证券代码：688269 证券简称：凯立新材 公告编号：2025-008 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： 一、利润分配方案内容 （一）利润分配方案的具体内容 根据公司 2024 年年度报告（经审计），截至 2024 年 12 月 31 日，公司母公司 财务报表可供分配利润为人民币 359,192,972.92 元。经董事会决议，公司 2024 年 年度拟以实施权益分派股权登记日登记的总股本为基数分配利润。本次利润分配方 案如下： 公司拟向全体股东每 10 股派发现金红利人民币 3.00 元（含税），不送红股， 不以资本公积转增股本。截至 2024 年 12 月 31 日，公司总股本 13,070.4 万股，以 此计算拟派发现金红利人民币 39,211,200.00 元（含税）。在本公告披露之日起至 实施权益分派股权登记日期间，公司总股本发生变动的，拟维持每股分配比例不变， 1 西安凯立新材料股份有限公司 2024 年年度利润分配方案及 2025 年中期分红规划的公告 每股分配比例：每 10股派 ...

Financial Performance - The company's operating revenue for 2024 was CNY 168,655.96 million, a decrease of 5.53% compared to CNY 178,530.01 million in 2023[22]. - Net profit attributable to shareholders for 2024 was CNY 9,261.65 million, down 17.95% from CNY 11,287.62 million in 2023[23]. - The net cash flow from operating activities decreased by 62.91% to CNY 6,485.64 million, compared to CNY 17,487.39 million in the previous year[23]. - Total revenue decreased by 12.67% to 124,441.53 million RMB compared to 142,490.18 million RMB in the previous period[115]. - The main business revenue from multi-phase catalysts and catalytic application technology services was 14.28 billion RMB, a decrease of 12.37% year-on-year[106]. - The company's overall sales volume increased by 60.21% compared to the same period last year, despite a 12.37% decrease in main business revenue due to fluctuations in precious metal raw material prices[109]. - The company reported a significant increase in financial expenses by 210.88% due to higher short-term borrowing costs for raw material procurement[105]. - The company reported a total of 343 employees, with 259 in the parent company and 84 in major subsidiaries[198]. Dividend and Profit Distribution - The company plans to distribute a cash dividend of 3.00 RMB per 10 shares, totaling 39,211,200.00 RMB (including tax) based on a total share capital of 130,704,000 shares as of December 31, 2024[5]. - The total cash dividend for 2024, including the mid-term distribution, amounts to 65,352,000.00 RMB[5]. - The board of directors has approved the profit distribution plan, which is subject to shareholder meeting approval[5]. Research and Development - The company is investing 200 million RMB in R&D for new catalyst technologies aimed at enhancing efficiency and reducing environmental impact[15]. - Research and development expenses accounted for 2.71% of operating revenue in 2024, slightly down from 2.81% in 2023[24]. - The company invested a total of 82.62 million yuan in R&D, including 45.79 million yuan in R&D expenses and 36.83 million yuan in R&D equipment expenditures, resulting in 29 new patents granted during the reporting period[39]. - The company aims to enhance its sustainable development capabilities by continuously innovating new products and technologies based on market trends and customer needs[53]. - The company is actively involved in the research and development of new products, particularly in the field of precious metal catalysts, to meet market demands[135]. Market Expansion and Strategy - Kaili Catalyst plans to enter two new international markets by the end of 2024, targeting a 10% market share in each[15]. - Future outlook indicates a projected revenue growth of 25% for the next fiscal year, driven by new product launches and market expansion strategies[15]. - The company is exploring potential acquisitions to further enhance its product offerings and market presence[181]. - The company is committed to accelerating the transformation of scientific research achievements into practical applications, particularly in the field of catalytic materials[55]. Corporate Governance and Compliance - The company emphasizes the importance of a modern corporate governance structure to ensure effective management and operational efficiency[54]. - The company has not reported any non-operating fund occupation by controlling shareholders or related parties[7]. - The company has not violated any decision-making procedures for providing guarantees[7]. - The company has not engaged in any major adverse competitive situations with its controlling shareholder[175]. - The company is focused on maintaining compliance with legal and regulatory requirements in its shareholder meeting processes[177]. Sustainability and Environmental Commitment - The company is committed to sustainability, with plans to reduce carbon emissions by 20% over the next five years[15]. - The company aims to contribute to sustainable development by advancing catalytic technology towards higher efficiency, lower carbon emissions, and greater intelligence[67]. - The company is focusing on the development of catalysts that reduce energy consumption and pollution in production processes[164]. Risks and Challenges - The company faces risks related to fluctuations in precious metal prices, which can account for over 90% of production costs[94]. - The company is facing risks related to the shortage of precious metal resources, which are largely dependent on imports[98]. - The company has not reported any changes in the implementation of differential voting rights during the reporting period[178]. Product Development and Innovation - The company has developed hundreds of diversified catalytic material products, establishing a comprehensive service system from R&D to industrial production[63]. - The company is actively enhancing automation, digitalization, and intelligence in production to improve efficiency and stability[88]. - The company has developed high-performance non-precious metal chromium-based catalysts for propane dehydrogenation, achieving a single-pass conversion rate that is higher than the UOP process, indicating a significant market potential[83]. Financial Strategy and Investment - The company plans to issue A-shares to specific targets in 2023, with a focus on technology innovation[189]. - The company is preparing to apply for comprehensive credit financing from domestic banks in 2024[189]. - The company will conduct hedging business in 2024 as part of its financial strategy[189].

