南京证券股份有限公司 关于南京麦澜德医疗科技股份有限公司 使用部分暂时闲置募集资金进行现金管理的核查意见 南京证券股份有限公司（以下简称"南京证券"或"保荐机构"）作为麦澜德医 疗科技股份有限公司（以下简称"麦澜德"或"公司"）首次公开发行股票并在科创 板上市的保荐机构，根据《证券发行上市保荐业务管理办法》《上市公司监管指引第 2 号一一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股票上 市规则》《上海证券交易所科创板上市公司自律监管指引第 1 号一一规范运作》以及 《科创板上市公司持续监管办法（试行）》等有关规定，对麦澜德拟使用部分暂时闲 置募集资金进行现金管理的事项进行了认真、审慎的核查，核查情况如下： 一、本次募集资金基本情况 根据中国证券监督管理委员会（以下简称"中国证监会"）出具的《关于同意南 京麦澜德医疗科技股份有限公司首次公开发行股票注册的批复》（证监许可〔2022〕 1189 号），公司获准向社会公众公开发行人民币普通股（A 股）2,500 万股，每股面 值为人民币 1 元，每股发行价格为人民币 40.29 元，募集资金总额为人民币 100,725.00 万元，扣除各项发行费用 ...

根据中国证券监督管理委员会（以下简称"中国证监会"）出具的《关于同 意南京麦澜德医疗科技股份有限公司首次公开发行股票注册的批复》（证监许可 〔2022〕1189 号），公司获准向社会公众公开发行人民币普通股（A 股）2,500 万 股，每股面值为人民币 1 元，每股发行价格为人民币 40.29 元，募集资金总额为 人民币 100,725.00 万元，扣除各项发行费用人民币 9,749.15 万元（不含增值税） 后，实际募集资金净额为人民币 90,975.85 万元。天衡会计师事务所（特殊普通 合伙）于 2022 年 8 月 8 日对本次发行的资金到位情况进行了审验，并出具了天衡 验字(2022)00085 号《验资报告》。 证券代码：688273 证券简称：麦澜德 公告编号：2023-038 南京麦澜德医疗科技股份有限公司 关于使用部分暂时闲置募集资金进行现金管理的公告 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。 南京麦澜德医疗科技股份有限公司（以下简称"公司"或"麦澜德"）于 2023 年 8 月 9 日召开第一届董 ...

证券代码：688273 证券简称：麦澜德 公告编号：2023-039 南京麦澜德医疗科技股份有限公司 第一届监事会第十九次会议决议公告 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 具体内容请详见公司于 2023 年 8 月 11 日在上海证券交易所网站 （www.sse.com.cn）及指定媒体上披露的《南京麦澜德医疗科技股份有限公司关 于使用部分暂时闲置募集资金进行现金管理的公告》（公告编号：2023-038）。 表决结果：同意 3 票、反对 0 票、弃权 0 票。 特此公告。 南京麦澜德医疗科技股份有限公司监事会 经与会监事审议表决，形成会议决议如下： （一）审议通过《关于使用部分暂时闲置募集资金进行现金管理的议案》 监事会认为：公司本次使用不超过人民币 7,700 万元的部分暂时闲置募集资 金进行现金管理，内容及审议程序符合《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股 ...

