| 证券代码：688103 | 证券简称： 国力股份 | 公告编号：2023-055 | | --- | --- | --- | | 转债代码：118035 | 转债简称：国力转债 | | 昆山国力电子科技股份有限公司 2023 年半年度募集资金存放与实际使用情况的专项 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。 根据《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》《上海证券交易所科创板上市公司自律监管指引第1号——规范运作》《上 海证券交易所科创板股票上市规则》等有关法律、法规及相关文件的规定，昆 山国力电子科技股份有限公司（以下简称"公司"或"本公司"）就2023年半 年度募集资金存放与实际使用情况的专项报告说明如下： 一、 募集资金基本情况 （一） 实际募集资金金额、资金到账时间 账前，截至2023年6月30日止，公司利用自筹资金对募集资金项目累计已投入 6,881.72万元，募集资金到账后，公司以募集资金置换预先已投入募集资金投 资项目的自筹资金6,881.72万元；（2）截至2023 ...

本公司监事会及全体监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。 一、监事会会议召开情况 昆山国力电子科技股份有限公司（以下简称"国力股份"或"公司"）第三 届监事会第六次会议的会议通知于 2023 年 8 月 18 日以电子邮件的形式送达全 体监事，于 2023 年 8 月 28 日在昆山市西湖路 28 号国力股份 1 号会议室以现场 结合通讯方式召开，由公司监事会主席殷琴主持，会议应参加表决监事 3 人，实 际参加表决监事 3 人，本次会议的召集、召开符合《中华人民共和国公司法》等 法律、法规和《昆山国力电子科技股份有限公司章程》（以下简称《公司章程》） 的有关规定。 二、监事会会议审议情况 经与会监事审议，做出如下决议： （一）审议通过《关于公司 2023 年半年度报告及摘要的议案》 公司 2023 年半年度报告及摘要的编制和审议程序符合法律法规、《公司章 程》和公司内部管理制度的各项规定。公司 2023 年半年度报告的内容与格式符 合中国证券监督管理委员会和上海证券交易所的各项规定，能够公允反映公司报 告期内的财务状况和经营成果，半 ...

昆山国力电子科技股份有限公司独立董事 (以下无正文,仅为签字页) (本页无正文,为《昆山国力电子科技股份有限公司独立董事关于第三届董事会 第六次会议相关事项的独立意见》之签署页） 独立董事： 王琦龙_王琦龙 2023 年 8 月 28 日 （本页无正文,为《昆山国力电子科技股份有限公司独立董事关于第三届董事会 第六次会议相关事项的独立意见》之签署页 ) 关于第三届董事会第六次会议相关事项的独立意见 昆山国力电子科技股份有限公司(以下简称为"公司")于 2023 年 8 月 28 日召开了第三届董事会第六次会议,根据《中华人民共和国公司法》等法律、法 规、规范性文件及《昆山国力电子科技股份有限公司章程》《昆山国力电子科技 股份有限公司董事会议事规则》《昆山国力电子科技股份有限公司独立董事工作 制度》等有关规定,我们作为公司的独立董事,查阅了公司提供的相关资料,基 于独立判断的立场,现就公司第三届董事会第六次会议相关事项发表如下独立意 见: 一、《关于公司2023年半年度募集资金存放与实际使用情况的专项报告的议案》 的独立意见 我们认为:公司 2023 年半年度募集资金存放与使用情况符合《上市公司监 管指引第 2 ...

证券代码：688103 证券简称：国力股份 公告编号：2023-031 昆山国力电子科技股份有限公司 关于举办 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。 一、说明会类型 公司已于 2023 年 4 月 7 日在上海证券交易所网站（www.sse.com.cn）披露 了《昆山国力电子科技股份有限公司 2022 年年度报告》及《昆山国力电子科技 股份有限公司 2022 年年度报告摘要》。为便于广大投资者更加全面深入地了解 会议召开时间：2023 年 5 月 16 日（星期二）15:00-17:00 会议召开地点：价值在线（www.ir-online.cn） 会议召开方式：网络互动方式 会议问题征集：投资者可于 2023 年 5 月 16 日（星期二）前访问网址 https://eseb.cn/14ud2Mt5o40 或使用微信扫描下方小程序码进行会前提 问，昆山国力电子科技股份有限公司（以下简称"公司"）将通过本次 业绩说明会，在信息披露允许范围内就投资者普遍关注的问题进行回答。 公司经营业绩 ...

