Core Viewpoint - YN Technology (688348) reported disappointing financial results for the first half of 2025, with significant declines in revenue and net profit compared to the previous year, raising concerns about its financial health and operational efficiency [1] Financial Performance - Total revenue for the first half of 2025 was 651 million yuan, a decrease of 27.54% year-on-year [1] - Net profit attributable to shareholders was 79.14 million yuan, down 9.88% year-on-year [1] - In Q2 2025, total revenue was 461 million yuan, a slight decline of 2.27% year-on-year, while net profit increased by 4.96% to 50.26 million yuan [1] - Gross margin fell to 27.3%, a decrease of 23.28% year-on-year, while net margin improved to 10.62%, an increase of 12.38% [1] - The company's receivables were notably high, with accounts receivable amounting to 298.49% of the latest annual net profit [1] Key Financial Metrics - Earnings per share (EPS) decreased by 8.93% to 0.51 yuan [1] - Operating cash flow per share dropped significantly by 86.31% to 0.29 yuan [1] - The company's net assets per share were 23.6 yuan, down 26.96% year-on-year [1] - Total liabilities decreased significantly, with interest-bearing debt down 67.72% to 219 million yuan [1] Changes in Financial Items - Cash and cash equivalents increased by 46.92% due to the maturity of financial products [3] - Trade receivables saw a dramatic increase of 810.87% due to the receipt of bank acceptance bills [3] - Long-term borrowings surged by 2661.94% to meet funding needs for solar projects [4] - The company experienced a significant increase in contract liabilities by 429.55%, attributed to pre-received payments [4] Operational Insights - The company's return on invested capital (ROIC) was low at 3.34%, indicating weak capital returns [4] - The average cash flow from operating activities over the past three years has been negative, raising concerns about liquidity [5] - The company relies heavily on marketing-driven performance, necessitating a deeper analysis of the underlying drivers [5] Market Position - The largest fund holding YN Technology is the Fortune Shanghai Stock Index ETF, with a current scale of 274 million yuan and a recent net value increase of 0.48% [6]

Group 1 - The core viewpoint of the article is that YN Technology (688348.SH) reported a decline in both revenue and net profit for the first half of 2025 compared to the previous year [1] Group 2 - The company achieved total operating revenue of 651 million yuan in the first half of 2025, representing a year-on-year decrease of 27.54% [1] - The net profit attributable to shareholders of the parent company was 79.14 million yuan, down 9.88% year-on-year [1] - The basic earnings per share were reported at 0.51 yuan [1]

证券代码：688348 证券简称：昱能科技 公告编号：2025-031 昱能科技股份有限公司 二、监事会会议审议情况 经与会监事对本次会议议案进行审议，并表决通过以下事项： 监事会认为：公司 2025 年半年度报告及其摘要内容真实、准确、完整，无虚假记 载、误导性陈述或者重大遗漏，2025 年半年度报告及其摘要的编制、审核以及董事会的 审议程序符合法律法规、公司章程等相关规定，内容与格式符合相关规定，公允地反映 了公司 2025 年半年度的财务状况和经营成果等事项；公司 2025 年半年度报告及其摘要 编制过程中，未发现公司参与半年度报告编制和审议的人员有违反保密规定的行为。 表决结果：3 票同意，0 票反对，0 票弃权。 具体内容详见公司于同日刊登在上海证券交易所网站（www.sse.com.cn）的《2025 年半年度报告》和《2025 年半年度报告摘要》。 监事会认为：公司董事会根据《上海证券交易所科创板股票上市规则》《昱能科技 股份有限公司募集资金管理制度》等相关规定，编制了《昱能科技 2025 年半年度募集 资金存放与实际使用情况的专项报告》。该报告真实、客观的反映了公司 2025 年半年 度募集资 ...

证券代码：688348 证券简称：昱能科技 公告编号：2025-035 昱能科技股份有限公司 本公司董事会及全体董事保证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： ? 股东大会召开日期：2025年9月18日 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自2025 年 9 月 18 日 ? 本次股东大会采用的网络投票系统：上海证券交易所股东大会网络投票 系统 一、 召开会议的基本情况 （一） 股东大会类型和届次 （二） 股东大会召集人：董事会 （三） 投票方式：本次股东大会所采用的表决方式是现场投票和网络投票相结 合的方式 召开地点：浙江省嘉兴市南湖区凌公塘路 3535 号 （五） 网络投票的系统、起止日期和投票时间。 至2025 年 9 月 18 日 采用上海证券交易所网络投票系统，通过交易系统投票平台的投票时间为股 东大会召开当日的交易时间段，即 9:15-9:25,9:30-11:30，13:00-15:00；通过 互联网投票平台的投票时间为股东大会召开当日的 9:15-15:00。 （六） 融资融券、 ...

证券代码：688348 证券简称：昱能科技 公告编号：2025-035 昱能科技股份有限公司 关于召开2025年第一次临时股东大会的通知 本公司董事会及全体董事保证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、 召开会议的基本情况 （一） 股东大会类型和届次 2025年第一次临时股东大会 （二） 股东大会召集人：董事会 （三） 投票方式：本次股东大会所采用的表决方式是现场投票和网络投票相结 合的方式 （四） 现场会议召开的日期、时间和地点 召开日期时间：2025 年 9 月 18 日 14 点 00 分 召开地点：浙江省嘉兴市南湖区凌公塘路 3535 号 （五） 网络投票的系统、起止日期和投票时间。 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自2025 年 9 月 18 日 至2025 年 9 月 18 日 采用上海证券交易所网络投票系统，通过交易系统投票平台的投票时间为股 股东大会召开日期：2025年9月18日 本次股东大会采用的网络投票系统：上海证券交易所股东大会网络投票 系统 东大会召开当日的交易 ...

证券代码：688348 证券简称：昱能科技 公告编号：2025-031 昱能科技股份有限公司 第二届监事会第十六次会议决议公告 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 昱能科技股份有限公司（以下简称"公司"）第二届监事会第十六次会议（以下简 称"会议"）通知于 2025 年 8 月 18 日以电子邮件方式发出，会议于 2025 年 8 月 29 日 在公司 5 楼会议室以现场方式召开。会议由监事会主席高虹主持，会议应到监事 3 人， 实到监事 3 人。本次会议的召集、召开以及参与表决监事人数符合《公司法》《公司章 程》《监事会议事规则》等有关法律、法规的规定。 二、监事会会议审议情况 表决结果：3 票同意，0 票反对，0 票弃权。 具体内容详见公司于同日刊登在上海证券交易所网站（www.sse.com.cn）的《2025 年半年度报告》和《2025 年半年度报告摘要》。 2、审议通过《关于<2025 年半年度募集资金存放与使用情况的专项报告>的议案》 监事会认为：公司董事会根据《上海证券交易 ...

Section I Definitions [Definitions of Common Terms](index=4&type=section&id=%E5%B8%B8%E7%94%A8%E8%AF%8D%E8%AF%AD%E9%87%8A%E4%B9%89) This section defines common terms used in the company's report, including the company itself, its subsidiaries, major shareholders, and specialized terms related to the photovoltaic and energy storage industries, to aid investor understanding - The report defines the company, its subsidiaries, major shareholders, and terms related to the photovoltaic and energy storage industries, such as microinverters, energy storage inverters, and MLPE[10](index=10&type=chunk)[11](index=11&type=chunk) Section II Company Profile and Key Financial Indicators [I. Company's Basic Information](index=6&type=section&id=%E4%B8%80%E3%80%81%E5%85%AC%E5%8F%B8%E5%9F%BA%E6%9C%AC%E6%83%85%E5%86%B5) This section provides basic information about YUNENG Technology, including its Chinese and English names, legal representative, registered and office addresses, website, and email address - The company's full Chinese name is YUNENG Technology Co., Ltd., its English abbreviation is APsystems, and its legal representative is Ling Zhimin[13](index=13&type=chunk) [II. Contact Persons and Information](index=6&type=section&id=%E4%BA%8C%E3%80%81%E8%81%94%E7%B3%BB%E4%BA%BA%E5%92%8C%E8%81%94%E7%B3%BB%E6%96%B9%E5%BC%8F) This section provides contact details for the company's Board Secretary (domestic representative for information disclosure) Zhu Jialei and Securities Affairs Representative Xu Jing, including address, phone, fax, and email - Board Secretary Zhu Jialei and Securities Affairs Representative Xu Jing are responsible for information disclosure, with a contact number of **0573-83986968**[14](index=14&type=chunk) [III. Information Disclosure and Document Custody Location Changes](index=6&type=section&id=%E4%B8%89%E3%80%81%E4%BF%A1%E6%81%AF%E6%8A%AB%E9%9C%B2%E5%8F%8A%E5%A4%87%E7%BD%AE%E5%9C%B0%E7%82%B9%E5%8F%98%E6%9B%B4%E6%83%85%E5%86%B5%E7%AE%80%E4%BB%8B) The company's designated newspapers for information disclosure are 'Shanghai Securities News' and 'Securities Times', the website for semi-annual reports is the Shanghai Stock Exchange website, and the report custody location is the company's Board of Directors Office - The company's information disclosure newspapers are 'Shanghai Securities News' and 'Securities Times', and its website is **http://www.sse.com.cn/**[15](index=15&type=chunk) [IV. Overview of Company Shares/Depositary Receipts](index=6&type=section&id=%E5%9B%9B%E3%80%81%E5%85%AC%E5%8F%B8%E8%82%A1%E7%A5%A8%2F%E5%AD%98%E6%89%98%E5%87%AD%E8%AF%81%E7%AE%80%E5%86%B5) This section discloses that the company's shares are A-shares, listed on the STAR Market of the Shanghai Stock Exchange, with stock abbreviation 'YUNENG Technology' and stock code '688348' - The company's shares are A-shares, listed on the STAR Market of the Shanghai Stock Exchange, with stock code **688348**[16](index=16&type=chunk) [VI. Company's Key Accounting Data and Financial Indicators](index=7&type=section&id=%E5%85%AD%E3%80%81%E5%85%AC%E5%8F%B8%E4%B8%BB%E8%A6%81%E4%BC%9A%E8%AE%A1%E6%95%B0%E6%8D%AE%E5%92%8C%E8%B4%A2%E5%8A%A1%E6%8C%87%E6%A0%87) During the reporting period, the company's operating revenue and total profit decreased year-on-year, primarily due to a decline in overseas photovoltaic market installations; net cash flow from operating activities significantly reduced, while net assets attributable to listed company shareholders and total assets both increased Key Accounting Data for H1 2025 | Key Accounting Data | Current Period (Jan-Jun) (million CNY) | Prior Year Period (million CNY) | Change from Prior Year Period (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 651.35 | 898.97 | -27.54 | | Total Profit | 85.72 | 110.67 | -22.55 | | Net Profit Attributable to Listed Company Shareholders | 79.14 | 87.81 | -9.88 | | Net Profit Attributable to Listed Company Shareholders After Non-Recurring Gains/Losses | 56.66 | 88.60 | -36.05 | | Net Cash Flow from Operating Activities | 