8,410.91 million, a decrease of 15.15% compared to RMB 9,912.39 million in 2020[19]. - Basic earnings per share (EPS) for 2021 was 0.82 yuan, down 36.43% compared to 1.29 yuan in 2020[21]. - The company reported a total revenue of 300.70 million yuan in 2021, a decrease of 13.47% year-on-year[27]. - The company reported a revenue of CNY 300,702,370.74 for the reporting period, a decrease of 13.47% year-on-year, with net profit attributable to shareholders declining by 19.11% to CNY 84,526,082.04[38]. - The company reported a significant increase in capital reserves to CNY 459,037,603.11 from CNY 94,037,642.72, representing a growth of approximately 388.2%[168]. - The company’s total comprehensive income for 2021 was approximately ¥84.35 million, down from ¥107.13 million in 2020[177]. Cash Flow and Assets - The net cash flow from operating activities increased by 84.68% to RMB 10,100.80 million from RMB 5,469.47 million in 2020[19]. - Cash and cash equivalents at the end of the year increased by 327.28% compared to the previous year, totaling 485.22 million yuan[51]. - The net cash flow from operating activities was 101.01 million yuan, an increase of 84.68% year-on-year[49]. - Total assets increased to CNY 1,115,438,475.78 as of December 31, 2021, up from CNY 632,731,107.62 in 2020, representing a growth of approximately 76.2%[167]. - Current assets totaled CNY 839,519,441.20, a significant increase from CNY 494,931,603.12 in the previous year, reflecting a growth of about 69.5%[166]. - Total liabilities amounted to CNY 146,224,221.27, up from CNY 98,452,381.04, indicating a rise of approximately 48.6%[168]. - The company reported a financial income of CNY 12,133,861.46, compared to CNY 153,265.86 in the previous year[173]. Research and Development - The company invested 22.90 million yuan in R&D in 2021, representing a year-on-year increase of 17.43%[28]. - The company has developed multiple industry-leading products with independent intellectual property rights, including lightweight air ducts and obstacle detection systems, enhancing product competitiveness[34]. - Research and development expenses for 2021 were CNY 22,902,719.08, up from CNY 19,502,500.98 in 2020[173]. - The number of R&D personnel was 50, accounting for 15.02% of the total workforce[48]. Market and Customer Base - The number of railway passengers transported in 2021 was 2.533 billion, an increase of 16.9% from the previous year[27]. - The company is actively pursuing market expansion both domestically and internationally, with products used in cities like Istanbul, Singapore, and Mumbai[35]. - The company has established long-term partnerships with major domestic manufacturers such as CRRC Qingdao, CRRC Changchun, and Beijing Subway, ensuring a stable customer base[35]. - The top five customers contributed sales of 222.33 million yuan, accounting for 73.33% of the total annual sales[45]. Governance and Compliance - The board of directors operated in compliance with relevant laws and regulations, with all resolutions made during meetings being legal and effective[73]. - The company has established an independent accounting system and financial management practices, ensuring no interference from controlling shareholders in financial decisions[74]. - The company has not faced significant changes in competition from controlling shareholders or related parties, maintaining its operational independence[75]. - The company has no record of penalties from securities regulatory agencies in the past three years[86]. Future Plans and Strategies - The company plans to distribute a cash dividend of RMB 4 per 10 shares, totaling RMB 43.20 million based on a total share capital of 108 million shares[5]. - The company intends to increase its share capital by 3 shares for every 10 shares held, resulting in an increase of 32.40 million shares, bringing the total share capital to 140.40 million shares[5]. - The company aims to strengthen its existing business segments, particularly in traditional products like air conditioning and ventilation systems, while promoting new products such as intelligent control sand-spraying systems[58]. - The company plans to enhance its R&D capabilities by increasing investment and establishing a modern R&D testing system, supported by the "Bide Technology R&D Center Construction Project"[59]. Environmental and Social Responsibility - The company is committed to a green and low-carbon transformation across all lifecycle stages of transportation planning, design, construction, operation, and maintenance[55]. - The company has implemented measures to ensure compliance with environmental standards, including waste gas treatment and wastewater management[104]. - The company does not belong to the key pollutant discharge units and has not faced significant penalties for environmental issues during the reporting period[104]. Risks and Challenges - The company faces risks related to potential changes in national industrial policies that could impact the demand for rail transit equipment[61]. - The company operates in a highly concentrated market, with CRRC subsidiaries holding nearly 100% market share in high-speed and urban rail vehicle manufacturing, leading to high customer concentration risk[62]. - The company’s reliance on a limited number of large state-owned enterprises for sales increases the risk of revenue volatility if these clients change procurement strategies[62]. - The company faces risks related to the uncertainty of new product development and technological innovation, which could lead to project failures or market rejection[63].

