2026 年第二次临时股东会会议资料 公司代码：688265 公司简称：南模生物 上海南方模式生物科技股份有限公司 2026 年第二次临时股东会会议资料 二〇二六年二月 1 2026 年第二次临时股东会会议资料 目 录 | 2026 | 年第二次临时股东会会议须知 3 | | --- | --- | | 2026 | 年第二次临时股东会投票议程 5 | | 议案一 | 关于补选公司第四届董事会非独立董事的议案 7 | 上海南方模式生物科技股份有限公司 2026 年第二次临时股东会会议须知 2 2026 年第二次临时股东会会议资料 为了维护全体股东的合法权益，确保股东会的正常秩序和议事效率，保证会 议的顺利进行，根据中国证监会《上市公司股东会规则》以及《上海南方模式生 物科技股份有限公司章程》（以下简称"《公司章程》"）《上海南方模式生物 科技股份有限公司股东会议事规则》（以下简称"《股东会议事规则》"）的相 关规定，特制定 2026 年第二次临时股东会会议须知： 一、本公司根据《中华人民共和国公司法》《中华人民共和国证券法》《上 市公司股东会规则》《公司章程》及《股东会议事规则》的规定，认真做好召开 股东会的 ...

Core Viewpoint - The refinancing market is undergoing targeted adjustments with the introduction of new policies aimed at supporting high-quality and innovative companies, simplifying processes, and preventing risks [1] Group 1: Refinancing Policy Adjustments - The new refinancing policy reduces the interval for companies that are unprofitable and meet specific criteria from 18 months to 6 months, allowing them to initiate new rounds of refinancing more quickly [2] - Companies in the high-tech sector express that the new policy will facilitate continuous funding for product development and commercialization, thus supporting their growth [2] Group 2: Support for Underperforming Companies - The new policy allows companies that have experienced stock price declines to engage in refinancing through methods such as private placements and convertible bonds, provided the funds are directed towards their main business [4] - As of February 10, there are 553 companies listed on the exchanges that are currently underperforming, indicating a significant potential for these companies to leverage the new refinancing options [4] Group 3: Expansion of Fund Utilization - The new policy encourages high-quality companies to allocate funds towards new industries, business models, and technologies that align with their main operations, thus promoting a second growth curve [6] - This shift from strict limitations on fund allocation to a more flexible approach is expected to enhance capital flow into high-tech industries and improve resource allocation efficiency [6]

Investment Rating - The investment rating for the healthcare industry is "Positive" and maintained [14] Core Insights - The funding levels for Chinese innovative pharmaceutical companies are increasing, leading to a gradual improvement in the research and development (R&D) investment sentiment within the industry. This is expected to usher in a new cycle of prosperity for the innovative drug industry chain [5][12] - The trend of external business development (BD) is likely to benefit the domestic early-stage research industry significantly, as new business models allow early-stage projects to become tradable and monetizable assets, enhancing R&D investment returns [13] Summary by Sections Innovative Chain Development Review - Before 2020, multiple factors converged to initiate a significant rise in China's innovative drug sector, leading to the rapid development of the innovative chain, including CXO and life sciences services [10][30] - From 2020 to the first half of 2022, the global public health crisis accelerated capital inflow into the biopharmaceutical sector, resulting in high demand and a leap in the innovative chain segment, which also triggered a wave of IPOs and substantial supply-side expansion [10][39] - The second half of 2022 to 2024 saw a transition from a heated to a cooling phase, with a significant shift in supply-demand dynamics leading to industry internal competition and pressure on revenues and profit margins [10][54][57] Improvement in R&D Investment Sentiment - Starting from 2025, the R&D investment sentiment in China's innovative drug sector is expected to improve, with companies experiencing increased funding levels. The total amount raised through IPOs and additional offerings in 2025 is projected to reach 201.5 billion yuan, a 145% year-on-year increase [11][62] - The potential milestone payments from external BD are expected to reach 880.5 billion yuan in 2025, marking a 185.9% year-on-year increase, indicating a robust funding environment for innovative drug companies [11] Benefits to Early-stage Research Industry - The new external BD business model enhances the R&D investment return rates for Chinese innovative drug companies, thereby increasing their willingness to invest in R&D [11][13] - The early-stage research industry, including drug discovery CROs and clinical trial services, is expected to benefit significantly from the external BD trend, with leading companies in these segments poised for rapid growth [13]