45.93 | 240.39 | -80.89 | | Net Assets Attributable to Listed Company Shareholders | 3,688.23 | 3,604.39 | 2.33 | | Total Assets | 4,810.27 | 4,618.15 | 4.16 | Key Financial Indicators for H1 2025 | Key Financial Indicators | Current Period (Jan-Jun) | Prior Year Period | Change from Prior Year Period (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (CNY/share) | 0.51 | 0.56 | -8.93 | | Diluted Earnings Per Share (CNY/share) | 0.51 | 0.56 | -8.93 | | Basic Earnings Per Share After Non-Recurring Gains/Losses (CNY/share) | 0.36 | 0.57 | -36.84 | | Weighted Average Return on Net Assets (%) | 2.17 | 2.40 | decrease of 0.23 percentage points | | Weighted Average Return on Net Assets After Non-Recurring Gains/Losses (%) | 1.55 | 2.42 | decrease of 0.87 percentage points | | R&D Investment as % of Operating Revenue (%) | 9.01 | 6.30 | increase of 2.71 percentage points | - Operating revenue decreased by **27.54%** year-on-year, primarily due to a decline in new installations in some traditional overseas photovoltaic markets[19](index=19&type=chunk) - Net cash flow from operating activities decreased by **80.89%** year-on-year, mainly due to increased payments to suppliers[20](index=20&type=chunk) [VIII. Non-Recurring Gains and Losses Items and Amounts](index=8&type=section&id=%E5%85%AB%E3%80%81%E9%9D%9E%E7%BB%8F%E5%B8%B8%E6%8D%9F%E7%9B%8A%E9%A1%B9%E7%9B%AE%E5%92%8C%E9%87%91%E9%A2%9D) This section details non-recurring gains and losses items and their amounts for the reporting period, totaling **22.48 million yuan**, with government grants being the primary contributor Non-Recurring Gains and Losses Items for H1 2025 | Non-Recurring Gains and Losses Item | Amount (million CNY) | | :--- | :--- | | Gains or losses from disposal of non-current assets | -0.0029 | | Government grants recognized in current profit or loss | 18.28 | | Fair value changes and disposal gains/losses from financial assets and liabilities held by non-financial enterprises | 2.63 | | Fund occupation fees received from non-financial enterprises recognized in current profit or loss | 0.94 | | Gains or losses from entrusted investments or asset management | 5.89 | | Other non-operating income and expenses apart from the above | -0.88 | | Less: Income tax impact | 4.31 | | Minority interest impact (after tax) | 0.06 | | **Total** | **22.48** | Section III Management Discussion and Analysis [I. Industry and Main Business Overview During the Reporting Period](index=9&type=section&id=%E4%B8%80%E3%80%81%E6%8A%A5%E5%91%8A%E6%9C%9F%E5%86%85%E5%85%AC%E5%8F%B8%E6%89%80%E5%B1%9E%E8%A1%8C%E4%B8%9A%E5%8F%8A%E4%B8%BB%E8%90%A5%E4%B8%9A%E5%8A%A1%E6%83%85%E5%86%B5%E8%AF%B4%E6%98%8E) This section elaborates on global development trends in the photovoltaic and energy storage industries, along with the company's core businesses, product lines, and AI smart energy applications in these sectors [(I) Industry Overview](index=9&type=section&id=%EF%BC%88%E4%B8%80%EF%BC%89%E5%85%AC%E5%8F%B8%E6%89%80%E5%B1%9E%E8%A1%8C%E4%B8%9A%E6%83%85%E5%86%B5) The global renewable energy, particularly photovoltaic, and energy storage markets continue rapid growth, with increasing new PV installations and surging demand in emerging markets, while European residential PV installations declined due to policy impacts, and the energy storage market, driven by multiple factors, saw an explosion in commercial and industrial storage demand - In 2024, global new renewable energy installations reached **585 GW**, with an annual growth rate of **15.1%**; global photovoltaic installed capacity increased by nearly **452 GW**, with an annual growth of **32.2%**[25](index=25&type=chunk) - From January to June 2025, domestic new photovoltaic installations reached **212.21 GW**, a year-on-year increase of **107%**; new installations in some traditional overseas photovoltaic markets (such as the US, Brazil, and Europe) declined, with European residential PV expected to decrease by **12.5%**[26](index=26&type=chunk) - In 2024, global new energy storage installations reached **79.2 GW/188.5 GWh**, a year-on-year increase of approximately **82.1%**; commercial and industrial energy storage new installed capacity was approximately **4.1 GW/11 GWh**, growing by **41%** and **43%** respectively[26](index=26&type=chunk) - Commercial and industrial energy storage demand in the European market rapidly surged, with **2.2 GWh** added in 2024, a **15.8%** year-on-year increase, and an estimated **3.6 GWh** to be added in 2025, growing by over **60%**[27](index=27&type=chunk) - Emerging markets in Asia, Africa, and Latin America are experiencing rapid growth in demand for off-grid inverter products and commercial and industrial energy storage systems, driven by the increasing economic viability of PV-plus-storage solutions replacing diesel generators[28](index=28&type=chunk) [(II) Company's Main Business Operations](index=11&type=section&id=%EF%BC%88%E4%BA%8C%EF%BC%89%E5%85%AC%E5%8F%B8%E4%B8%BB%E8%90%A5%E4%B8%9A%E5%8A%A1%E6%83%85%E5%86%B5) The company specializes in photovoltaic power generation and energy storage, offering distributed PV+storage solutions centered on microinverters, with products covering microinverters, off-grid inverters, residential and commercial energy storage, smart control shutdown devices, AI smart energy, and distributed PV power station businesses - The company's core product is microinverters, possessing multiple core technologies, and is one of the earliest domestic manufacturers to achieve mass production and shipment in the industry[29](index=29&type=chunk) - Newly developed off-grid hybrid inverter AHS series products operate independently of the public grid, equipped with low-voltage batteries, meeting both off-grid and backup power generation needs[33](index=33&type=chunk) - The company offers a rich energy storage product matrix, including balcony micro-PV-storage products (EZHI), residential energy storage products (ELS, ELT series), and commercial and industrial energy storage products (Ocean200L, Ocean400L, Ocean5000L series)[35](index=35&type=chunk)[36](index=36&type=chunk)[38](index=38&type=chunk) - Smart control shutdown devices utilize independently developed ASIC chips, complying with NEC2017 & 2020 safety requirements[43](index=43&type=chunk)[44](index=44&type=chunk) - AI smart energy business applies deep learning algorithms to provide intelligent home energy management (BESS AI), a power spot market auxiliary decision-making platform, and an online power station design tool (AP Designer)[47](index=47&type=chunk)[48](index=48&type=chunk)[49](index=49&type=chunk) [II. Discussion and Analysis of Operations](index=20&type=section&id=%E4%BA%8C%E3%80%81%E7%BB%8F%E8%90%A5%E6%83%85%E5%86%B5%E7%9A%84%E8%AE%A8%E8%AE%BA%E4%B8%8E%E5%88%86%E6%9E%90) In the first half of 2025, the company's operating revenue and net profit decreased year-on-year, primarily due to declining overseas photovoltaic market installations; the company continued to increase R&D investment, enrich its product matrix, empower PV-storage products with AI technology, and actively expand into emerging overseas markets - In the first half of 2025, operating revenue was **651 million yuan**, a year-on-year decrease of **27.54%**; net profit attributable to listed company shareholders was **79.14 million yuan**, a year-on-year decrease of **9.88%**[51](index=51&type=chunk) - From January to June 2025, R&D expenses were **58.66 million yuan**, a year-on-year increase of **3.61%**, accounting for **9.01%** of operating revenue[51](index=51&type=chunk) - The company newly applied for **17** intellectual property items and was granted **24**; as of the end of the reporting period, it held a total of **212** intellectual property items (**95** invention patents)[51](index=51&type=chunk) - The newly developed off-grid hybrid inverter AHS series products fill a product gap in off-grid scenarios[52](index=52&type=chunk) - The newly developed 'APbot' customer service robot integrates multi-language models, possesses deep semantic understanding capabilities, and provides **24-hour** responses to customer inquiries[52](index=52&type=chunk) - Commercial and industrial energy storage products achieved sales breakthroughs in European countries such as Germany and Slovakia, and are actively expanding into emerging markets in Asia, Africa, and Latin America, including Pakistan and the Philippines[53](index=53&type=chunk) [III. Analysis of Core Competitiveness During the Reporting Period](index=21&type=section&id=%E4%B8%89%E3%80%81%E6%8A%A5%E5%91%8A%E6%9C%9F%E5%86%85%E6%A0%B8%E5%BF%83%E7%AB%9E%E4%BA%89%E5%8A%9B%E5%88%86%E6%9E%90) The company's core competitiveness lies in R&D innovation, integrated PV-storage product layout, global product certification, global business presence with localized services, and strong brand influence; during the