三一重能股份有限公司 1 第二届董事会独立董事专门会议第十三次会议决议 三一重能股份有限公司（以下简称"公司"）第二届董事会独立董事专门会 议第十三次会议于2025年12月23日以通讯会议方式召开，本次会议通知于2025 年 12 月 20 日以邮件方式发送。本次会议应出席独立董事人数为 3 名，实际出席 独立董事人数为 3 名，独立董事邓中华先生主持本次会议，本次会议的召集、召 开及表决程序符合《中华人民共和国公司法》（以下简称"《公司法》"）等法 律、行政法规、部门规章、规范性文件和《三一重能股份有限公司章程》（以下 简称"《公司章程》"）、《三一重能股份有限公司独立董事工作制度》等相关 规定。经与会独立董事认真审议，形成决议并发表审核意见如下： 1、审议通过《关于 2026 年度在关联银行开展存贷款及理财业务的议案》 独立董事认为：公司在关联方湖南三湘银行股份有限公司开展存贷款及保本 型理财产品业务，系在银行业金融机构的正常资金存放与借贷行为，存、贷款及 购买保本型理财产品的利率均按商业原则，关联交易定价公允，不会对公司独立 性产生影响，不存在损害公司全体股东权益、特别是中小股东权益的情形。因此， 全体 ...

Core Viewpoint - Sany Heavy Energy plans to use up to RMB 9.5 billion of its own funds for entrusted wealth management, focusing on low to medium-risk financial products [1] Group 1: Investment Strategy - The investment will include high-security, good liquidity, and relatively high-return products such as bond investments, money market funds, financial institution wealth management products, trust products, and asset management plans [1] - The decision has been approved by the company's second board of directors' 25th meeting and does not require shareholder approval [1]

Group 1 - The wind power equipment sector has seen a significant increase, with Electric Wind Power rising over 10% [1] - Other companies such as Yunda Co., Jin Feng Technology, Sany Heavy Energy, China Shipbuilding Technology, and Mingyang Smart Energy have also experienced gains [1]

Group 1 - The National New Office will hold a press conference on the development of transportation services for high-quality economic and social development on December 23 [2] Group 2 - The Guangxi Futures Exchange has adjusted the trading limits for lithium carbonate futures contracts, effective from December 23, 2025, with daily opening positions capped at 800 lots for certain contracts and 2000 lots for others [3] Group 3 - On December 23, a total of 11 companies will have their restricted shares unlocked, with a total of 1.848 billion shares and a market value of 71.382 billion yuan based on the latest closing prices. The companies with the largest unlock volumes include SANY Heavy Energy, Weidao Nano, and Southern Power Technology [4] Group 4 - Sixteen companies disclosed stock repurchase progress on December 23, with two companies announcing new repurchase plans and six plans approved by shareholders. The highest repurchase amounts were announced by Nanshan Aluminum and Xinruida, with plans of up to 600 million yuan and 19.3 million yuan, respectively [5] Group 5 - On December 23, ten companies announced plans for private placements, with two companies disclosing new plans and seven plans approved by shareholders. The highest fundraising amounts were proposed by Nanya New Materials and Yingfeng Co., with plans of up to 900 million yuan and 522 million yuan, respectively [6] Group 6 - Seven A-shares will undergo equity registration on December 23, with six companies planning to distribute dividends. The highest dividend payouts are from Xinda Zheng, Qingdao Port, and Caitong Securities, with distributions of 1.50 yuan, 1.47 yuan, and 0.60 yuan per 10 shares, respectively [7]

Group 1 - The core project involves the procurement of wind turbine generators (including towers and box transformers) for the Xinjiang Huadian Tacheng and Bole County 1.05 million kW wind power project [1][8] - The project is divided into two bidding sections: Section One for 560 MW with a bid price of 1,063.53495 million yuan and Section Two for 490 MW with a bid price of 988.958 million yuan [2][9] - The specifications for Section One include wind turbine models with capacities between 6 MW and 8 MW, with a maximum of 77 turbines, while Section Two requires turbines with capacities from 8.0 MW to 8.99 MW, with a maximum of 61 turbines [10] Group 2 - The China Power Construction Corporation announced the procurement of wind turbine generators for a 350 MW wind farm project associated with the advanced computing cluster project in Xinjiang [4][13] - The successful bidder for this project is SANY Heavy Energy, with a bid price of 667.163 million yuan [4][15] - The quality of the bid from SANY Heavy Energy is classified as qualified [15]