Financial Performance - The company's operating revenue for Q1 2023 was ¥128,989,245.19, representing a year-on-year increase of 0.32%[5] - The net profit attributable to shareholders was ¥11,425,685.92, showing a decrease of 5.24% compared to the same period last year[5] - The net profit after deducting non-recurring gains and losses was ¥11,253,597.72, down by 2.32% year-on-year[5] - Basic earnings per share for the period were ¥0.12, reflecting a decrease of 7.86% compared to the previous year[6] - Net profit for Q1 2023 was CNY 10,961,362.93, down from CNY 12,206,125.27 in Q1 2022, reflecting a decrease of 10.2%[19] - Basic and diluted earnings per share for Q1 2023 were both CNY 0.12, compared to CNY 0.13 in Q1 2022[20] Cash Flow - The net cash flow from operating activities was ¥11,290,933.36, a significant decline of 34.09% year-on-year, primarily due to increased expenditures on goods, wages, and taxes[9] - Cash inflow from operating activities was CNY 165,887,291.60 in Q1 2023, up from CNY 124,695,706.55 in Q1 2022, indicating an increase of 32.9%[22] - Total cash outflow from operating activities reached $154,596,358.24, compared to $107,563,863.29 in the same period last year, representing a rise of approximately 43.7%[23] - The net cash flow from investing activities was -$12,234,643.54, a significant improvement from -$148,787,255.51 in the previous year, showing a reduction in losses by about 91.8%[23] - Cash flow from financing activities resulted in a net outflow of -$27,160,233.00, compared to -$88,887.49 in the prior year, indicating a substantial increase in cash outflow[24] - The net increase in cash and cash equivalents for the quarter was -$28,498,382.62, compared to -$131,609,640.87 in the same quarter last year, reflecting a significant improvement[24] Assets and Liabilities - Total assets at the end of the reporting period were ¥1,460,424,946.82, a decrease of 1.98% from the end of the previous year[6] - The company's current assets totaled RMB 965,843,231.99, down from RMB 1,004,865,670.08 at the end of 2022, indicating a decrease of about 3.9%[16] - The company's total liabilities decreased to RMB 410,899,448.46 from RMB 456,241,334.60, a reduction of approximately 9.9%[17] - The equity attributable to owners of the company increased to RMB 360,837,448.33 from RMB 349,411,762.41, reflecting an increase of about 3.9%[17] Expenses - Research and development expenses totaled ¥15,768,163.66, which accounted for 12.22% of operating revenue, an increase of 2.73 percentage points year-on-year[6] - Total operating costs increased to CNY 115,522,499.41 in Q1 2023 from CNY 111,628,047.05 in Q1 2022, marking an increase of 3.2%[18] - The company reported a decrease in investment income to CNY 43,883.11 in Q1 2023 from CNY 421,877.25 in Q1 2022[19] - The financial expenses for Q1 2023 were CNY 381,340.75, compared to a financial income of CNY 1,094,180.71 in Q1 2022[18] - The company experienced a credit impairment loss of CNY 3,151,354.39 in Q1 2023, up from CNY 1,528,598.23 in Q1 2022[19] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 2,655[10] - The largest shareholder, Yin Jianping, held 27.75% of the shares, totaling 26,472,600 shares[11] Inventory and Receivables - Accounts receivable increased to RMB 244,125,475.92 from RMB 301,777,562.31, showing an increase of about 19.0%[15] - The company's inventory increased to RMB 190,760,970.09 from RMB 177,508,543.70, indicating an increase of approximately 7.5%[16] Accounting Standards - The company has adopted new accounting standards starting in 2023, which may affect the financial reporting[24]