Financial Performance - The company's revenue for Q1 2025 reached ¥62,576.34 million, a 105.25% increase compared to ¥30,487.45 million in the same period last year[2] - Net profit attributable to shareholders was ¥2,189.96 million, reflecting a 90.48% growth from ¥1,149.69 million year-on-year[2] - The net profit excluding non-recurring gains and losses was ¥2,367.00 million, up 187.34% from ¥823.77 million in the previous year[2] - The basic earnings per share increased to ¥0.17, an 88.89% rise from ¥0.09 in the same period last year[2] - Total operating revenue for Q1 2025 reached ¥625,763,432.30, a significant increase of 104.5% compared to ¥304,874,534.07 in Q1 2024[14] - Operating profit for Q1 2025 was ¥23,292,953.92, up from ¥12,835,851.24 in Q1 2024, reflecting an increase of 81.5%[15] - Net profit for Q1 2025 was ¥21,873,154.57, compared to ¥11,496,246.93 in Q1 2024, representing an increase of 90.9%[15] - Basic and diluted earnings per share for Q1 2025 were both ¥0.17, up from ¥0.09 in Q1 2024, indicating an increase of 88.9%[16] - The company reported a total comprehensive income of ¥21,077,174.53 for Q1 2025, compared to ¥10,819,184.22 in Q1 2024, an increase of 94.5%[16] Revenue Drivers - The company's catalyst product sales volume increased by 188.87%, significantly contributing to revenue growth, particularly in the pharmaceutical and basic chemical sectors, which saw increases of 174.88% and 285.60% respectively[5] Cash Flow and Liquidity - The company reported a net cash flow from operating activities of -¥19,906.09 million, compared to -¥4,475.64 million in the same period last year[2] - Cash inflow from operating activities in Q1 2025 was ¥451,123,861.73, compared to ¥241,657,569.50 in Q1 2024, marking an increase of 86.6%[18] - Operating cash flow out totaled approximately $650.18 million, compared to $286.41 million in the previous period[19] - Cash generated from operating activities was negative at approximately -$199.06 million, worsening from -$44.76 million[19] - The net increase in cash and cash equivalents was approximately -$172.41 million, compared to -$103.13 million in the previous period[20] - The ending balance of cash and cash equivalents was approximately $129.26 million, down from $212.79 million[20] Expenses and Investments - Research and development expenses totaled ¥1,182.78 million, accounting for 1.89% of revenue, down from 3.76% in the previous year[3] - Research and development expenses for Q1 2025 were ¥11,827,836.72, slightly up from ¥11,456,856.40 in Q1 2024, indicating a focus on innovation[14] - The financial expenses for Q1 2025 were ¥3,194,546.53, significantly higher than ¥577,106.64 in Q1 2024, primarily due to increased interest expenses[14] - Investment cash inflow was $9,223.39, while cash outflow for investments was $48.51 million, leading to a net cash flow from investment activities of approximately -$48.50 million[19] Assets and Liabilities - The total assets at the end of the reporting period were ¥210,013.29 million, a 2.38% increase from ¥205,134.08 million at the end of the previous year[3] - As of March 31, 2025, total assets amounted to RMB 2,100,132,947.98, an increase from RMB 2,051,340,758.70 as of December 31, 2024, reflecting a growth of approximately 2.4%[11] - Current assets totaled RMB 1,001,077,382.48, compared to RMB 983,178,589.55 at the end of 2024, indicating an increase of about 1.0%[11] - Total liabilities increased to RMB 1,053,176,865.29 from RMB 999,321,050.54, reflecting a growth of approximately 5.4%[13] - Short-term borrowings rose to RMB 561,605,298.22 from RMB 463,446,262.77, an increase of about 21.2%[12] - Non-current assets totaled RMB 1,099,055,565.50, up from RMB 1,068,162,169.15, indicating an increase of approximately 2.9%[12] - The company's equity attributable to shareholders decreased slightly to RMB 1,008,447,933.26 from RMB 1,013,485,099.31, a decline of about 0.5%[13] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 5,978[6] - The company reported no significant changes in the participation of major shareholders in margin financing and securities lending activities[10] Future Outlook - The company plans to implement new accounting standards starting in 2025, which may affect financial reporting[20]