reporting period, the company developed 'high-efficiency bidirectional PCS control' as a core technology in the off-grid inverter sector [(I) Core Competitiveness Analysis](index=21&type=section&id=(%E4%B8%80)%20%E6%A0%B8%E5%BF%83%E7%AB%9E%E4%BA%89%E5%8A%9B%E5%88%86%E6%9E%90) Leveraging its qualifications as a national high-tech enterprise and a 'specialized, refined, unique, and new' 'little giant' enterprise, the company holds significant advantages in R&D innovation, integrated PV-storage product layout, global product certification, global business presence with localized services, and brand influence - The company is a national high-tech enterprise, one of the fifth batch of enterprises complying with the 'Photovoltaic Manufacturing Industry Standard Conditions' by the Ministry of Industry and Information Technology, and a national 'specialized, refined, unique, and new' 'little giant' enterprise[55](index=55&type=chunk) - As of June 30, 2025, the company held **212** authorized intellectual property items, including **95** invention patents; it had **262** R&D personnel, accounting for **49.90%** of the total workforce[55](index=55&type=chunk) - The company has established three major integrated PV-storage product layouts centered on microinverters, including balcony micro-PV-storage, residential PV-storage, and commercial and industrial PV-storage[55](index=55&type=chunk) - Products have been sold in mainland China and over **150** countries and regions including the Americas, Europe, and Australia, obtaining over **150** valid domestic and international certification certificates[56](index=56&type=chunk) - By establishing subsidiaries in the United States, the Netherlands, France, Australia, Mexico, Brazil, Singapore, and other locations, the company has perfected its global marketing network and achieved localized operations[56](index=56&type=chunk) - The company has received honors such as 'France's Top Photovoltaic Inverter Brand' and 'Zhejiang Manufacturing Fine Product', and was listed among the PVBL Global Top 100 Photovoltaic Brands[58](index=58&type=chunk) [(III) Core Technologies and R&D Progress](index=22&type=section&id=(%E4%B8%89)%20%E6%A0%B8%E5%BF%83%E6%8A%80%E6%9C%AF%E4%B8%8E%E7%A0%94%E5%8F%91%E8%BF%9B%E5%B1%95) The company has cultivated module-level power electronics technology for **15** years, achieving breakthroughs in multi-module microinverter design, three-phase balanced output grid-tied microinverter control, high-current microinverter control, and low-voltage hybrid inverter control technologies; during the reporting period, it added 'high-efficiency bidirectional PCS control' as a core technology, continuously increased R&D investment, and obtained **4** new authorized invention patents - Core technologies include multi-module microinverter design, three-phase balanced output grid-tied microinverter control, and high-current microinverter control technology[59](index=59&type=chunk) - In PV-storage integration, the company has developed low-voltage hybrid inverter control technology, enhancing system efficiency and reliability through third-generation wide-bandgap semiconductors and advanced control algorithms[60](index=60&type=chunk)[61](index=61&type=chunk) - During the reporting period, the company added 'high-efficiency bidirectional PCS control' as a core technology, utilizing an isolated bidirectional inverter topology to significantly improve overall system conversion efficiency and expand the battery voltage adaptation range[61](index=61&type=chunk) - As of the end of the reporting period, the company held **212** authorized intellectual property items, including **95** invention patents; this period saw **4** new authorized invention patents, **11** utility model patents, **5** design patents, and **4** software copyrights[62](index=62&type=chunk) R&D Investment Overview | Indicator | Current Period (million CNY) | Prior Year Period (million CNY) | Change (%) | | :--- | :--- | :--- | :--- | | Expensed R&D Investment | 58.66 | 56.62 | 3.61 | | Total R&D Investment | 58.66 | 56.62 | 3.61 | | Total R&D Investment as % of Operating Revenue (%) | 9.01 | 6.30 | increase of 2.71 percentage points | - Ongoing R&D projects include **18** items such as microinverter rooftop PV system design software, YUNENG digital service upgrade, single-phase four-module high-frequency GaN smart microinverter, PV-storage-charging integrated management system, and AI smart energy research projects[66](index=66&type=chunk)[67](index=67&type=chunk)[68](index=68&type=chunk) R&D Personnel Overview | Indicator | Current Period (people) | Prior Year Period (people) | | :--- | :--- | :--- | | Number of R&D Personnel | 262 | 257 | | R&D Personnel as % of Total Company Staff (%) | 49.90 | 53.99 | | Total R&D Personnel Compensation (million CNY) | 39.65 | 38.36 | | Average R&D Personnel Compensation (10,000 CNY) | 15.02 | 16.39 | [IV. Risk Factors](index=30&type=section&id=%E5%9B%9B%E3%80%81%E9%A3%8E%E9%99%A9%E5%9B%A0%E7%B4%A0) The company faces multiple risks including technology upgrades and intellectual property disputes, loss of core technical personnel and technology leakage, intensified industry competition, trade barriers in overseas operations, inventory management, and exchange rate fluctuations - The company faces risks related to technology upgrades and intellectual property disputes; failure to innovate timely or encountering lawsuits could impact market expansion[72](index=72&type=chunk) - There is a risk of losing core technical personnel and leakage of core technologies, which could affect technology upgrades and product innovation[72](index=72&type=chunk)[73](index=73&type=chunk) - Intensified competition in the photovoltaic industry may lead to declining product prices and gross profit margins[73](index=73&type=chunk) - Overseas operations face risks arising from trade barriers and changes in the political and economic environment[73](index=73&type=chunk)[74](index=74&type=chunk) - High inventory balances pose a risk of inventory impairment[74](index=74&type=chunk) - Overseas business settlements are primarily in USD and EUR, exposing the company to exchange rate fluctuation risks[74](index=74&type=chunk) [V. Key Operating Performance During the Reporting Period](index=32&type=section&id=%E4%BA%94%E3%80%81%E6%8A%A5%E5%91%8A%E6%9C%9F%E5%86%85%E4%B8%BB%E8%A6%81%E7%BB%8F%E8%90%A5%E6%83%85%E5%86%B5) During the reporting period, the company's operating revenue and net profit decreased, while total assets and net assets increased; financial expenses significantly changed due to a substantial increase in exchange gains, and net cash flow from investing activities grew significantly; the asset and liability structure underwent multiple changes, with overseas assets accounting for a high proportion of total assets [(I) Main Business Analysis](index=32&type=section&id=(%E4%B8%80)%20%E4%B8%BB%E8%90%A5%E4%B8%9A%E5%8A%A1%E5%88%86%E6%9E%90) During the reporting period, the company's operating revenue and net profit decreased, primarily due to a decline in new installations in some traditional overseas photovoltaic markets; financial expenses significantly reduced due to a substantial increase in exchange gains, net cash flow from operating activities sharply declined, and net cash flow from investing activities grew significantly - Operating revenue was **651 million yuan**, a year-on-year decrease of **27.54%**; net profit attributable to listed company shareholders was **79.14 million yuan**, a year-on-year decrease of **9.88%**[75](index=75&type=chunk) Analysis of Changes in Financial Statement Items | Item | Current Period (million CNY) | Prior Year Period (million CNY) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 651.35 | 898.97 | -27.54 | | Operating Cost | 473.55 | 579.09 | -18.23 | | Selling Expenses | 62.62 | 66.94 | -6.45 | | Administrative Expenses | 38.81 | 42.18 | -7.97 | | Financial Expenses | -91.65 | 7.80 | -1,274.87 | | R&D Expenses | 58.66 | 56.62 | 3.61 | | Net Cash Flow from Operating Activities | 45.93 | 240.39 | -80.89 | | Net Cash Flow from Investing Activities | 489.76 | 225.39 | 117.30 | | Net Cash Flow from Financing Activities | -119.39 | -111.71 | N/A | - The change in financial expenses was mainly due to a substantial increase in exchange gains during the current period[76](index=76&type=chunk) - The change in net cash flow from operating activities was mainly due to increased payments to suppliers[76](index=76&type=chunk) - The change in net cash flow from investing activities was mainly due to increased recovery of matured wealth management products[76](index=76&type=chunk) [(III) Analysis of Assets and Liabilities](index=33&type=section&id=(%E4%B8%89)%20%E8%B5%84%E4%BA%A7%E3%80%81%E8%B4%9F%E5%80%BA%E6%83%85%E5%86%B5%E5%88%86%E6%9E%90) At the end of the reporting period, both