Financial Performance - The company's operating revenue for Q3 2021 was ¥48,632,902.04, a decrease of 32.87% compared to the same period last year[5] - The net profit attributable to shareholders was ¥10,592,825.19, down 56.00% year-on-year[5] - Basic earnings per share decreased by 70.00% to ¥0.09[6] - Total revenue for the first three quarters of 2021 was CNY 229,497,908.94, a decrease of 9.5% compared to CNY 207,476,544.46 in the same period of 2020[17] - Net profit for the third quarter of 2021 was CNY 64,090,943.95, an increase of 11.5% from CNY 57,607,211.89 in the same quarter of 2020[18] - Total comprehensive income for the third quarter of 2021 was CNY 57,607,211.89, a decrease from CNY 64,090,943.95 in the same period of 2020, representing a decline of approximately 10.5%[19] - Basic earnings per share for the third quarter of 2021 was CNY 0.56, down from CNY 0.79 in the previous year, indicating a decrease of about 29.1%[19] Assets and Equity - The total assets increased by 62.44% to ¥1,027,778,496.58 compared to the end of the previous year[6] - The equity attributable to shareholders rose by 76.07% to ¥940,685,898.86[6] - Total assets as of the end of the third quarter of 2021 amounted to CNY 1,027,778,496.58, compared to CNY 632,731,107.62 at the end of the same period in 2020, representing a growth of 62.3%[17] - The company's equity attributable to shareholders reached CNY 940,685,898.86, up from CNY 534,278,726.58, indicating a growth of 76.1%[17] Cash Flow - Cash flow from operating activities for the year-to-date was ¥10,833,708.13, reflecting a significant increase of 133.57%[6] - Net cash flow from operating activities for the third quarter of 2021 was CNY 10,833,708.13, a significant improvement compared to a net outflow of CNY 32,276,025.12 in the same period of 2020[22] - Cash inflow from operating activities totaled CNY 138,538,822.99, while cash outflow was CNY 127,705,114.86, resulting in a net cash flow of CNY 10,833,708.13[22] - Total cash outflow for operating activities was CNY 127,705,114.86, a reduction from CNY 182,161,382.85 in the same period of 2020, reflecting improved cash management[22] - Cash flow from investing activities showed a net outflow of CNY 193,023,135.72 in the third quarter of 2021, compared to a net inflow of CNY 22,838,534.07 in the same period of 2020[23] - Cash flow from financing activities generated a net inflow of CNY 357,609,689.86 in the third quarter of 2021, contrasting with a net outflow of CNY 41,512,180.02 in the previous year[23] - The ending cash and cash equivalents balance as of the third quarter of 2021 was CNY 288,981,067.04, a significant increase from CNY 8,520,251.45 at the end of the third quarter of 2020[23] - The company received CNY 412,000,000.00 from financing activities, indicating strong capital inflow during the period[23] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 12,733[11] - The largest shareholder, Wang Jianqun, holds 53.33% of the shares, totaling 57,600,000 shares[11] Operational Challenges and Strategies - The decline in revenue and profit was attributed to the impact of the pandemic and reduced settlements from downstream customers[9] - The company received government subsidies amounting to ¥164,300.00 during the reporting period[8] - Research and development expenses for the first three quarters of 2021 were CNY 14,917,689.63, slightly down from CNY 15,949,793.91 in the same period of 2020[18] - The company reported an investment income of CNY 1,698,506.76 for the third quarter of 2021, compared to a loss in the previous year[18] - The company plans to expand its market presence and invest in new technologies to drive future growth[17] - The company has indicated a focus on improving operational efficiency and reducing costs in the upcoming quarters[17]