Core Viewpoint - On December 22, a total of 18 listed companies will have their restricted shares unlocked, with a total market value of approximately 102.97 billion yuan [1] Group 1: Unlocking Details - Walton Technology (Stock Code: 000920) will unlock 50.62 million shares from a private placement of A-shares [1] - China Hengtian Group (Stock Code: 600252) will unlock 2.36 million shares from equity incentive restrictions [1] - Huadian Energy (Stock Code: 600726) will unlock 4.73 billion shares from a private placement of A-shares [1] - AVIC Heavy Machinery (Stock Code: 600765) will unlock 2.68 million shares from equity incentive restrictions [1] - Nanjing Port (Stock Code: 002040) will unlock 151,800 shares from equity incentive restrictions [1] - Weichai Power (Stock Code: 000338) will unlock 23.48 million shares from equity incentive restrictions [1] - First Capital Securities (Stock Code: 601136) will unlock 2.25 billion shares from pre-issue share restrictions [1] - Anke Technology (Stock Code: 300370) will unlock 237 million shares from other restrictions [1] - Xinya Process (Stock Code: 002388) will unlock 346,550 shares from equity incentive restrictions [1] - Zhaoyi Innovation (Stock Code: 603986) will unlock 64,600 shares from equity incentive restrictions [1] - Ganli Pharmaceutical (Stock Code: 603087) will unlock 164,530 shares from equity incentive restrictions [1] - Yaxiang Co., Ltd. (Stock Code: 301220) will unlock 33.39 million shares with an extended lock-up period [1] - Mousse Co., Ltd. (Stock Code: 001323) will unlock 300 million shares with an extended lock-up period [1] - Sany Heavy Energy (Stock Code: 688349) will unlock 942 million shares [1] - Southern Power Technology (Stock Code: 688248) will unlock 336 million shares [1] - Jingwei Hengrun (Stock Code: 688326) will unlock 118,400 shares [1] - Kangwei Century (Stock Code: 688426) will unlock 434,200 shares [1] - Yuanjie Technology (Stock Code: 688498) will unlock 23.85 million shares [1]

Group 1 - Ukraine's President Zelensky announced constructive progress in negotiations with the U.S. regarding the end of the Russia-Ukraine conflict, security guarantees for Ukraine, and post-war reconstruction [2] - Israel's Foreign Minister stated that Gaza can only be rebuilt if Hamas disarms, emphasizing that Hamas is currently trying to consolidate its power in Gaza [3] - The U.S. Starlink satellite experienced an anomaly, losing contact and producing debris, with monitoring efforts underway to assess potential threats to other satellites [4] Group 2 - China's Ministry of Commerce held a meeting to summarize and plan for business work, focusing on the implementation of the 14th Five-Year Plan and preparing for the 15th Five-Year Plan [5] - New regulations were issued for internet platform pricing, prohibiting platform operators from selling below cost to eliminate competition, with exceptions for certain types of goods [6] - China successfully launched the Communication Technology Test Satellite No. 23, which will be used for multi-band, high-speed satellite communication technology verification [7] Group 3 - China's animated film box office exceeded 25 billion yuan in 2025, marking the highest year in the history of Chinese animated films [8] - Chinese robots won a championship at the second Future Sports Games held in Abu Dhabi, showcasing advancements in robotics [9] Group 4 - The Russian Foreign Ministry denied any secret discussions with South Korea regarding North Korea's nuclear issues, asserting that the meeting was misrepresented by the media [10] - The Russian Defense Ministry reported advances in Ukraine, with Russian forces occupying more advantageous positions and targeting Ukrainian military infrastructure [11] - Thailand's Prime Minister announced that the military has controlled nearly all target areas, emphasizing adherence to international law and the aim to prevent further conflict escalation [12] Group 5 - Venezuelan President Maduro stated that the country has faced 25 weeks of aggression but remains committed to defending national peace and stability [13] - A shooting incident in South Africa resulted in 10 deaths and 10 injuries, highlighting ongoing security challenges in the region [14][15] Group 6 - Moore Threads announced a new GPU architecture that supports large-scale intelligent computing clusters, improving computing density by 50% and energy efficiency by 10 times [16] - Changan Automobile received the first official license plate for L3-level autonomous driving, marking a significant milestone in the autonomous vehicle industry [17] Group 7 - Nearly 190 billion yuan worth of restricted stocks will be unlocked this week, with several companies having significant unlock values, including Shouchuang Securities and Sany Heavy Energy [18][19][20] - Three new stocks are set to be issued this week, with specific details on issuance prices and subscription limits provided [22][23]