the company's total assets and net assets attributable to listed company shareholders increased; monetary funds, prepayments, fixed assets, right-of-use assets, and long-term deferred expenses significantly increased, while financial assets held for trading, short-term borrowings, notes payable, and accounts receivable financing significantly decreased; overseas assets accounted for **34.46%** of total assets Changes in Assets and Liabilities | Item Name | Period-End Balance (million CNY) | % of Total Assets at Period-End | Prior Year-End Balance (million CNY) | % of Total Assets at Prior Year-End | Change from Prior Year-End (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 1,382.77 | 28.75 | 941.14 | 20.38 | 46.92 | Mainly due to recovery of matured wealth management products | | Financial Assets Held for Trading | 532.08 | 11.06 | 1,123.98 | 24.34 | -52.66 | Mainly due to maturity of wealth management products | | Notes Receivable | 8.60 | 0.18 | 0.94 | 0.02 | 810.87 | Mainly due to receipt of bank acceptance bills | | Accounts Receivable Financing | 0.01 | - | 4.73 | 0.10 | -99.70 | Mainly due to maturity and acceptance of bank acceptance bills | | Prepayments | 76.79 | 1.60 | 35.24 | 0.76 | 117.93 | Mainly due to increased prepayments for materials | | Fixed Assets | 216.77 | 4.51 | 88.32 | 1.91 | 145.45 | Mainly due to increased capitalization of completed PV power stations | | Right-of-Use Assets | 17.51 | 0.36 | 6.10 | 0.13 | 187.00 | Mainly due to new office premises | | Long-Term Deferred Expenses | 4.08 | 0.08 | 0.85 | 0.02 | 378.99 | Mainly due to renovation expenses for operating lease assets | | Short-Term Borrowings | 189.97 | 3.95 | 388.50 | 8.41 | -51.10 | Mainly due to repayment of matured borrowings | | Derivative Financial Liabilities | 8.63 | 0.18 | 1.33 | 0.03 | 549.57 | Mainly due to increased foreign exchange derivatives in current period | | Notes Payable | 19.52 | 0.41 | 78.99 | 1.71 | -75.29 | Mainly due to payment of matured bills | | Accounts Payable | 398.12 | 8.28 | 273.68 | 5.93 | 45.47 | Mainly due to increased outstanding payments for goods | | Contract Liabilities | 246.44 | 5.12 | 46.54 | 1.01 | 429.55 | Mainly due to advance receipts for goods | | Other Current Liabilities | 9.29 | 0.19 | 1.32 | 0.03 | 602.19 | Mainly due to increased unconfirmed notes receivable | | Long-Term Borrowings | 26.02 | 0.54 | 0.94 | 0.02 | 2,661.94 | Mainly due to increased operating capital needs for PV projects | | Lease Liabilities | 13.00 | 0.27 | 4.22 | 0.09 | 208.36 | Mainly due to new office premises | - Overseas assets amounted to **1.66 billion yuan**, accounting for **34.46%** of total assets[80](index=80&type=chunk) [(IV) Investment Analysis](index=35&type=section&id=(%E5%9B%9B)%20%E6%8A%95%E8%B5%84%E7%8A%B6%E5%86%B5%E5%88%86%E6%9E%90) At the end of the reporting period, the company's financial assets measured at fair value totaled **829.30 million yuan**, with purchases of **669.99 million yuan** and sales/redemptions of **1.27 billion yuan** during the current period Financial Assets Measured at Fair Value | Asset Category | Beginning Balance (million CNY) | Fair Value Change Gains/Losses in Current Period (million CNY) | Purchases in Current Period (million CNY) | Sales/Redemptions in Current Period (million CNY) | Period-End Balance (million CNY) | | :--- | :--- | :--- | :--- | :--- | :--- | | Other | 1,439.97 | -0.57 | 669.99 | 1,273.25 | 829.30 | | Total | 1,439.97 | -0.57 | 669.99 | 1,273.25 | 829.30 | [(VI) Analysis of Major Holding and Participating Companies](index=36&type=section&id=(%E5%85%AD)%20%E4%B8%BB%E8%90%A5%E4%B8%9A%E5%8A%A1%E6%83%85%E5%86%B5) During the reporting period, the company's major subsidiaries YUNENG Trading, Jingning YUNENG, Singapore YUNENG, Jiangsu Lingchu, and Tianjin Aolian achieved profitability, while Europe YUNENG and US YUNENG incurred losses Financial Performance of Major Subsidiaries (Unit: million CNY) | Company Name | Main Business | Total Assets | Net Assets | Operating Revenue | Operating Profit | Net Profit | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | YUNENG Trading | Export trade business | 405.43 | 85.05 | 134.82 | 15.45 | 11.19 | | Jingning YUNENG | Production and sales of energy storage technology, PV equipment | 186.93 | 70.65 | 74.13 | 8.02 | 6.82 | | Europe YUNENG | Company's sales business in Europe | 920.84 | 114.53 | 260.21 | -25.38 | -24.82 | | US YUNENG | Company's sales business in North America | 308.86 | 77.38 | 134.22 | -13.91 | -13.88 | | Singapore YUNENG | Production and sales of microinverters | 145.57 | 41.52 | 73.83 | 20.95 | 17.39 | | Jiangsu Lingchu | R&D business for emerging energy technologies | 487.59 | 132.93 | 246.63 | 18.39 | 18.30 | | Tianjin Aolian | Energy storage project operation business | 391.55 | -2.70 | 95.21 | 2.11 | 1.33 | Section IV Corporate Governance, Environment and Society [I. Changes in Directors, Supervisors, Senior Management, and Core Technical Personnel](index=38&type=section&id=%E4%B8%80%E3%80%81%E5%85%AC%E5%8F%B8%E8%91%A3%E4%BA%8B%E3%80%81%E7%9B%91%E4%BA%8B%E3%80%81%E9%AB%98%E7%BA%A7%E7%AE%A1%E7%90%86%E4%BA%BA%E5%91%98%E5%92%8C%E6%A0%B8%E5%BF%83%E6%8A%80%E6%9C%AF%E4%BA%BA%E5%91%98%E5%8F%98%E5%8A%A8%E6%83%85%E5%86%B5) During the reporting period, Qiu Zhihua resigned as Board Secretary, Zhang Jiawu resigned as Financial Controller, and Zhu Jialei was appointed as Board Secretary and Financial Controller; the company's criteria for identifying core technical personnel are their industry background, scientific research achievements, and significant contributions to core technology innovation and business development - Qiu Zhihua resigned as Board Secretary, and Zhang Jiawu resigned as Financial Controller[88](index=88&type=chunk) - Zhu Jialei was appointed as the company's Board Secretary and Financial Controller[88](index=88&type=chunk) - The criteria for identifying core technical personnel are their industry background, scientific research achievements, and significant contributions to the company's core technology innovation and business development[89](index=89&type=chunk) [II. Profit Distribution or Capital Reserve Conversion Plan](index=38&type=section&id=%E4%BA%8C%E3%80%81%E5%88%A9%E6%B6%A6%E5%88%86%E9%85%8D%E6%88%96%E8%B5%84%E6%9C%AC%E5%85%AC%E7%A7%AF%E9%87%91%E8%BD%AC%E5%A2%9E%E9%A2%84%E6%A1%88) During the reporting period, the company's board of directors resolved that there was no profit distribution plan or capital reserve to share capital conversion plan - This semi-annual report contains no profit distribution plan or capital reserve to share capital conversion plan[90](index=90&type=chunk) [III. Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures and Their Impact](index=38&type=section&id=%E4%B8%89%E3%80%81%E5%85%AC%E5%8F%B8%E8%82%A1%E6%9D%83%E6%BF%80%E5%8A%B1%E8%AE%A1%E5%88%92%E3%80%81%E5%91%98%E5%B7%A5%E6%8C%81%E8%82%A1%E8%AE%A1%E5%88%92%E6%88%96%E5%85%B6%E4%BB%96%E5%91%98%E5%B7%A5%E6%BF%80%E5%8A%B1%E6%8E%AA%E6%96%BD%E7%9A%84%E6%83%85%E5%86%B5%E5%8F%8A%E5%85%B6%E5%BD%B1%E5%93%8D) During the reporting period, the company had no equity incentive matters previously disclosed in interim announcements with no subsequent progress or changes, nor any incentive situations not disclosed in interim announcements or with subsequent developments - During the reporting period, the company had no progress or changes in equity incentive plans, employee stock ownership plans, or other employee incentive measures[91](index=91&type=chunk)[92](index=92&type=chunk) [IV. Environmental Information of Listed Companies and Their Major Subsidiaries Included in the List of Enterprises Required to Disclose Environmental Information by Law](index=39&type=section&id=%E5%9B%9B%E3%80%81%E7%BA%B3%E5%85%A5%E7%8E%AF%E5%A2%83%E4%BF%A1%E6%81%AF%E4%BE%9D%E6%B3%95%E6%8A%AB%E9%9C%B2%E4%BC%81%E4%B8%9A%E5%90%8D%E5%8D%95%E7%9A%84%E4%B8%8A%E5%B8%82%E5%85%AC%E5%8F%B8%E5%8F%8A%E5%85%B6%E4%B8%BB%E8%A6%81%E5%AD%90%E5%85%AC%E5%8F%B8%E7%9A%84%E7%8E%AF%E5%A2%83%E4%BF%A1%E6%81%AF%E6%83%85%E5%86%B5) During the reporting period, the company was not included in the list of enterprises required to disclose environmental information by law - The company was not included in the list of enterprises required to disclose environmental information by law[92](index=92&type=chunk) [V. Specific Progress in Consolidating Poverty Alleviation Achievements and Rural Revitalization](index=39&type=section&id=%E4%BA%94%E3%80%81%E5%B7%A9%E5%9B%BA%E6%8B%93%E5%B1%95%E8%84%B1%E8%B4%AB%E6%94%BB%E5%9D%9A%E6%88%90%E6%9E%9C%E3%80%81%E4%B9%A1%E6%9D%91%E6%8C%AF%E5%85%B4%E7%AD%89%E5%B7%A5%E4%BD%9C%E5%85%B7%E4%BD%93%E6%83%85%E5%86%B5) During the reporting period, the company had no specific progress in consolidating poverty alleviation achievements or rural revitalization to disclose - The company has no specific progress in poverty