| 名称 持有数量(万股) | | 占总股本比例 | 增减情况(万 | | --- | --- | --- | --- | | | | (%) | 股) | | 西北有色金属研究院 | 3360.00 | 25.71 | 不变 | | 张之翔 | 550.66 | 4.21 | 不变 | | 西安航天新能源产业基金投资有限公司 | 367.12 | 2.81 | -150.09 | | 汇添富基金管理股份有限公司-社保基金17022组 合 | 338.00 | 2.59 | 不变 | | 基本养老保险基金一六零三二组合 | 199.67 | 1.53 | 不变 | | 汇添富基金管理股份有限公司-社保基金四二三组 合 | 191.92 | 1.47 | 新进 | | 王鹏宝 | 179.61 | 1.37 | -7.79 | | 文永忠 | 168.00 | 1.29 | 不变 | | 中信建投（601066）投资有限公司 | 163.52 | 1.25 | 不变 | | 全国社保基金四一三组合 | 133.29 | 1.02 | 不变 | | 较上个报告期退出前十大股东有 | | | | | 诺安先锋混合A ...

一、主要会计数据和财务指标 前十大流通股东累计持有： 5444.3万股，累计占流通股比： 41.66%，较上期变化： -207.49万股。 | 名称 | 持有数量(万股) | 占总股本比例 | 增减情况(万 | | --- | --- | --- | --- | | | | (%) | 股) | | 西北有色金属研究院 | 3360.00 | 25.71 | 不变 | | 张之翔 | 550.66 | 4.21 | 不变 | | 汇添富基金管理股份有限公司-社保基金17022组合 | 310.79 | 2.38 | -27.21 | | 西安航天新能源产业基金投资有限公司 | 228.85 | 1.75 | -138.27 | | 基本养老保险基金一六零三二组合 | 199.67 | 1.53 | 不变 | | 王鹏宝 | 178.01 | 1.36 | -1.60 | | 文永忠 | 168.00 | 1.29 | 不变 | | 中信建投（601066）投资有限公司 | 163.52 | 1.25 | 不变 | | 汇添富基金管理股份有限公司-社保基金四二三组 合 | 151.51 | 1.16 | -40 ...