Group 1: Company Announcements - Meinian Health plans to participate in the restructuring of Zhejiang Bangjie Holdings, aiming to become the controlling shareholder post-restructuring [1] - Silver Industry's gold and silver product revenues are low, with gold sales contributing 18.67% and silver 4.54% to total revenue in H1 2025 [2] - Tianneng Wind Power has decided to implement long-term production halts for six wholly-owned subsidiaries to optimize resource allocation and focus on core offshore wind power business [3] Group 2: Price and Supply Risks - Tongling Nonferrous Metals reports significant uncertainty in the prices of cathode copper and other main products, with low self-sufficiency in copper concentrate posing supply stability risks [4] - ST Aowei received a notice of termination of listing due to market capitalization falling below 500 million yuan for 20 consecutive trading days [5][6] Group 3: Performance Forecasts - Foton Motor expects a net profit increase of approximately 1551% to around 1.33 billion yuan in 2025, driven by sales growth across various segments [7] - Beimo High-Tech anticipates a net profit of 190 million to 220 million yuan, reflecting a growth of 1076.16% to 1261.87% [8] - Zhongke Sanhuan forecasts a net profit increase of 566.23% to 899.35%, driven by cost control and market expansion [9] - Wancheng Group expects a net profit of 1.23 billion to 1.4 billion yuan, a growth of 222.38% to 266.94% [10] - Wan Yi Technology anticipates a net profit increase of 191.52% to 330.34%, supported by product optimization and cost reduction measures [11] - Nanmo Biology expects a net profit of 24 million to 34 million yuan, a growth of 269.49% to 423.44% [12] - Bai'ao Saitou forecasts a net profit increase of 384.26% to 443.88%, benefiting from overseas market expansion [13] - Hailanxin anticipates a net profit of 40 million to 60 million yuan, a growth of 387.47% to 631.2% [14] - Panzhihua Coal expects a net profit of 318 million to 380 million yuan, a growth of 205.3% to 264.83% [15] - Huaguang New Materials forecasts a net profit increase of 104.67% to 141.88% [16] - Putian Technology expects a net profit of 1.92 million to 2.88 million yuan, a growth of 71.55% to 157.33% [17] - Guoda Special Materials anticipates a net profit increase of 82.61% [18] - Tongkun Co. expects a net profit of 1.95 billion to 2.15 billion yuan, a growth of 62.24% to 78.88% [19] - Yiming Pharmaceutical forecasts a net profit increase of 61.12% to 122.08% [20] - Guosheng Securities expects a net profit of 210 million to 280 million yuan, a growth of 25.44% to 67.25% [21] - Shengyi Technology anticipates a net profit increase of 87% to 98% [22] Group 4: Loss Forecasts - Saifutian expects a loss of 30 million to 45 million yuan, significantly reducing previous losses [23] - Magang Group forecasts a loss of 190 million to 250 million yuan, a substantial reduction in losses [24] - Shennong Seed Industry anticipates a profit of 90 million to 120 million yuan, reversing previous losses [25] - Jifeng Co. expects a profit of 410 million to 495 million yuan, reversing previous losses [26] - Bingchuan Network forecasts a profit of 436 million to 516 million yuan, reversing previous losses [27] - Zhongyou Technology anticipates a profit of 540 million to 640 million yuan, reversing previous losses [28] - Dongfang Biology expects a loss of 523 million yuan [29] - Wantai Biological anticipates a loss of 330 million to 410 million yuan due to market pressures [30] - Anbotong expects a loss of 114 million to 165 million yuan [31] - Shunxin Agriculture forecasts a loss of 116 million to 188 million yuan due to declining sales [32] - Guozhong Water expects a loss of 130 million to 104 million yuan, with potential delisting risks [33] Group 5: Major Contracts - China Communication Signal expects to win 21 major projects worth approximately 5.26 billion yuan [34]