alleviation achievements or rural revitalization to disclose[92](index=92&type=chunk) Section V Significant Matters [I. Fulfillment of Commitments](index=40&type=section&id=%E4%B8%80%E3%80%81%E6%89%BF%E8%AF%BA%E4%BA%8B%E9%A1%B9%E5%B1%A5%E8%A1%8C%E6%83%85%E5%86%B5) During the reporting period, the company's actual controllers, shareholders, directors, senior management, and core technical personnel strictly fulfilled all commitments related to the initial public offering and equity incentives, including share lock-up, share price stabilization, fraudulent issuance repurchase, immediate return compensation, profit distribution, avoidance of horizontal competition, and regulation of related-party transactions - Controlling shareholders and actual controllers Ling Zhimin and Luo Yuhao committed not to transfer or entrust others to manage company shares issued before the initial public offering for **36 months** from the date of the company's stock listing[95](index=95&type=chunk) - The company's directors and senior management committed not to transfer more than **25%** of their total company shares annually during their tenure[96](index=96&type=chunk) - The company, its controlling shareholders, actual controllers, directors, and senior management all committed to strictly fulfilling all commitments during the reporting period[94](index=94&type=chunk) [II. Non-Operating Fund Occupation by Controlling Shareholders and Other Related Parties During the Reporting Period](index=45&type=section&id=%E4%BA%8C%E3%80%81%E6%8A%A5%E5%91%8A%E6%9C%9F%E5%86%85%E6%8E%A7%E8%82%A1%E8%82%A1%E4%B8%9C%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%B3%E8%81%94%E6%96%B9%E9%9D%9E%E7%BB%8F%E8%90%A5%E6%80%A7%E5%8D%A0%E7%94%A8%E8%B5%84%E9%87%91%E6%83%85%E5%86%B5) During the reporting period, there was no non-operating occupation of funds by controlling shareholders or other related parties - During the reporting period, the company had no non-operating occupation of funds by controlling shareholders or other related parties[110](index=110&type=chunk) [III. Irregular Guarantees](index=45&type=section&id=%E4%B8%89%E3%80%81%E8%BF%9D%E8%A7%84%E6%8B%85%E4%BF%9D%E6%83%85%E5%86%B5) During the reporting period, the company did not provide external guarantees in violation of prescribed decision-making procedures - During the reporting period, the company did not provide external guarantees in violation of prescribed decision-making procedures[110](index=110&type=chunk) [VII. Major Litigation and Arbitration Matters](index=46&type=section&id=%E4%B8%83%E3%80%81%E9%87%8D%E5%A4%A7%E8%AF%89%E8%AE%BC%E3%80%81%E4%BB%B2%E8%A3%81%E4%BA%8B%E9%A1%B9) During the reporting period, the company had no major litigation or arbitration matters - During the reporting period, the company had no major litigation or arbitration matters[111](index=111&type=chunk) [X. Significant Related-Party Transactions](index=46&type=section&id=%E5%8D%81%E3%80%81%E9%87%8D%E5%A4%A7%E5%85%B3%E8%81%94%E4%BA%A4%E6%98%93) During the reporting period, the company engaged in related-party transactions related to ordinary operations, primarily involving procurement of materials and processing fees from related parties, sales of materials, and collection of utility and management fees, all within approved transaction limits - On February 27, 2025, the company approved the proposal for estimated ordinary related-party transactions for 2025, with an estimated amount of **60.75 million yuan**[111](index=111&type=chunk) Related-Party Purchases of Goods/Acceptance of Services | Related Party | Related Transaction Content | Amount in Current Period (CNY) | Approved Transaction Limit (CNY) | | :--- | :--- | :--- | :--- | | Tiantong Jingdian New Technology Co., Ltd. | Material procurement and processing fees | 11,547,827.04 | 60,000,000.00 | | Shanghai Jingxin Technology Co., Ltd. | Material procurement | 0 | 0 | Related-Party Sales of Goods/Provision of Services | Related Party | Related Transaction Content | Amount in Current Period (CNY) | | :--- | :--- | :--- | | Tiantong Jingdian New Technology Co., Ltd. | Utilities and management fees | 279,426.80 | | Tiantong Jingdian New Technology Co., Ltd. | Material sales | 12,350.44 | [XI. Significant Contracts and Their Performance](index=47&type=section&id=%E5%8D%81%E4%B8%80%E3%80%81%20%E9%87%8D%E5%A4%A7%E5%90%88%E5%90%8C%E5%8F%8A%E5%85%B6%E5%B1%A5%E8%A1%8C%E6%83%85%E5%86%B5) During the reporting period, the company and its subsidiaries provided multiple guarantees for subsidiaries, totaling **151.19 million yuan**, accounting for **4.10%** of the company's net assets, all of which were debt guarantees provided to guaranteed parties with asset-liability ratios exceeding **70%** Guarantees Provided by the Company and Its Subsidiaries to Subsidiaries (Unit: 10,000 CNY) | Guarantor | Guaranteed Party | Guarantee Amount | Guarantee Start Date | Guarantee End Date | Guarantee Type | Guarantee Overdue | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | YUNENG Technology | YUNENG Trading | 5,000.00 | 2024-3-31 | 2027-3-30 | General Guarantee | No | | YUNENG Technology | Jingning YUNENG | 5,000.00 | 2023-12-21 | 2026-12-21 | General Guarantee | No | | YUNENG Technology | Jiangsu Lingchu | 5,000.00 | 2023-7-14 | 2026-7-14 | General Guarantee | No | | YUNENG Technology | Jiangsu Lingchu | 8,000.00 | 2024-4-20 | 2029-4-19 | General Guarantee | No | | YUNENG Technology | Jiangsu Lingchu | 5,000.00 | 2024-3-28 | 2027-3-28 | General Guarantee | No | | YUNENG Technology | Jiangsu Lingchu | 5,000.00 | 2024-12-27 | 2025-12-25 | General Guarantee | No | | YUNENG Technology | Jiangsu Lingchu | 4,000.00 | 2024-8-21 | 2025-6-27 | General Guarantee | No | | Jiangsu Lingchu | Lingchu New Energy | 1,000.00 | 2025-6-26 | 2025-12-25 | General Guarantee | No | Total Guarantee Amount of the Company (Unit: 10,000 CNY) | Indicator | Amount | | :--- | :--- | | Total Guarantee Balance for Subsidiaries at Period-End (B) | 15,119.25 | | Total Guarantee Amount (A+B) | 15,119.25 | | Total Guarantee Amount as % of Company's Net Assets (%) | 4.10 | | Debt Guarantee Amount Provided Directly or Indirectly to Guaranteed Parties with Asset-Liability Ratio Exceeding 70% (D) | 15,119.25 | | Total of the Above Three Guarantee Amounts (C+D+E) | 15,119.25 | [XII. Explanation of Progress in Use of Raised Funds](index=49&type=section&id=%E5%8D%81%E4%BA%8C%E3%80%81%20%E5%8B%9F%E9%9B%86%E8%B5%84%E9%87%91%E4%BD%BF%E7%94%A8%E8%BF%9B%E5%B1%95%E8%AF%B4%E6%98%8E) As of the end of the reporting period, the company's initial public offering raised funds with a cumulative investment of **1.98 billion yuan**, reaching an investment progress of **65.11%**; some fundraising projects (R&D Center Construction Project, Global Marketing Network Construction Project) were postponed to June 2027 due to market conditions and business adjustments; the over-raised funds investment project 'YUNENG 150MWh Distributed Energy Storage Power Station Construction Project' was changed to 'Distributed PV and Energy Storage Power Station Construction Project', and its construction period was adjusted Overall Use of Raised Funds (Unit: 10,000 CNY) | Source of Raised Funds | Total Raised Funds (1) | Committed Investment Amount in Prospectus (2) | Total Over-Raised Funds (3)=(1)-(2) | Cumulative Investment of Raised Funds at Period-End (4) | Cumulative Investment of Over-Raised Funds at Period-End (5) | Cumulative Investment Progress (%) (6)=(4)/(1) | Cumulative Over-Raised Funds Investment Progress (%) (7)＝(5)/(3) | Amount Invested This Year (8) | % of Total Raised Funds Invested This Year (9)=(8)/(1) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Initial Public Offering | 326,000.00 | 55,551.75 | 248,147.74 | 197,741.24 | 162,837.68 | 65.11 | 65.62 | 8,692.02 | 2.86 | - The completion date for the 'R&D Center Construction Project' and 'Global Marketing Network Construction Project' has been extended to **June 2027**[123](index=123&type=chunk) - The 'YUNENG 150MWh Distributed Energy Storage Power Station Construction Project' was changed to 'Distributed PV and Energy Storage Power Station Construction Project', with the construction period adjusted to **48 months**[124](index=124&type=chunk)[128](index=128&type=chunk) Detailed Use of Over-Raised Funds (Unit: 10,000 CNY) | Purpose | Nature | Total Over-Raised Funds to be Invested (1) | Cumulative Over-Raised Funds Invested at Period-End (2) | Investment Progress (%) (3)＝(2)/(1) | | :--- | :--- | :--- | :--- | :--- | | Permanently Supplement Working Capital | Supplement Liquidity/Repay Debt | 140,000.00 | 140,000.00 | 100 | | Share Repurchase | Repurchase | N/A | 16,182.11 | N/A | | Energy Storage Product Industrialization Project | New Project | 23,592.56 | 1,619.00 | 6.86 | | Distributed PV and Energy Storage Power Station Construction Project | New Project | 20,000.00 | 328.97 | 