Group 1: Regulatory Changes - The State Council of China held a meeting to implement decisions from the Central Economic Work Conference, emphasizing the need for departments to detail and accelerate the implementation of economic policies for the upcoming year [3] - The National People's Congress is set to review drafts related to state-owned asset management, which includes regulations on the management, reporting, and supervision of state-owned assets [4][5] Group 2: Market Regulation - The National Internet Information Office and the China Securities Regulatory Commission have cracked down on accounts spreading rumors and illegal stock recommendations, highlighting the impact of misinformation on investor decisions [6] - The Financial Regulatory Bureau is seeking public opinion on the draft of the Asset-Liability Management Measures for insurance companies, which aims to enhance asset-liability management frameworks [7] Group 3: Industry Developments - The "Internet Platform Pricing Behavior Rules" have been released to regulate pricing practices on online platforms, ensuring fair competition and protecting consumer rights [9] - The first L3-level autonomous driving license was issued to Changan Automobile, marking a significant milestone in the domestic autonomous driving sector [10] - Moore Threads unveiled a new GPU architecture, "Huagang," which boasts a 50% increase in computing density and a tenfold improvement in energy efficiency [11] Group 4: Index Adjustments - The FTSE China A50 Index has added companies such as China Molybdenum and Sungrow Power, while removing others like Jiangsu Bank and SF Holding [12] - The FTSE China A150 and A200 indices have also undergone adjustments, reflecting changes in the composition of included stocks [12] Group 5: Major Corporate Transactions - China Shenhua announced a significant acquisition involving the purchase of 100% stakes in multiple energy and coal companies, with a total transaction value of 133.598 billion yuan, making it the largest acquisition in A-share market history [13] Group 6: Upcoming Market Events - Three new stocks are set for subscription this week, with specific details on their issuance prices and codes provided [15] - A total of 53 companies will have their restricted shares released this week, amounting to 210.32 billion shares with a total market value of approximately 1,879.88 billion yuan [16][17] Group 7: Investment Strategies - Various securities firms are signaling a potential "cross-year-spring" market rally, with expectations for increased investment activity and a focus on blue-chip indices [19] - The ongoing demand for AI computing power is highlighted, with recommendations to focus on domestic AI infrastructure as it develops [19] - The appreciation of the RMB is noted as a factor for investment strategies, with certain industries expected to benefit from this trend [20]

Macro and Financial - Hainan Free Trade Port officially launched on December 18, with "zero tariff" items expanded to over 6,600 (accounting for 74% of all product categories), and processing value-added domestic sales exempt from tariffs [2] - Central Economic Work Conference emphasized stabilizing the real estate market from both supply and demand sides, encouraging the acquisition of existing housing for reasonable uses and promoting the transformation of real estate companies [3] - Private equity fund size reached a historical high of 22.09 trillion yuan by the end of November, growing from 19.91 trillion yuan at the beginning of the year, with an increase of over 2 trillion yuan [4] - Significant fluctuations in commodities: gold surpassed $4,310 per ounce, WTI crude oil fell to a low of $56.82 per barrel, and Bitcoin fluctuated between $86,000 and $88,000 [4] Capital Market - A-share listed companies' cash dividends reached 2.61 trillion yuan this year, surpassing the total for 2024 and setting a historical record [8] - Institutional research on North Exchange listed companies has significantly increased, with over 272 companies receiving various institutional surveys, covering more than 95% [8] - A-share market experienced a volume decline with all three major indices falling, while sectors like commercial aerospace and food and beverage saw gains [8] - Hong Kong stock market keywords for the year were "repair" and "differentiation," with liquidity recovery lifting market valuations and structural differentiation creating investment opportunities [9] Business Industry - The MUSA Developer Conference revealed key technological advancements in the domestic computing industry, including a new GPU architecture that enhances performance by 10 times [13] - The Ministry of Commerce announced anti-dumping duties on EU pork products starting December 17, 2025, for five years, prompting mixed reactions within the EU [13] - The first batch of L3-level conditional autonomous driving vehicles received approval for road testing in designated areas, indicating progress in the autonomous driving industry [13] - The retirement of 2G networks is causing functionality issues for early smart electric vehicles, affecting approximately 380 million electric bicycles in China [14]

Group 1: Government Initiatives - The State Council, led by Premier Li Qiang, emphasized the need for all departments to align their actions with the central government's economic strategies for the upcoming year, enhancing responsibility and urgency in task execution [2] - Departments are encouraged to collaborate closely and develop specific implementation plans to ensure effective execution of economic policies [2] Group 2: Market Regulation - The National Internet Information Office and the China Securities Regulatory Commission have cracked down on accounts spreading rumors and illegal stock recommendations, highlighting the importance of maintaining market stability [3] - The authorities have urged the public to adopt correct investment philosophies and enhance their ability to discern financial information [3] Group 3: Major Corporate Transactions - China Shenhua announced a significant acquisition involving the purchase of 100% equity in multiple companies, with a total transaction value of 133.598 billion yuan, marking it as the largest acquisition in A-share market history [4][5] - The acquisition will enhance China Shenhua's coal reserves and production capacity significantly, with coal reserves increasing by 64.72% to 6.849 billion tons and production capacity rising by 56.57% to 512 million tons [5] Group 4: Technological Advancements - Researchers at Shanghai Jiao Tong University have achieved a breakthrough in optical computing, developing a chip that supports large-scale semantic media generation, which is crucial for AI and data processing [6] - Moore Threads unveiled a new GPU architecture that improves computing density by 50% and energy efficiency by ten times, indicating advancements in AI computing capabilities [7] Group 5: Regulatory Developments - The National Development and Reform Commission has released the "Internet Platform Pricing Behavior Rules" to regulate pricing practices on online platforms, ensuring fair competition and consumer protection [9] - The rules prohibit platforms from imposing unreasonable restrictions on sellers' pricing autonomy, promoting a healthier e-commerce environment [9] Group 6: Market Movements - Major U.S. stock indices saw gains, with significant increases in tech stocks, indicating a positive market sentiment [11] - The Chinese stock market is set to experience a substantial unlock of restricted shares, with a total of 210.32 billion shares worth approximately 1879.88 billion yuan becoming tradable [14][15]