Core Viewpoint - The Chinese precious metals materials industry is experiencing significant growth driven by various national and provincial policies aimed at promoting sustainable development, resource recycling, and the advancement of strategic emerging industries [1][3][11]. Policy Overview - Since the "14th Five-Year Plan," multiple policies have been implemented to enhance the development of strategic emerging industries, including precious metals materials, which are crucial for sectors like automotive, environmental protection, and biomedicine [3][11]. - The government emphasizes the importance of recycling precious metals, particularly in the context of green and low-carbon development, as outlined in the "Action Plan for Promoting Large-Scale Equipment Renewal and Consumer Goods Replacement" released in March 2024 [3][4]. National Policy Summary - A series of national policies have been introduced to support the precious metals materials industry, focusing on improving the supply chain for key materials and promoting the recycling of precious metals [3][4]. - Key policies include: - The "Standard Enhancement Action Plan" aims to optimize standards across various industries by 2027 [4]. - The "Guidance on Coordinating Energy Conservation, Carbon Reduction, and Recycling" targets a recycling volume of 450 million tons of major renewable resources by 2025 [4]. - The "14th Five-Year Plan for the Precious Metals Industry" outlines goals for increasing gold resource exploration and production [4][5]. Provincial Policy Highlights - Various provinces have established specific policies to promote the development of the precious metals materials industry: - Fujian focuses on high-purity rare metals and advanced materials [14]. - Gansu aims to leverage its platinum group metal resources to develop hydrogen energy-related materials [14]. - Guangdong and Henan have set ambitious targets for gold and silver resource development by 2025 [14][17]. - The policies across provinces emphasize the importance of recycling and resource utilization, with several regions targeting the establishment of recycling markets for precious metals [14][17]. Industry Development Goals - The precious metals materials industry is set to benefit from a robust policy framework that encourages innovation, recycling, and sustainable practices [11][17]. - By 2025, significant advancements are expected in the recycling and utilization of precious metals, with provinces like Yunnan targeting a production capacity of over 30 tons of platinum group metals [17].

Investment Rating - The report maintains an "Outperform" rating for the company [1] Core Views - The company's performance aligns with expectations, but profitability is under pressure due to solidification challenges and a decline in technical services. However, new product launches are anticipated to contribute positively in the future [1][7] - The company reported a total revenue of 1.687 billion yuan for 2024, reflecting a year-on-year decrease of 5.5%. The net profit attributable to the parent company is projected to be 0.92 billion yuan, down 18.6% year-on-year [7] - The fourth quarter of 2024 saw a recovery in terminal demand, with revenue increasing by 22.25% year-on-year and 64.35% quarter-on-quarter, indicating a potential turnaround [7] Financial Data Summary - Total revenue for 2023 is reported at 1.785 billion yuan, with a year-on-year decline of 5.2%. The projected revenues for 2024, 2025, and 2026 are 1.687 billion yuan, 1.971 billion yuan, and 2.099 billion yuan respectively [5][9] - The net profit for 2023 is 113 million yuan, with projections of 92 million yuan for 2024, 150 million yuan for 2025, and 215 million yuan for 2026, reflecting a significant decrease in profitability [5][9] - The company's gross margin is expected to improve from 11.6% in 2024 to 16.3% by 2026, while the return on equity (ROE) is projected to rise from 8.5% in 2024 to 14.9% in 2026 [5][9]