1.64 | | YUNENG 30MW Distributed PV Power Station Construction and Operation Project | New Project | 10,000.00 | 4,707.60 | 47.08 | - During the reporting period, the company managed idle raised funds with an approved limit of **1.2 billion yuan**, and the cash management balance at period-end was **398.07 million yuan**[130](index=130&type=chunk) - As of June 30, 2025, a cumulative total of **12.83 million yuan** of raised funds had been replaced for investment projects[131](index=131&type=chunk) Section VI Share Changes and Shareholder Information [I. Changes in Share Capital](index=57&type=section&id=%E4%B8%80%E3%80%81%E8%82%A1%E6%9C%AC%E5%8F%98%E5%8A%A8%E6%83%85%E5%86%B5) On June 9, 2025, **75,690,352** shares of the company's initially offered restricted shares became tradable, resulting in zero restricted shares and **100%** unrestricted tradable shares Table of Share Capital Changes | Share Class | Quantity Before Change | % Before Change | Increase/Decrease in This Change (+,-) | Quantity After Change | % After Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 75,690,352 | 48.43 | -75,690,352 | 0 | 0.00 | | II. Unrestricted Tradable Shares | 80,587,083 | 51.57 | 75,690,352 | 156,277,435 | 100 | | III. Total Shares | 156,277,435 | 100.00 | 0 | 156,277,435 | 100 | - On June 9, 2025, a total of **75,690,352** shares from the initial public offering's restricted stock became tradable[135](index=135&type=chunk) [II. Shareholder Information](index=58&type=section&id=%E4%BA%8C%E3%80%81%E8%82%A1%E4%B8%9C%E6%83%85%E5%86%B5) As of the end of the reporting period, the company had **11,555** common shareholders; among the top ten shareholders, LING ZHIMIN, TIANTONG Hi-Tech Group Co., Ltd., and LUO YUHAO were the top three, with their major restricted shares already released from lock-up; there is a concerted action relationship among shareholders - As of the end of the reporting period, the total number of common shareholders was **11,555**[136](index=136&type=chunk) Top Ten Shareholders' Holdings as of the End of the Reporting Period | Shareholder Name | Period-End Holding Quantity | % | Shareholder Nature | | :--- | :--- | :--- | :--- | | LING ZHIMIN | 22,721,373 | 14.54 | Overseas Natural Person | | Tiantong Hi-Tech Group Co., Ltd. | 21,500,689 | 13.76 | Domestic Non-State-Owned Legal Person | | LUO YUHAO | 19,380,344 | 12.4 | Overseas Natural Person | | Gao Limin | 12,581,873 | 8.05 | Domestic Natural Person | | Pan Jianqing | 12,087,946 | 7.73 | Domestic Natural Person | | Jiaxing Huineng Investment Management Partnership (Limited Partnership) | 5,558,035 | 3.56 | Other | | Hangzhou Silan Holdings Co., Ltd. | 2,427,320 | 1.55 | Domestic Non-State-Owned Legal Person | | Jiaxing Huiying Investment Management Partnership (Limited Partnership) | 2,371,646 | 1.52 | Other | | Haining City Industrial Investment Group Co., Ltd. | 2,092,506 | 1.34 | Domestic State-Owned Legal Person | | Hangzhou Huarui Jiayin Equity Investment Partnership (Limited Partnership) | 1,721,381 | 1.10 | Other | - Ling Zhimin and Luo Yuhao are parties acting in concert and are the actual controllers of the company[139](index=139&type=chunk) [III. Information on Directors, Supervisors, Senior Management, and Core Technical Personnel](index=61&type=section&id=%E4%B8%89%E3%80%81%E8%91%A3%E4%BA%8B%E3%80%81%E7%9B%91%E4%BA%8B%E3%80%81%E9%AB%98%E7%BA%A7%E7%AE%A1%E7%90%86%E4%BA%BA%E5%91%98%E5%92%8C%E6%A0%B8%E5%BF%83%E6%8A%80%E6%9C%AF%E4%BA%BA%E5%91%98%E6%83%85%E5%86%B5) During the reporting period, no changes in shareholdings of the company's directors, supervisors, senior management, and core technical personnel were disclosed, nor were any equity incentives granted - During the reporting period, there were no changes in shareholdings of directors, supervisors, senior management, and core technical personnel, nor any equity incentive grants[140](index=140&type=chunk) Section VII Bond-Related Information [I. Corporate Bonds (Including Enterprise Bonds) and Non-Financial Enterprise Debt Financing Instruments](index=63&type=section&id=%E4%B8%80%E3%80%81%E5%85%AC%E5%8F%B8%E5%80%BA%E5%88%B8%EF%BC%88%E5%90%AB%E4%BC%81%E4%B8%9A%E5%80%BA%E5%88%B8%EF%BC%89%E5%92%8C%E9%9D%9E%E9%87%91%E8%9E%8D%E4%BC%81%E4%B8%9A%E5%80%BA%E5%8A%A1%E8%9E%8D%E8%B5%84%E5%B7%A5%E5%85%B7) During the reporting period, the company had no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments - During the reporting period, the company had no corporate bonds or non-financial enterprise debt financing instruments[144](index=144&type=chunk) [II. Convertible Corporate Bonds](index=63&type=section&id=%E4%BA%8C%E3%80%81%E5%8F%AF%E8%BD%AC%E6%8D%A2%E5%85%AC%E5%8F%B8%E5%80%BA%E5%88%B8%E6%83%85%E5%86%B5) During the reporting period, the company had no convertible corporate bonds - During the reporting period, the company had no convertible corporate bonds[144](index=144&type=chunk) Section VIII Financial Report [I. Audit Report](index=64&type=section&id=%E4%B8%80%E3%80%81%E5%AE%A1%E8%AE%A1%E6%8A%A5%E5%91%8A) This semi-annual report is unaudited - This semi-annual report is unaudited[4](index=4&type=chunk) [II. Financial Statements](index=64&type=section&id=%E4%BA%8C%E3%80%81%E8%B4%A2%E5%8A%A1%E6%8A%A5%E8%A1%A8) This section provides the company's consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, reflecting the financial position and operating results at the end of the reporting period - During the reporting period, the company's consolidated operating revenue was **651 million yuan**, a year-on-year decrease of **27.54%**; consolidated net profit was **69.17 million yuan**, a year-on-year decrease of **18.69%**[155](index=155&type=chunk) - At the end of the reporting period, the company's consolidated total assets were **4.81 billion yuan**, an increase of **4.16%** from the beginning of the period; owners' equity attributable to the parent company was **3.69 billion yuan**, an increase of **2.33%** from the beginning of the period[147](index=147&type=chunk)[149](index=149&type=chunk) - Net cash flow from operating activities was **45.93 million yuan**, a year-on-year decrease of **80.89%**[163](index=163&type=chunk) [III. Company's Basic Information](index=89&type=section&id=%E4%B8%89%E3%80%81%E5%85%AC%E5%8F%B8%E5%9F%BA%E6%9C%AC%E6%83%85%E5%86%B5) YUNENG Technology Co., Ltd., formerly Zhejiang YUNENG Photovoltaic Technology Integration Co., Ltd., was registered on September 16, 2020, headquartered in Jiaxing City, Zhejiang Province, primarily engaged in the R&D, production, and sales of module-level power electronics equipment for distributed photovoltaic power generation systems, as well as commercial and industrial energy storage systems and related services - The company was established on **September 16, 2020**, with its headquarters in Jiaxing City, Zhejiang Province[183](index=183&type=chunk) - Its main business involves the R&D, production, and sales of module-level power electronics equipment for distributed photovoltaic power generation systems, as well as commercial and industrial energy storage systems and related services[184](index=184&type=chunk) - The company owns numerous domestic and overseas subsidiaries, such as APsystems Australia, APsystems USA, APsystems Europe, Jiangsu Lingchu, and others[185](index=185&type=chunk)[186](index=186&type=chunk) [IV. Basis of Financial Statement Preparation](index=91&type=section&id=%E5%9B%9B%E3%80%81%E8%B4%A2%E5%8A%A1%E6%8A%A5%E8%A1%A8%E7%9A%84%E7%BC%96%E5%88%B6%E5%9F%BA%E7%A1%80) The company's financial statements are prepared on a going concern basis, with no matters or circumstances raising significant doubts about its ability to continue as a going concern within **12 months** from the end of the reporting period - The financial statements are prepared on a going concern basis, and there are no significant doubts about the company's ability to continue as a going concern[187](index=187&type=chunk)[188](index=188&type=chunk) [V. Significant Accounting Policies and Estimates](index=91&type=section&id=%E4%BA%94%E3%80%81%E9%87%8D%E8%A6%81%E4%BC%9A%E8%AE%A1%E6%94%BF%E7%AD%96%E5%8F%8A%E4%BC%9A%E8%AE%A1%E4%BC%B0%E8%AE%A1) This section details the company's specific accounting policies and estimates regarding financial instrument impairment, inventories, fixed asset depreciation, intangible assets, and revenue recognition, ensuring that the financial statements accurately and completely reflect the company's financial position - The company adheres to enterprise accounting standards, with the accounting year running from **January 1 to December 31**, and a **12-month** operating cycle as the liquidity classification standard[190](index=190&type=chunk)[191](index=191&type=chunk)[192](index=192&type=chunk) - Detailed provisions are made for the classification, recognition, measurement, and derecognition conditions of financial assets and