Financial Performance - The company achieved a net profit attributable to shareholders of 121,932,792.91 RMB for the year 2022[5]. - The company's operating revenue for 2022 was approximately ¥376.89 million, representing a year-over-year increase of 10.32% compared to ¥341.64 million in 2021[21]. - The net profit attributable to shareholders for 2022 was approximately ¥121.93 million, a 3.00% increase from ¥118.38 million in 2021[21]. - The net profit after deducting non-recurring gains and losses was approximately ¥89.04 million, showing a decrease of 14.90% from ¥104.63 million in 2021[21]. - Basic earnings per share for 2022 were ¥1.4632, down 7.30% from ¥1.5784 in 2021[23]. - The company reported a net cash flow from operating activities of approximately ¥126.67 million, a decrease of 14.75% from ¥148.60 million in 2021[21]. - The weighted average return on equity decreased to 16.79%, down 22.43 percentage points from 39.22% in 2021[23]. - The total revenue for the year was CNY 353,181,366.35, with a gross profit margin of 70.80%, a decrease of 2.15 percentage points compared to the previous year[100]. - The main business revenue increased by 4.28% to 353.18 million yuan, while the main business cost rose by 12.57% to 103.12 million yuan, leading to a decline in gross margin by 2.15 percentage points[97]. Dividend Distribution - The proposed cash dividend distribution is 8.00 RMB per 10 shares, totaling 80,000,000.00 RMB (including tax) based on a total share capital of 100,000,000 shares[5]. - The net profit attributable to shareholders for 2022 was 121,932,792.91 RMB, with a proposed cash dividend distribution ratio of 65.5%[193]. - The company has established a cash dividend policy that prioritizes cash distribution, with a minimum cash dividend ratio of 20% of the distributable profit each year[184]. - The company will not issue bonus shares or convert capital reserves into share capital for the 2022 fiscal year[189]. - The company’s cash dividend distribution plan requires approval from the shareholders' meeting and must be communicated effectively to minority shareholders[186]. Research and Development - The R&D expenditure accounted for 10.97% of operating revenue, slightly up from 10.90% in 2021[23]. - The company invested 41.34 million RMB in R&D, which is an increase of 11.04% compared to the previous year, with a total of 127 R&D personnel, up by 9.48%[34]. - The total R&D investment for the year was approximately ¥41.34 million, representing an 11.04% increase from the previous year, and accounting for 10.97% of operating revenue[68]. - The company has established 12 provincial and municipal R&D innovation platforms, enhancing its ability to convert scientific research achievements into industrial applications[82]. - The company has developed a programmable waveform constant current stimulation technology, enhancing treatment precision for pelvic rehabilitation[58]. Market and Product Development - The company plans to continue expanding its market presence and invest in new product development to drive future growth[21]. - The company focuses on the pelvic floor and obstetric rehabilitation market, with a diverse product line including biofeedback devices, portable rehabilitation devices, and pelvic floor training devices, enhancing its market competitiveness[42]. - The company is exploring overseas markets with the goal of becoming a world-class medical health company focused on women's health and beauty[42]. - The company is actively expanding the application of magnetic stimulation devices in limb rehabilitation therapy, integrating with hand rehabilitation robots to meet clinical needs[62]. - The company has launched a new magnetic stimulator specifically designed for pelvic floor rehabilitation, featuring a high pulse magnetic field strength and a wide range of stimulation frequencies, enhancing clinical efficiency[37]. Governance and Compliance - The company has received a standard unqualified audit report from Tianheng Accounting Firm[5]. - The company has established a governance structure that includes various committees to ensure compliance with regulations and enhance operational transparency[147]. - The company maintains strong operational independence and complies with the governance standards set by the China Securities Regulatory Commission[148]. - The company has not reported any significant differences in governance compared to regulatory requirements[148]. - The company has established a sound internal control management system to ensure effective governance and operational compliance[195]. Environmental and Social Responsibility - The company has established an environmental protection mechanism and strictly complies with relevant environmental laws and regulations[197]. - No administrative penalties were imposed on the company during the reporting period due to environmental issues[198]. - The company’s waste and pollutant emissions adhere to national environmental protection laws and industry standards[199]. - The board of directors is committed to enhancing ESG practices and integrating ESG concepts into the company's culture and operations[196]. Strategic Outlook - The company aims for a net profit growth rate of no less than 30%, 69%, 120%, and 186% from 2023 to 2026, with a compound annual growth rate target of no less than 30% during the same period[140]. - The company plans to enhance its product line by focusing on cutting-edge technologies and improving existing products, particularly in pelvic rehabilitation and expanding into reproductive and sports rehabilitation[140]. - The company intends to actively participate in industry resource integration through investments and acquisitions to enrich its product structure and expand market share[145]. - The company is committed to innovation-driven strategies, focusing on the development and registration of second-generation pelvic rehabilitation products[142]. - The company recognizes the significant potential in the grassroots medical market and plans to establish a comprehensive channel system to enhance market coverage[143].

证券代码：688273 证券简称：麦澜德 公告编号：2023-035 南京麦澜德医疗科技股份有限公司 关于召开 2022 年度暨 2023 年第一季度业绩暨现金 分红说明会的公告 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 06 月 05 日(星期一) 上午 09:00-10:00 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 29 日(星期一) 至 06 月 02 日(星期五)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 （mld@medlander.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。 南京麦澜德医疗科技股份有限公司（以下简称"公司"）已于 2023 年 4 月 26 日发布公司 2022 年度报告及 2023 年第一季度报告，为便于 ...

2023 年第一季度报告 证券代码：688273 证券简称：麦澜德 南京麦澜德医疗科技股份有限公司 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 | 109,123,102.86 | 46.34 | | 归属于上市公司股东的净利润 | 32,386,135.75 | 53.60 | | 归属于上市公司股东的扣除非 经常性损益的净利润 | 27,009,796.08 | 33.22 | | 经营 ...