Financial Performance - The company's operating revenue for 2022 was CNY 700.11 million, representing a year-on-year increase of 37.53%, primarily driven by strong demand from customers in the new energy vehicle and charging infrastructure sectors, with direct current contactor sales increasing by 56.05%[30]. - The net profit attributable to shareholders for 2022 was CNY 85.42 million, up 17.01% from CNY 73.00 million in 2021[26]. - The net cash flow from operating activities decreased by 86.45% to CNY 5.54 million, mainly due to a 14.99% decline in cash received from sales compared to the previous year[30]. - The company's total assets at the end of 2022 were CNY 1.49 billion, an increase of 15.70% from CNY 1.29 billion at the end of 2021[26]. - The basic earnings per share for 2022 was CNY 0.90, a decrease of 4.26% compared to CNY 0.94 in 2021[28]. - The diluted earnings per share for 2022 was CNY 0.89, down 5.32% from CNY 0.94 in the previous year[28]. - The net profit excluding non-recurring gains and losses was 81.99 million yuan, up 27.59% year-on-year[111]. - The company achieved a total revenue of 197,784,952.55, a 57.21% increase compared to 125,810,218.76 from the previous year[127]. Research and Development - The R&D expenditure as a percentage of operating revenue increased to 8.92% in 2022, up from 8.13% in 2021, indicating a focus on innovation[28]. - Total R&D investment reached ¥62,450,500, a significant increase of 50.97% compared to the previous year, primarily due to hiring more R&D personnel and increased service fees for product improvements and new product development[76]. - The company applied for a total of 56 patents and was granted 35 patents during the reporting period, enhancing its product system in the vacuum electronic device manufacturing field[73]. - The company has developed advanced technologies in vacuum contactor control circuits, which are not common in the industry, showcasing its commitment to innovation[72]. - The company emphasizes the development of core products and actively explores new products with growth potential in the vacuum electronic device industry[72]. Market Expansion and Strategy - The company plans to continue expanding its market presence and investing in new technologies to meet growing customer demands in the new energy sector[30]. - The company is exploring market expansion opportunities in sectors such as renewable energy and aerospace, leveraging its technological advancements[48]. - The company is in the market expansion phase in the photovoltaic and energy storage sectors, which presents both potential and challenges due to its relatively small scale[96]. - The company aims to enhance its market share in high-end manufacturing sectors such as new energy and aerospace by providing advanced electronic vacuum devices[152]. - The company plans to increase R&D investment and improve the R&D management mechanism to foster innovation and product development[153]. Governance and Compliance - The company has received a standard unqualified audit report from the accounting firm[7]. - The company has not reported any instances where more than half of the directors could not guarantee the authenticity, accuracy, and completeness of the annual report[10]. - The governance structure has been improved, ensuring compliance with relevant laws and regulations, and enhancing the fairness and rationality of board decisions[158]. - The company has established a comprehensive internal control management system, promoting full participation and connection among departments[155]. - The company held 8 board meetings, 7 supervisory meetings, and 4 shareholder meetings during the reporting period, with all resolutions passed without any objections[158]. Employee and Talent Development - The workforce increased from 828 to 1,052 employees, marking a growth rate of 27.05%[46]. - The company emphasizes talent development, having cultivated a team of young engineers across various technical fields to enhance R&D capabilities[89]. - The company has established a competitive salary and benefits system to attract and retain talent, with basic salary, performance, and benefits as key components[189]. - The educational background of employees shows 3 with a doctorate, 34 with a master's degree, 200 with a bachelor's degree, 151 with an associate degree, and 664 with below associate degree[188]. Cash Dividend Policy - The company plans to distribute a cash dividend of 2.75 RMB per 10 shares, totaling approximately 26,232,250 RMB, which accounts for 30.71% of the net profit attributable to shareholders for the year 2022[7]. - The cash dividend policy stipulates that the company should distribute at least 20% of the annual distributable profit in cash, and the cumulative cash distribution over any three consecutive years should not be less than 30% of the average annual distributable profit[192]. - The profit distribution plan was approved by the company's third board of directors and is pending approval from the annual general meeting[199]. - The decision-making procedures and mechanisms related to the dividend policy were complete and compliant[200]. Risks and Challenges - The company faces risks related to the potential decline in gross margin due to increased market competition and changes in product pricing and costs[101]. - The company is at risk of core technology leakage, which could undermine its competitive advantage in the electronic vacuum device industry[92]. - The company operates in a highly competitive environment, facing challenges from established players like Tyco Electronics and Siemens, which may impact its market position[98]. - The company's main raw material costs accounted for over 75% of its main business costs, making it vulnerable to fluctuations in metal prices[99].