Financial Performance - The total operating revenue for 2024 was CNY 168,655.96 million, a decrease of 5.53% compared to the previous year[4] - The net profit attributable to the parent company was CNY 9,224.85 million, down 18.27% year-on-year[4] - The net profit after deducting non-recurring gains and losses was CNY 8,452.46 million, a decrease of 21.76% compared to the previous year[4] - The basic earnings per share decreased to CNY 0.70, down 18.60% from CNY 0.86 in the previous year[4] Assets and Equity - The total assets increased by 33.89% to CNY 205,181.09 million at the end of the reporting period[5] - The equity attributable to the parent company increased by 2.52% to CNY 101,337.25 million[5] Revenue Decline Factors - The decline in revenue was primarily due to a decrease in the market price of precious metal raw materials, which fell by 20.51%-24.61%[7] - The company experienced a decrease in high-margin technical service revenue, contributing to the decline in net profit[7] Operating Costs - The increase in operating costs was attributed to the completion and operation of several projects, leading to higher depreciation and personnel costs[7] Investment and Inventory - The company is currently in the investment construction phase for its subsidiaries, leading to increased investment and inventory levels[7]

Investment Rating - The investment rating for the company is "Buy" and it is maintained [6] Core Viewpoints - The Minamata Convention has created a significant market for mercury-free catalysts in the PVC industry, with China being one of the first signatories and actively complying with the convention's requirements [1][2][3] - The demand for mercury-free catalysts in China is expected to exceed 10,000 tons, with a potential market size of approximately 2.028 billion yuan over the next five years [4][5] - The company has adjusted its net profit forecasts for 2024-2026 to 105.23 million yuan, 182.30 million yuan, and 244.49 million yuan respectively, reflecting a stable competitive landscape in the mercury-free catalyst industry [4][5] Summary by Sections 1. Minamata Convention Background and Progress - The Minamata Convention, effective since August 16, 2017, aims to control mercury emissions and has over 140 signatory countries [1][2][3] - The convention includes measures to ban new mercury mines and gradually eliminate the use of mercury in various products and processes [2][3][4] 2. Mercury-Free PVC Industry - The PVC industry in China, which relies heavily on mercury-containing catalysts, is undergoing a transition to mercury-free production methods to comply with the Minamata Convention [3][4] - The electric acetylene method, which accounts for about 75% of PVC production in China, is expected to shift towards mercury-free technologies [3][4] 3. Demand for Mercury-Free Catalysts - The annual demand for mercury-free catalysts in the PVC production process is projected to be around 10,000 tons, with a total replacement market estimated at 2.028 billion yuan [4][5] - The competitive landscape for mercury-free catalysts is stable, with only a few companies, including the report's subject company, actively participating in the market [4][5] 4. Financial Data and Forecasts - The company's revenue for 2022 was 1,882.20 million yuan, with a projected decline in 2023 to 1,785.30 million yuan, followed by a recovery in 2024 [5] - The adjusted net profit forecasts for 2024-2026 are 105.23 million yuan, 182.30 million yuan, and 244.49 million yuan respectively, indicating a positive growth trajectory [4][5]

国浩律师(西安)事务所 关于西安凯立新材料股份有限公司 本法律意见书仅供公司 2025年第一次临时股东大会之目的使用,本所及经 办律师同意本法律意见书随同公司本次股东大会决议及其他信息披露资料一并 公告。 为出具本法律意见书,本所经办律师审查了公司提供的以下文件: 1.《西安凯立新材料股份有限公司章程》(以下简称"《公司章程》"); 2025年第一次临时股东大会的 法律意见书 致:西安凯立新材料股份有限公司 根据《中华人民共和国证券法》(以下简称"《证券法》")、《中华人民 共和国公司法》(以下简称"《公司法》")及中国证券监督管理委员会《上市 公司股东大会规则》(以下简称"《股东大会规则》")等法律、行政法规和规 范性文件的规定,国浩律师(西安)事务所(以下简称"本所"或"国浩")接 受西安凯立新材料股份有限公司(以下简称"公司"或"凯立新材")的委托, 指派律师出席公司 2025年第一次临时股东大会(以下简称"本次股东大会"), 并对本次股东大会的相关事项进行见证,依法出具本法律意见书。 国浩及经办律师依据《证券法》《律师事务所从事证券法律业务管理办法》 和《律师事务所证券法律业务执业规则(试行)》等规定 ...