Financial Performance - The company achieved a net profit attributable to shareholders of RMB 121,932,792.91 for the year 2022[5]. - As of December 31, 2022, the company's distributable profits amounted to RMB 159,130,322.56[5]. - The proposed cash dividend is RMB 8.00 per 10 shares, totaling RMB 80,000,000.00 (including tax) based on a total share capital of 100,000,000 shares[5]. - The company's operating revenue for 2022 was ¥376,889,359.63, representing a 10.32% increase compared to ¥341,642,519.62 in 2021[21]. - The net profit attributable to shareholders for 2022 was ¥121,932,792.91, a 3.00% increase from ¥118,383,026.54 in the previous year[21]. - The net profit after deducting non-recurring gains and losses decreased by 14.90% to ¥89,042,289.66 from ¥104,629,819.12 in 2021[21]. - The net cash flow from operating activities for 2022 was ¥126,672,322.96, down 14.75% from ¥148,596,983.83 in 2021[21]. - The total assets at the end of 2022 were ¥1,510,397,322.7, a 209.04% increase from ¥488,743,868.02 in 2021[21]. - The net assets attributable to shareholders increased by 271.55% to ¥1,350,590,124.8 from ¥363,499,744.36 in 2021[21]. - Basic earnings per share for 2022 were ¥1.4632, a decrease of 7.30% from ¥1.5784 in 2021[23]. Research and Development - The R&D expenditure as a percentage of operating revenue was 10.97%, slightly up from 10.90% in 2021[23]. - The company invested 41.34 million RMB in R&D, marking an 11.04% increase compared to the previous year, with a total of 127 R&D personnel, up 9.48%[35]. - The company submitted 40 patent and software copyright applications during the year, including 18 invention patents, and received 34 approvals, with 5 being invention patents[35]. - The company has developed a programmable waveform constant current stimulation technology, enhancing treatment precision for pelvic rehabilitation[59]. - The company has developed a new generation of focused ultrasound transducers, significantly improving lifespan and reliability[35]. - The company has launched a new magnetic stimulator specifically designed for pelvic floor rehabilitation, featuring a high pulse magnetic field strength and a wide stimulation frequency range, enhancing clinical efficiency[38]. - The company has developed a hand rehabilitation robot that combines cognitive training and motor rehabilitation, expanding its product offerings in the rehabilitation sector[62]. Market and Industry Trends - The medical device industry in China achieved a revenue of approximately 1,043.4 billion CNY in 2021, marking a year-on-year growth of about 17%[48]. - The rehabilitation medical device market in China is projected to reach 67 billion CNY by 2023, driven by an aging population and increasing chronic disease prevalence[49]. - The market for pelvic floor dysfunction (PFD) treatment is expanding, with a significant increase in the number of women seeking rehabilitation services[50][51]. - The infertility treatment market in China has over 50 million patients, representing 12.5% to 15% of the reproductive population, with projections indicating an increase to 18.2% by 2023[52]. - The overall rehabilitation medical market in China is expected to exceed 70 billion CNY by 2023, with a compound annual growth rate of no less than 20%[53]. - The company has identified a growing clinical demand for pelvic floor dysfunction treatments, with an estimated 200 million individuals affected in China[129]. Corporate Governance and Compliance - The company has established a governance structure that includes multiple committees to ensure compliance and effective management of operations[146]. - The company maintains strong operational norms and independence, with governance practices aligning with the requirements set by the China Securities Regulatory Commission[147]. - The company has not reported any significant differences in governance compared to regulatory requirements, ensuring compliance[147]. - The company has not faced any issues regarding independence from its controlling shareholders or related entities[147]. - The company has established a complete internal control management system, ensuring compliance with relevant laws and regulations, and promoting sustainable development[194]. - The company has successfully passed the ISO14001 environmental management system audit without any non-conformities identified[200]. Strategic Plans and Future Outlook - The company aims for a net profit growth rate of no less than 30%, 69%, 120%, and 186% from 2023 to 2026, based on the 2022 net profit as a baseline[139]. - The company plans to enhance its product line by focusing on cutting-edge technologies and improving existing products, particularly in pelvic rehabilitation and expanding into reproductive and sports rehabilitation[139]. - The company intends to actively develop new products and expand into new departments, particularly in pelvic and reproductive rehabilitation, while ensuring safety and effectiveness[143]. - The company plans to leverage capital market functions for resource integration through investments and acquisitions to enrich its product structure and expand market share[144]. - The company is focused on developing a closed-loop rehabilitation ecosystem, integrating various rehabilitation technologies for improved patient outcomes[141]. Dividend Policy - The company has established a cash dividend policy that prioritizes cash distribution, with a minimum cash dividend ratio of 20% of the distributable profit each year[184]. - The company’s cash dividend distribution is subject to the condition that there are no major investment plans or significant cash expenditures exceeding 30% of the latest audited net assets[183]. - The independent directors are responsible for reviewing and providing opinions on the dividend distribution proposals to ensure compliance with regulations and shareholder interests[185]. - The net profit attributable to shareholders for 2022 was 121,932,792.91 RMB, representing a payout ratio of approximately 106.62% of the net profit[192]. Environmental, Social, and Governance (ESG) Practices - The company has actively engaged in ESG practices, aiming to integrate ESG principles into its corporate culture and operations[195]. - The company has implemented strict waste management practices, ensuring proper disposal of hazardous waste through licensed third parties[199]. - The company has adhered to environmental regulations, with no administrative penalties related to environmental issues during the reporting period[197].