liabilities, as well as financial instrument impairment and fair value determination methods[202](index=202&type=chunk)[203](index=203&type=chunk)[204](index=204&type=chunk) - The section clarifies inventory classification, issuance pricing methods (raw materials: first-in, first-out; finished goods: weighted average at month-end), inventory system, and impairment provision standards[221](index=221&type=chunk)[223](index=223&type=chunk) - Fixed assets are depreciated using the straight-line method, with photovoltaic power stations having a depreciation period of **20 years** and a residual value rate of **5%**[239](index=239&type=chunk) - Revenue recognition principles are based on the fulfillment of performance obligations over a period or at a point in time, with detailed explanations of revenue recognition methods for microinverter and energy storage product sales and project services[260](index=260&type=chunk)[261](index=261&type=chunk)[262](index=262&type=chunk) [VI. Taxation](index=109&type=section&id=%E5%85%AD%E3%80%81%E7%A8%8E%E9%A1%B9) This section lists the company's main tax categories and rates, and discloses that subsidiaries such as YUNENG Technology, Jiangsu Lingchu, and Jingning YUNENG enjoy high-tech enterprise income tax incentives, small and micro-enterprise income tax incentives, and a 'three-year exemption, three-year half-reduction' income tax policy for public infrastructure projects Major Tax Categories and Rates | Tax Category | Tax Rate | | :--- | :--- | | Value-Added Tax | 5%, 6%, 9%, 10%, 13%, 16%, 21% | | Urban Maintenance and Construction Tax | 5%, 7% | | Education Surcharge | 3% | | Local Education Surcharge | 2% | | Corporate Income Tax | 5%, 15%, 25%, 10%, 30%, 21%, 15%, 19%, 25.8%, 17% | | Land Use Tax | 8 CNY/square meter, 12 CNY/square meter | - YUNENG Technology and Jiangsu Lingchu are recognized as high-tech enterprises, subject to corporate income tax at a **15%** rate[278](index=278&type=chunk) - Jingning YUNENG is subject to corporate income tax at a **15%** rate, enjoying local preferential policies[278](index=278&type=chunk) - Subsidiaries such as Weihui PV are small and micro-profit enterprises, enjoying a corporate income tax incentive where taxable income is reduced by **25%** and taxed at a **20%** rate[279](index=279&type=chunk) - Jiaxing Yuchuang enjoys a 'three-year exemption, three-year half-reduction' corporate income tax incentive for distributed photovoltaic power stations[279](index=279&type=chunk) [VII. Notes to Consolidated Financial Statement Items](index=110&type=section&id=%E4%B8%83%E3%80%81%E5%90%88%E5%B9%B6%E8%B4%A2%E5%8A%A1%E6%8A%A5%E8%A1%A8%E9%A1%B9%E7%9B%AE%E6%B3%A8%E9%87%8A) This section provides detailed notes on various asset, liability, owners' equity, revenue, and expense items in the consolidated financial statements, including period-end balances, period-beginning balances, current period changes, and reasons for changes, particularly significant movements in monetary funds, financial assets held for trading, notes receivable, accounts receivable, prepayments, fixed assets, construction in progress, right-of-use assets, long-term deferred expenses, short-term borrowings, derivative financial liabilities, notes payable, accounts payable, contract liabilities, long-term borrowings, lease liabilities, and provisions - Monetary funds balance at period-end was **1.38 billion yuan**, an increase of **46.92%** from the beginning of the period, mainly due to the recovery of matured wealth management products[79](index=79&type=chunk)[282](index=282&type=chunk) - Financial assets held for trading balance at period-end was **532 million yuan**, a decrease of **52.66%** from the beginning of the period, mainly due to the maturity of wealth management products[79](index=79&type=chunk)[283](index=283&type=chunk) - Accounts receivable balance at period-end was **418 million yuan**, an increase of **23.83%** from the beginning of the period, including a single provision for bad debts of **17.69 million yuan**[147](index=147&type=chunk)[297](index=297&type=chunk) - Inventory book value at period-end was **1.29 billion yuan**, an increase of **10.41%** from the beginning of the period, with inventory impairment provisions and contract performance cost impairment provisions totaling **129 million yuan**[125](index=125&type=chunk) - Fixed assets book value at period-end was **217 million yuan**, an increase of **145.45%** from the beginning of the period, mainly due to the completion and capitalization of photovoltaic power stations[79](index=79&type=chunk)[347](index=347&type=chunk) - Short-term borrowings balance at period-end was **190 million yuan**, a decrease of **51.10%** from the beginning of the period, mainly due to repayment of matured borrowings[79](index=79&type=chunk)[377](index=377&type=chunk) - Contract liabilities balance at period-end was **246 million yuan**, an increase of **429.55%** from the beginning of the period, mainly due to advance receipts for goods[79](index=79&type=chunk)[382](index=382&type=chunk) - Provisions balance at period-end was **37.44 million yuan**, a decrease of **7.24%** from the beginning of the period, primarily for product quality assurance[152](index=152&type=chunk)[402](index=402&type=chunk) - Operating revenue was **651 million yuan**, a year-on-year decrease of **27.54%**; operating cost was **474 million yuan**, a year-on-year decrease of **18.23%**[155](index=155&type=chunk)[418](index=418&type=chunk) - Financial expenses were **-91.65 million yuan**, a year-on-year decrease of **1,274.87%**, mainly due to a substantial increase in net exchange gains[77](index=77&type=chunk)[424](index=424&type=chunk) [VIII. R&D Expenses](index=168&type=section&id=%E5%85%AB%E3%80%81%E7%A0%94%E5%8F%91%E6%94%AF%E5%87%BA) During the reporting period, the company's expensed R&D investment was **58.66 million yuan**, a year-on-year increase of **3.61%**, primarily comprising employee compensation, direct materials, inspection and testing fees, and depreciation and amortization R&D Expenses by Nature of Expense | Item | Amount in Current Period (CNY) | Amount in Prior Period (CNY) | | :--- | :--- | :--- | | Employee Compensation | 39,651,736.53 | 31,852,354.93 | | Direct Materials | 5,402,976.97 | 4,689,014.13 | | Entrusted R&D Expenses | 625,000.00 | 2,860,188.65 | | Inspection and Testing Fees | 2,736,289.82 | 3,034,115.70 | | Depreciation and Amortization | 7,888,385.38 | 5,913,654.54 | | Share-Based Payment | 0 | 6,504,146.74 | | Other | 2,357,852.15 | 1,765,261.46 | | **Total** | **58,662,240.85** | **56,618,736.15** | | Of which: Expensed R&D Investment | 58,662,240.85 | 56,618,736.15 | [IX. Changes in Consolidation Scope](index=169&type=section&id=%E4%B9%9D%E3%80%81%E5%90%88%E5%B9%B6%E8%8C%83%E5%9B%B4%E7%9A%84%E5%8F%98%E6%9B%B4) During the reporting period, the company's consolidation scope changed, with the new investment and establishment of wholly-owned subsidiary Shanghai YUNENG, the deregistration of Jiangsu Dechu and Suzhou Yutian, and the transfer of Zhejiang Yuling - A new wholly-owned subsidiary, Shanghai YUNENG, was established with a registered capital of **10 million yuan**[462](index=462&type=chunk) - Subsidiaries Jiangsu Dechu and Suzhou Yutian were deregistered, and subsidiary Zhejiang Yuling was transferred[463](index=463&type=chunk) [X. Interests in Other Entities](index=170&type=section&id=%E5%8D%81%E3%80%81%E5%9C%A8%E5%85%B6%E4%BB%96%E4%B8%BB%E4%BD%93%E4%B8%AD%E7%9A%84%E6%9D%83%E7%9B%8A) This section details the composition of the company's enterprise group, including numerous wholly-owned and controlled subsidiaries, and discloses key financial information for the significant non-wholly-owned subsidiary Jiangsu Lingchu, which has a minority shareholder stake of **45.00%** and a loss attributable to minority shareholders of **-9.9997 million yuan** for the current period - The company owns numerous subsidiaries, including APsystems Australia, APsystems USA, APsystems Europe, Jiaxing Yuzhong, Jiangsu Lingchu, and others[465](index=465&type=chunk)[466](index=466&type=chunk)[467](index=467&type=chunk) Key Financial Information of Significant Non-Wholly-Owned Subsidiary Jiangsu Lingchu (Unit: 10,000 CNY) | Subsidiary Name | Minority Shareholder Holding Ratio (%) | Net Profit/Loss Attributable to Minority Shareholders in Current Period | Minority Shareholder Equity Balance at Period-End | | :--- | :--- | :--- | :--- | | Jiangsu Lingchu | 45.00 | -999.97 | 3,515.54 | - The total book value of investments in associates was **31.03 million yuan**, with net profit attributable to the company based on its shareholding being **0.75 million yuan** for the current period[341](index=341&type=chunk)[342](index=342&type=chunk)[472](index=472&type=chunk) [XI. Government Grants](index=175&type=section&id=%E5%8D%81%E4%B8%80%E3%80%81%20%E6%94%BF%E5%BA%9C%E8%A1%A5%E5%8A%A9) During