证券代码：688103 证券简称：国力股份 昆山国力电子科技股份有限公司 投资者关系活动记录表 编号：2022-004 | --- | --- | --- | --- | --- | --- | --- | |-------------------------------------|-------------------------------------------------------------------------------------|----------------|------------------------------------------------------|-------|-------|----------------------| | | | | | | | | | 投资者关系活动类别 | ☐ 特定对象调研 | ☐ 分析师会议 | | | | | | | ☐ 媒体采访 | 业绩说明会 | | | | | | | ☐新闻发布会 | ☐路演活动 | | | | | | | ☐ 现场参观 | | | | | | | | ☐ 其他（请文字说明其他活动内容） | | | | | ...

证券代码：688103 证券简称：国力股份 昆山国力电子科技股份有限公司 投资者关系活动记录表 编号：2022-005 | --- | --- | --- | --- | --- | --- | |------------------------|------------------------------|--------------------------------|------------------------------------------------------|-------|-----------| | | | | | | | | 投资者关系活动类别 | 特定对象调研 | ☐ | 分析师会议 | | | | | ☐ 媒体采访 | | ☐业绩说明会 | | | | | ☐新闻发布会 | ☐路演活动 | | | | | | ☐ 现场参观 | | | | | | | ☐ | 其他（请文字说明其他活动内容） | | | | | 形式 | 现场 | 网上 ☐ | 电话会议 | | | | 参与单位名称及人员姓名 | | | 易方达基金：蔡荣成、郑希、倪春尧、李凌霄 | | | | 时间 | 202 ...

Financial Performance - The company's operating revenue for Q3 2022 was CNY 200,902,757.59, representing a year-on-year increase of 61.51%[5] - The net profit attributable to shareholders for Q3 2022 was CNY 26,888,086.66, up 60.44% compared to the same period last year[5] - The net profit attributable to shareholders after deducting non-recurring gains and losses was CNY 25,270,385.05, reflecting a 62.18% increase year-on-year[5] - Total revenue for the first three quarters of 2022 reached ¥480,352,407.23, a significant increase of 40.5% compared to ¥342,244,372.04 in the same period of 2021[26] - Net profit for the first three quarters of 2022 was ¥58,883,652.22, representing a 15.4% increase from ¥50,983,025.93 in 2021[27] - Total comprehensive income for the third quarter of 2022 reached ¥58,883,652.22, an increase from ¥50,983,025.93 in the same period of 2021[28] Assets and Liabilities - The total assets at the end of the reporting period were CNY 1,403,787,568.58, an increase of 9.01% from the end of the previous year[6] - The company's total assets as of September 30, 2022, were ¥1,403,787,568.58, compared to ¥1,287,705,740.14 at the end of 2021, reflecting a growth of 9.0%[22] - The total liabilities as of September 30, 2022, were ¥417,193,682.42, an increase from ¥335,815,054.55 in 2021, reflecting a growth of 24.2%[22] Cash Flow - The company reported a cash flow from operating activities of CNY 35,372,945.80 for the year-to-date period[6] - Cash flow from operating activities for the first three quarters of 2022 was ¥35,372,945.80, a significant improvement compared to a negative cash flow of ¥-23,877,917.88 in the same period of 2021[30] - Cash inflow from operating activities totaled ¥388,426,613.17, compared to ¥240,840,255.48 in the previous year[30] - Cash outflow from operating activities was ¥353,053,667.37, up from ¥264,718,173.36 in the same period of 2021[30] - The company experienced a net decrease in cash and cash equivalents of ¥-103,432,867.65 during the period[31] Shareholder Information - The company reported a total of 2,162 ordinary shares at the end of the reporting period[14] - The largest shareholder, Yin Jianping, holds 26,472,600 shares, representing 27.75% of total shares[14] - The top ten shareholders include various investment funds and individuals, with significant holdings such as 6,175,000 shares by Jinan Financial Investment Fund[15] - The company has a total of 32,272,600 shares held by its controlling shareholder and related parties[16] Research and Development - Research and development expenses for Q3 2022 amounted to CNY 21,071,726.14, a 69.61% increase compared to the same period last year[6] - The company plans to continue increasing its investment in technology research and innovation to enhance its competitive edge[12] Accounting and Compliance - The financial statements for the quarter ending September 30, 2022, are unaudited[19] - The company is committed to compliance and accurate financial reporting practices[17] - The company has written off receivables amounting to RMB 87,581,147.66 due to the bankruptcy of Shenzhen Watma Battery Co., Ltd.[17] - The write-off of receivables aligns with accounting standards and will not significantly impact the company's operations[17] - The company has no significant impact on current profits from the write-off of bad debts as they were previously fully provisioned[17] - The company has established detailed records for all written-off items to facilitate potential future recovery efforts[18] Earnings Per Share - The basic earnings per share for Q3 2022 was CNY 0.28, up 33.33% year-on-year[6] - Basic and diluted earnings per share for the third quarter were both ¥0.61, down from ¥0.69 in the previous year[28]