Financial Performance - The company's operating revenue for Q3 2022 was ¥115,186,131.26, representing a year-over-year increase of 50.57%[5] - Net profit attributable to shareholders was ¥51,426,902.34, reflecting a significant increase of 130.92% compared to the same period last year[5] - The net profit after deducting non-recurring gains and losses was ¥37,356,961.25, up by 83.59% year-over-year[5] - Basic and diluted earnings per share were both ¥0.6171, an increase of 107.83% compared to the previous year[6] - Total operating revenue for the first three quarters of 2022 reached ¥298,319,574.22, an increase of 29.4% compared to ¥230,608,968.46 in the same period of 2021[22] - Net profit for the first three quarters of 2022 was ¥106,187,655.26, representing a 35.7% increase from ¥78,268,957.94 in the same period of 2021[23] - The total comprehensive income for the third quarter of 2022 was approximately ¥106.19 million, an increase from ¥78.27 million in the same period of 2021, representing a growth of 35.7%[24] - Basic and diluted earnings per share for the third quarter of 2022 were both ¥1.2608, compared to ¥1.0339 in the previous year, reflecting a year-over-year increase of 21.9%[24] Assets and Equity - Total assets at the end of the reporting period reached ¥1,518,041,892.49, marking a 210.60% increase since the beginning of the year[6] - Shareholders' equity attributable to the parent company was ¥1,387,000,367.62, which is a 281.57% increase from the beginning of the year[6] - The company's total assets amounted to ¥1,518,041,892.49, compared to ¥488,743,868.02 in the previous year, indicating significant growth[18] - The equity attributable to shareholders of the parent company increased to ¥1,387,000,367.62 from ¥363,499,744.36, reflecting strong financial health[18] Cash Flow - The company reported cash flow from operating activities of ¥67,479,101.45, which decreased by 29.16% compared to the previous year[6] - Cash inflows from operating activities for the first three quarters of 2022 totaled approximately ¥347.26 million, up from ¥316.16 million in the same period of 2021, indicating a growth of 9.8%[27] - The net cash flow from operating activities for the first three quarters of 2022 was ¥67.48 million, down from ¥95.25 million in the previous year, showing a decline of 29.3%[27] - Cash inflows from investment activities for the first three quarters of 2022 amounted to approximately ¥1.13 billion, compared to ¥544.48 million in the same period of 2021, marking an increase of 107.5%[27] - The net cash flow from investment activities for the first three quarters of 2022 was negative at approximately -¥210.57 million, worsening from -¥186.42 million in the previous year[27] - Cash inflows from financing activities for the first three quarters of 2022 reached approximately ¥941.47 million, significantly higher than ¥632,800 in the same period of 2021[28] - The net cash flow from financing activities for the first three quarters of 2022 was approximately ¥915.52 million, a substantial improvement from -¥14.47 million in the previous year[28] - The ending balance of cash and cash equivalents as of the end of the third quarter of 2022 was approximately ¥1.04 billion, a significant increase from ¥44.19 million at the end of the previous year[28] Expenses and Investments - Research and development expenses totaled ¥9,831,937.28, accounting for 8.54% of operating revenue, a decrease of 2.96 percentage points year-over-year[6] - Research and development expenses for the first three quarters of 2022 were ¥27,977,297.55, compared to ¥25,579,109.77 in the same period of 2021, indicating a focus on innovation[22] - The company reported a significant increase in other income, totaling ¥28,676,090.67, compared to ¥14,630,666.94 in the previous year[22] Market and Operational Insights - The increase in revenue was primarily driven by expanded market demand and increased sales scale[11] - The company has maintained a consistent increase in prepayments, which rose to ¥11,125,819.93 from ¥4,771,646.46 year-over-year[15] - The company has not reported any significant changes in its operational strategies or market expansion plans during the reporting period[15] - The company plans to continue expanding its market presence and investing in new technologies to drive future growth[22] Shareholder Information - The total number of common shareholders at the end of the reporting period was 10,689, with no preferred shareholders reported[13] - The top ten unrestricted shareholders collectively hold significant stakes, with the largest being Shanghai Gao Yi Asset Management holding 444,000 shares[14] - The company has not disclosed any significant related party transactions or agreements among its major shareholders[14] Audit and Compliance - The company did not conduct an audit for the Q3 financial statements[4] - There were no audit opinions applicable for the quarter, indicating a straightforward financial reporting process[15] - The company reported a tax refund of approximately ¥10.56 million in the third quarter of 2022, compared to ¥7.72 million in the same period of 2021, reflecting a growth of 37.5%[27]