the reporting period, the company received **12,500 yuan** in asset-related government grants, recognized as deferred income, and **18.48 million yuan** in income-related government grants, recognized in current profit or loss Liability Items Involving Government Grants (Unit: CNY) | Financial Statement Item | Beginning Balance | New Grants in Current Period | Amount Recognized in Non-Operating Income in Current Period | Amount Transferred to Other Income in Current Period | Period-End Balance | Asset/Income Related | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Deferred Income | 262,500.00 | 0 | 0 | 12,500.00 | 250,000.00 | Asset-related | | Total | 262,500.00 | 0 | 0 | 12,500.00 | 250,000.00 | / | Government Grants Recognized in Current Profit or Loss (Unit: CNY) | Type | Amount in Current Period | Amount in Prior Period | | :--- | :--- | :--- | | Income-related | 18,476,771.52 | 353,000.00 | | Total | 18,476,771.52 | 353,000.00 | [XII. Risks Related to Financial Instruments](index=176&type=section&id=%E5%8D%81%E4%BA%8C%E3%80%81%20%E4%B8%8E%E9%87%91%E8%9E%8D%E5%B7%A5%E5%85%B7%E7%9B%B8%E5%85%B3%E7%9A%84%E9%A3%8E%E9%99%A9) The company faces credit risk, liquidity risk, and market risk (including interest rate risk and foreign exchange risk); it manages these risks through credit assessments, bank credit lines, optimizing financing structure, and foreign currency trading to balance risk and return - The company faces credit risk, liquidity risk, and market risk (interest rate risk and foreign exchange risk)[477](index=477&type=chunk)[480](index=480&type=chunk)[483](index=483&type=chunk) - Credit risk primarily arises from monetary funds and receivables, with **57.06%** of accounts receivable and contract assets originating from the top five customers[479](index=479&type=chunk)[480](index=480&type=chunk) - Liquidity risk is managed through bill settlements, bank borrowings, and a combination of long-term and short-term financing[480](index=480&type=chunk) - Foreign exchange risk is mainly related to foreign currency monetary assets and liabilities, managed by buying and selling foreign currencies to maintain net risk exposure at an acceptable level[483](index=483&type=chunk) [XIII. Disclosure of Fair Value](index=179&type=section&id=%E5%8D%81%E4%B8%89%E3%80%81%20%E5%85%AC%E5%85%81%E4%BB%B7%E5%80%BC%E7%9A%84%E6%8A%AB%E9%9C%B2) This section discloses the fair value of assets and liabilities measured at fair value at period-end, primarily including financial assets held for trading (wealth management products, equity instrument investments, accounts receivable financing) and other equity instrument investments, as well as financial liabilities held for trading (derivative financial liabilities); the company uses valuation techniques such as market approach and discounted future cash flows to determine fair value Fair Value of Assets and Liabilities Measured at Fair Value at Period-End (Unit: CNY) | Item | Level 1 Fair Value Measurement | Level 2 Fair Value Measurement | Level 3 Fair Value Measurement | Total | | :--- | :--- | :--- | :--- | :--- | | **I. Recurring Fair Value Measurement** | | | | | | (I) Financial Assets Held for Trading | 0 | 532,077,486.33 | 277,488,109.61 | 809,565,595.94 | | (2) Equity Instrument Investments | 0 | 0 | 277,474,078.89 | 277,474,078.89 | | (4) Wealth Management Products | 0 | 532,077,486.33 | 0 | 532,077,486.33 | | (5) Accounts Receivable Financing | 0 | 0 | 14,030.72 | 14,030.72 | | (III) Other Equity Instrument Investments | 0 | 0 | 19,749,114.00 | 19,749,114.00 | | **Total Assets Measured at Fair Value on a Recurring Basis** | **0** | **532,077,486.33** | **297,237,223.61** | **829,314,709.94** | | (VI) Financial Liabilities Held for Trading | 8,632,937.43 | 0 | 0 | 8,632,937.43 | | Derivative Financial Liabilities | 8,632,937.43 | 0 | 0 | 8,632,937.43 | | **Total Liabilities Measured at Fair Value on a Recurring Basis** | **8,632,937.43** | **0** | **0** | **8,632,937.43** | - For unlisted equity instrument investments, the company estimates fair value by comprehensively considering methods such as the market approach and discounted future cash flows[494](index=494&type=chunk) [XIV. Related Parties and Related-Party Transactions](index=181&type=section&id=%E5%8D%81%E5%9B%9B%E3%80%81%20%E5%85%B3%E8%81%94%E6%96%B9%E5%8F%8A%E5%85%B3%E8%81%94%E4%BA%A4%E6%98%93) This section discloses the company's related parties, including shareholders holding over **5%** equity, associates and their subsidiaries, and related enterprises of independent directors; during the reporting period, the company engaged in related-party transactions involving the purchase and sale of goods, and the provision and acceptance of services, with period-end balances of receivables from and payables to related parties also disclosed - Related parties include Tiantong Hi-Tech Group Co., Ltd. (shareholder with over **5%** equity), Changxia Smart Energy (Jiangsu) Co., Ltd. (associate), and others[497](index=497&type=chunk)[498](index=498&type=chunk) Related-Party Purchases of Goods/Acceptance of Services (Unit: CNY) | Related Party | Related Transaction Content | Amount in Current Period | | :--- | :--- | :--- | | Tiantong Jingdian New Technology Co., Ltd. | Material procurement and processing fees | 11,547,827.04 | Related-Party Sales of Goods/Provision of Services (Unit: CNY) | Related Party | Related Transaction Content | Amount in Current Period | | :--- | :--- | :--- | | Tiantong Jingdian New Technology Co., Ltd. | Utilities and management fees | 279,426.80 | | Tiantong Jingdian New Technology Co., Ltd. | Material sales | 12,350.44 | Receivables from Related Parties (Unit: CNY) | Item Name | Related Party | Period-End Book Balance | Bad Debt Provision | | :--- | :--- | :--- | :--- | | Accounts Receivable | Tiantong Jingdian New Technology Co., Ltd. | 329,784.29 | 16,489.21 | | Accounts Receivable | Shanghai Jingxin Technology Co., Ltd. | 72,082.00 | 7,208.20 | | Accounts Receivable | Jiangsu Chengchuang New Energy Technology Co., Ltd. | 1,231,926.42 | 61,596.32 | Payables to Related Parties (Unit: CNY) | Item Name | Related Party | Period-End Book Balance | | :--- | :--- | :--- | | Accounts Payable | Tiantong Jingdian New Technology Co., Ltd. | 7,015,909.89 | | Accounts Payable | Shanghai Jingxin Technology Co., Ltd. | 12,201.78 | | Contract Liabilities | Tiantong Youneng Technology Co., Ltd. | 848,252.16 | - Key management personnel compensation for the current period amounted to **3.23 million yuan**[502](index=502&type=chunk) [XV. Share-Based Payment](index=185&type=section&id=%E5%8D%81%E4%BA%94%E3%80%81%20%E8%82%A1%E4%BB%BD%E6%94%AF%E4%BB%98) The company uses the Black-Scholes model to calculate the fair value of Class II restricted shares and determines the number of exercisable equity instruments based on company and individual performance assessments; during the current period, corresponding restricted shares were forfeited due to the failure to meet performance targets for the third vesting period of the 2022 Restricted Stock Incentive Plan - The company selected the Black-Scholes model to calculate the fair value of Class II restricted shares[507](index=507&type=chunk) - The **2022** Restricted Stock Incentive P

昱能科技股份有限公司 章 程 二〇二五年八月 | 第一章 | 总则 3 | | | --- | --- | --- | | 第二章 | 经营宗旨和范围 4 | | | 第三章 | 股份 5 | | | 第一节 | 股份发行 | 5 | | 第二节 | 股份增减和回购 | 6 | | 第三节 | 股份转让 | 8 | | 第四章 | 股东和股东会 | 9 | | 第一节 | 股东的一般规定 | 9 | | 第二节 | 控股股东和实际控制人 | 12 | | 第三节 | 股东会的一般规定 | 13 | | 第四节 | 股东会的召集 | 17 | | 第五节 | 股东会的提案与通知 | 18 | | 第六节 | 股东会的召开 | 20 | | 第七节 | 股东会的表决和决议 | 23 | | 第五章 | 董事和董事会 | 27 | | 第一节 | 董事的一般规定 | 27 | | 第二节 | 董事会 | 31 | | 第三节 | 独立董事 | 36 | | 第四节 | 董事会专门委员会 | 39 | | 第五节 | 高级管理人员 | 41 | | 第六章 | 财务会计制度、利润分配和审计 | 43 | | 第一节 ...

昱能科技股份有限公司 股东会议事规则 昱能科技股份有限公司 股东会议事规则 二〇二五年八月 1 昱能科技股份有限公司 股东会议事规则 昱能科技股份有限公司 股东会议事规则 第一章 总则 第一条 为维护昱能科技股份有限公司、股东的合法权益，保证公司股东会 规范、高效、稳定地行使其职权，根据及参照《中华人民共和国公司法》（以下简 称"《公司法》"）、《中华人民共和国证券法》（以下简称"《证券法》"）、《上市 公司股东会规则》《上海证券交易所科创板股票上市规则（2025 年 4 月修订）》《上 市公司治理准则（2025 修订）》《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（2025 年 5 月修订）》等法律、行政法规、证券交易所业务规则 以及《昱能科技股份有限公司章程》（以下简称"《公司章程》"）的相关规定， 制订本规则。 第二条 公司应当严格按照法律、行政法规、《公司章程》及本规则的相关规 定召开股东会，保证股东能够依法行使权利。 公司董事会应当切实履行职责，认真、按时组织股东会。公司全体董事应当 勤勉尽责，确保股东会正常召开和依法行使职权。 第三条 股东会应当在《公司法》和《公司章程》和本规 ...

昱能科技股份有限公司 第一条 为加强昱能科技股份有限公司（以下简称"公司"或"本公司"） 对董事、高级管理人员持有及买卖本公司股份的管理工作，根据《中华人民共和 国公司法》（以下简称"《公司法》"）、《中华人民共和国证券法》（以下简 称"《证券法》"）、《上市公司股东减持股份管理暂行办法》《上市公司董事 和高级管理人员所持本公司股份及其变动管理规则》《上海证券交易所科创板上 市公司自律监管指引第1号——规范运作》《上海证券交易所上市公司自律监管 指引第8号——股份变动管理》《上海证券交易所上市公司自律监管指引第15号 ——股东及董事、高级管理人员减持股份》等法律、行政法规、部门规章、规范 性文件及《昱能科技股份有限公司章程》（以下简称"《公司章程》"）的有关 规定，结合公司实际情况，制定本制度。 第二条 本制度适用于公司董事、高级管理人员所持本公司股份及其变动的 管理。公司董事、高级管理人员所持本公司股份，是指登记在其名下和利用他人 账户持有的所有本公司股份。董事、高级管理人员拥有多个证券账户的，应当合 并计算。上述主体从事融资融券交易的，还包括记载在其信用账户内的本公司股 份。 公司董事、高级管理人员不得开 ...