Financial Performance - The basic earnings per share for the reporting period is CNY 0.33, a decrease of 31.25% compared to the same period last year[22]. - The basic earnings per share after deducting non-recurring gains and losses is CNY 0.31, a decrease of 29.55% year-on-year[22]. - The net profit attributable to shareholders decreased by 7.93% to ¥31,415,770.78 from ¥34,122,130.64 year-on-year[24]. - The net profit excluding non-recurring gains and losses was CNY 30,021,500.00, down 4.43% compared to the previous year[74]. - The company's gross margin for the reporting period was 38.14%, a decrease of 5.78 percentage points compared to the same period last year[69]. - The company achieved operating revenue of 279.45 million yuan, an increase of 61.59 million yuan, representing a growth of 28.27% compared to the same period last year[61]. - Total operating costs amounted to ¥234,463,920.78, up 33.7% from ¥175,352,043.57 year-on-year[200]. Cash Flow and Liquidity - The net cash flow from operating activities for the reporting period is CNY 25.77 million, attributed to increased sales revenue and improved collection of receivables[23]. - The net cash flow from operating activities improved to CNY 25,772,713.06, a significant recovery from a negative cash flow of CNY 10,202,470.96 in the previous year[77]. - The company reported a significant increase in accounts receivable financing by 29.68% to CNY 23,596,221.25, indicating improved liquidity management[78]. - The company's inventory value at the end of the reporting period was 159.76 million yuan, representing 12.32% of total assets, with a provision for inventory impairment of 16.77 million yuan[71]. Research and Development - The R&D expenditure as a percentage of operating revenue is 8.21%, an increase of 0.82 percentage points compared to the previous year[22]. - R&D expenses increased by 42.45% compared to the same period last year, amounting to approximately ¥22.93 million, driven by enhanced innovation efforts[50]. - The company applied for 14 patents and obtained 18 patents during the reporting period, with a total of 34 invention patents, 97 utility model patents, and 4 design patents[46]. - The company focuses on developing core products and exploring new products in the electric vacuum device industry to enhance its technological leadership[45]. Product and Market Development - The company has a diverse product range in electronic vacuum devices, including high-voltage vacuum relays and high-power thyratrons, with applications in defense, aerospace, and new energy vehicles[30]. - The company is expanding its product applications into solar energy, wind energy, energy storage, and rail transit sectors[30]. - The company aims to enhance domestic production capabilities of high-end electronic vacuum devices, reducing reliance on imports and improving international competitiveness[38]. - The company is actively expanding its product offerings and optimizing performance to meet the needs of various downstream applications, particularly in the new energy sector[39]. Environmental and Compliance - The company has implemented efficient and clean environmental protection facilities, ensuring that pollutants meet national discharge standards[96]. - The company has established a waste management system, effectively recycling general waste and properly disposing of hazardous waste through qualified third-party companies[96]. - The company has obtained the necessary environmental impact assessments and pollutant discharge permits for its construction projects[98]. - The company will accept supervision from regulatory bodies and the public regarding its commitments[144]. Shareholder Commitments and Governance - The company commits to not transferring or entrusting the management of its shares for 36 months post-IPO, adhering to relevant laws and regulations[125]. - The company has made commitments related to the initial public offering, which are applicable to various stakeholders including directors and senior management[113]. - The company will ensure that any share reduction does not occur within 6 months of the IPO if the stock price remains below the IPO price[120]. - The company will comply with all relevant laws and regulations regarding shareholding and reduction as stipulated by the China Securities Regulatory Commission and stock exchanges[129]. Legal Matters - The company is involved in a significant lawsuit with Philips, claiming infringement of commercial secrets related to X-ray tubes, with a potential liability amounting to RMB 5,000,000[157]. - The company has transferred the controlling stake of Yiyuan Medical in August 2020 and is not liable for any compensation related to the ongoing lawsuit[157].