证券代码：688265 证券简称：南模生物 公告编号：2026-003 上海南方模式生物科技股份有限公司 第四届董事会第五次会议决议公告 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。 一、董事会会议召开情况 上海南方模式生物科技股份有限公司（以下简称"公司"）第四届董事会第五次会议于2026年1月29日以 现场结合通讯方式召开。本次会议的通知已于2026年1月26日以电子邮件方式送达全体董事。本次会议 由董事长费俭先生召集并主持，会议应参会董事11人，实际出席董事11人，其中独立董事4人，公司高 级管理人员列席了会议。本次会议的召集、召开符合《中华人民共和国公司法》等法律法规及《上海南 方模式生物科技股份有限公司章程》的相关规定。 二、董事会会议审议情况 本次会议以记名投票方式表决，审议并通过了以下议案： 1、审议通过《关于使用自有闲置资金进行现金管理的议案》 表决结果：同意11票，反对0票，弃权0票 2、审议通过《关于补选公司第四届董事会非独立董事的议案》 鉴于公司董事杨利华女士辞去公司第四届董事会非独立董事职务，为保 ...

（编辑 王雪儿） 证券日报网讯 1月29日，南模生物发布公告称，公司董事会于2026年1月29日收到非独立董事杨利华女 士的书面辞职报告，杨利华女士因工作调整原因申请辞去公司非独立董事职务。辞任后，杨利华女士不 再担任公司任何职务；同日，公司召开第四届董事会第五次会议，审议通过了《关于补选公司第四届董 事会非独立董事的议案》，同意提名张书林先生为公司第四届董事会非独立董事候选人，任期自公司 2026 年第二次临时股东会审议通过之日起至第四届董事会任期届满之日止。 ...

证券日报网讯1月29日，南模生物发布公告称，公司预计2025年年度实现营业收入为40，000.00万元至 43，000.00万元；归属于母公司所有者的净利润为2，400.00万元至3，400.00万元。 ...

Group 1 - Meinian Health plans to participate in the restructuring of Zhejiang Bangjie Holdings, aiming to become the controlling shareholder after the completion of the restructuring [3] - Baiyin Nonferrous Metals reported that the revenue from gold and silver products accounted for a low proportion of total operating income, with gold sales contributing 18.67% and silver sales 4.54% in the first half of 2025 [4] - Tiens Wind Power decided to implement a long-term production suspension for six wholly-owned subsidiaries to optimize resource allocation and focus on core businesses [5] Group 2 - Tongling Nonferrous Metals indicated significant uncertainty in the price fluctuations of its main products, with a low self-sufficiency rate for copper concentrate posing supply stability risks [6] - *ST Aowei received a notice of termination of listing due to its market capitalization falling below 500 million yuan for twenty consecutive trading days [7] - Foton Motor expects a net profit increase of approximately 1551% year-on-year for 2025, driven by sales growth in new energy vehicles and overseas markets [9] Group 3 - Beimo High-tech anticipates a net profit increase of 1076.16% to 1261.87% for 2025, supported by cost control and reduced credit impairment losses [10] - Zhongke Sanhuan forecasts a net profit growth of 566.23% to 899.35% for 2025, attributed to technological innovation and improved operational efficiency [12] - Wancheng Group expects a net profit increase of 222.38% to 266.94% for 2025, driven by growth in its retail business and improved sales margins [13] Group 4 - Huayi Technology anticipates a net profit increase of 191.52% to 330.34% for 2025, benefiting from product optimization and cost reduction measures [14] - Nanmo Biology expects a net profit growth of 269.49% to 423.44% for 2025, supported by increased revenue in the biopharmaceutical sector and improved cost control [15] - Baiao Saitu forecasts a net profit increase of 384.26% to 443.88% for 2025, driven by expansion in overseas markets and recovery in the domestic biopharmaceutical industry [16] Group 5 - Hailanxin expects a net profit increase of 387.47% to 631.2% for 2025, supported by advancements in technology and increased market share in marine observation [17] - Panjiang Co. anticipates a net profit growth of 205.3% to 264.83% for 2025, driven by increased coal production and reduced costs [18] - Huaguang New Materials expects a net profit increase of 104.67% to 141.88% for 2025, with significant growth in the electronic sector [20] Group 6 - Guo Sheng Securities forecasts a net profit increase of 25.44% to 67.25% for 2025, supported by active capital market participation and growth in various business segments [25] - Shengyi Technology expects a net profit growth of 87% to 98% for 2025, driven by increased sales of copper-clad laminates [26] - Sifutian anticipates a net loss of 30 million to 45 million yuan for 2025, although this represents a significant reduction in losses compared to the previous year [27] Group 7 - Maanshan Steel expects a net loss of 1.9 billion to 2.5 billion yuan for 2025, with a substantial reduction in losses compared to the previous year [28] - Shennong Seed Industry forecasts a net profit of 90 million to 120 million yuan for 2025, marking a turnaround from previous losses [30] - Jifeng Co. anticipates a net profit of 410 million to 495 million yuan for 2025, achieving a turnaround from losses [31]

Earnings Forecasts - Shengyi Electronics expects a net profit of 1.431 billion to 1.513 billion yuan in 2025, an increase of 331.03% to 355.88% year-on-year [1] - Tigermed anticipates a net profit of 830 million to 1.23 billion yuan in 2025, representing a growth of 105% to 204% year-on-year [2] - Shunbo Alloy forecasts a net profit of 210 million to 270 million yuan in 2025, with an increase of 222.96% to 315.23% year-on-year [3] - Jinkong Electric expects a net profit of 155 million to 195 million yuan in 2025, reflecting a growth of 383.21% to 507.9% year-on-year [9] - Baiao Saitu anticipates a net profit of 162 million to 182 million yuan in 2025, with a year-on-year increase of 384.26% to 443.88% [18] - Panjiang Co. expects a net profit of 318 million to 380 million yuan in 2025, representing a growth of 205.30% to 264.83% year-on-year [38] Loss Forecasts - Liaoning Energy predicts a net loss of 273 million to 410 million yuan in 2025, compared to a profit of 202 million yuan in the previous year [5] - Anbotong anticipates a net loss of 114 million to 165 million yuan in 2025, with a revenue decrease of 19.65% to 27.25% [7] - Wantai Bio forecasts a net loss of 330 million to 410 million yuan in 2025, compared to a profit of 106 million yuan in the previous year [12] - Xingyun Co. expects a net loss of 155 million to 230 million yuan in 2025, compared to a loss of 82.44 million yuan in the previous year [20] - Huaxing Co. anticipates a net loss of 800 million to 1.2 billion yuan in 2025, with a reduction in loss compared to 1.67 billion yuan in the previous year [46] New Product Approvals - Hengrui Medicine received acceptance for a new indication application for its innovative drug, combining Carrelizumab and Apatinib for treating unresectable liver cancer [4] - Tianen Kang's subsidiary received a drug registration acceptance notice for Lidocaine and Prilocaine aerosol [31] - Lisheng Pharmaceutical announced that its Aminophylline tablets passed the consistency evaluation for generic drugs [40] Share Buyback Plans - Hengyuan Coal Power plans to repurchase shares with a total amount not less than 200 million yuan and not exceeding 250 million yuan [13] Contract Wins - China Communication Signal Co. won contracts totaling approximately 5.26 billion yuan for 21 important projects in the railway and urban rail transit markets [37]

智通财经APP讯，南模生物(688265.SH)发布公告，公司预计2025年年度实现归属于母公司所有者的净 利润为2400万元至3400万元，与上年同期(法定披露数据)相比，将增加1,750.45万元至2,750.45万元，同 比变动比率为269.49%至423.44%。 ...