Group 1 - The core viewpoint of the article highlights the recent performance and financial metrics of Jianlong Micro-Nano (688357), indicating a stock price increase of 4.74% to 31.82 yuan as of July 28, 2025, with a trading volume of 33,000 hands and a transaction amount of 104 million yuan [1] - The company reported a total operating revenue of 178 million yuan for Q1 2025, reflecting a year-on-year decrease of 7.39%, and a net profit attributable to shareholders of 25.41 million yuan, down 19.68% year-on-year [1] - The liquidity ratios of the company are strong, with a current ratio of 3.254 and a quick ratio of 2.584, while the debt-to-asset ratio stands at 38.42% [1] Group 2 - Jianlong Micro-Nano has made investments in 6 companies and participated in 400 bidding projects, showcasing its active engagement in the market [2] - The company holds 13 trademark registrations and 153 patents, indicating a robust intellectual property portfolio [2] - Additionally, Jianlong Micro-Nano has obtained 266 administrative licenses, reflecting its compliance and operational capabilities [2]

Group 1 - The company is planning a major asset restructuring by acquiring at least 51% of the shares of Shanghai Hanxing Energy Technology Co., Ltd. through cash payment [1][2] - Upon completion of the transaction, the company will become the controlling shareholder of the target company [1] - This transaction does not constitute a related party transaction and is expected to meet the criteria for a major asset restructuring as defined by the regulations [1] Group 2 - As of the date of the announcement, the company and relevant parties are actively advancing the restructuring work, with the specific plan still under careful consideration [2] - The company will continue to fulfill its information disclosure obligations in accordance with the relevant regulations [2]

| 证券代码：688357 | 证券简称：建龙微纳 | 公告编号：2025-043 | | --- | --- | --- | | 转债代码：118032 | 转债简称：建龙转债 | | 二、本次筹划重大资产重组事项的进展情况 2025 年 6 月 24 日，公司与标的公司及其股东纪志愿、吴芳及李明伟签署了 《合作意向协议》，内容详见公司于 2025 年 6 月 25 日在上海证券交易所网站 （www.sse.com.cn）披露的《洛阳建龙微纳新材料股份有限公司关于筹划重大资 产重组暨签署<合作意向协议>的提示性公告》（公告编号：2025-038）。 截至本公告披露之日，公司及有关各方正在积极推进本次重组的相关工作， 具体方案仍在谨慎筹划论证中，公司将继续按照《上市公司重大资产重组管理办 法》及其他相关规定，及时履行信息披露义务。 洛阳建龙微纳新材料股份有限公司 关于筹划重大资产重组事项的进展公告 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。 风险提示 本次交易尚处于筹划阶段，交易各方尚未签署正式的交易协议，具体交易方 ...

Core Viewpoint - The company, Luoyang Jianlong Micro-Nano New Materials Co., Ltd., reported a significant decline in revenue for 2024, with total operating income of 779 million yuan, a year-on-year decrease of 20% [1]. Revenue Composition - The main business segments, including gas separation and life health, experienced revenue declines of 16% and 58% respectively, with changes in customer structure noted [1][2]. - The company’s primary products, including medical oxygen molecular sieves and industrial oxygen molecular sieves, generated a total revenue of 615.89 million yuan, down 27.71% year-on-year, primarily due to a 32.13% drop in average selling prices despite a 6.51% increase in sales volume [2][3]. Downstream Demand and Price Changes - The demand for medical oxygen molecular sieves decreased by 54.05% due to inventory adjustments by downstream customers following a peak demand period from 2020 to 2023 [3]. - The price of lithium salt, a key raw material, fell from 538,000 yuan per ton at the beginning of 2023 to approximately 76,300 yuan per ton by the end of 2024, a decline of about 85.82%, which contributed to the reduction in selling prices [3][4]. Comparison with Industry Peers - The revenue trends of comparable companies in the industry showed a similar downward trajectory, with Jianlong Micro-Nano's revenue decline aligning with that of Wanrun Co. and others, while Zhongchumai's revenue increased due to a 68% growth in overseas sales [5][6]. - The differences in revenue growth rates among peers are attributed to variations in product structures, downstream application industries, and raw material dependencies [5][6]. Customer Structure and Sales - The company identified changes in its top five customers across different business segments, noting that three new customers entered the top five for the gas separation segment [9][10]. - The life health segment's major customers, including Yuyue Medical and Kangjuren, reported revenue declines of 22.42% and 32.02% respectively, reflecting a broader market trend of reduced demand [7][9]. Domestic vs. Overseas Revenue - In 2024, domestic sales revenue was 579.74 million yuan, down 27.23%, while overseas sales increased by 13.36% to 199.01 million yuan, driven by growth in animal feed molecular sieve sales [12][13]. - The disparity in revenue trends between domestic and overseas markets is attributed to differences in product structure and pricing strategies, with overseas sales generally yielding higher profit margins [14][16]. Cost Structure and Supplier Relationships - The company reported a 36% decrease in direct material costs, while manufacturing expenses rose by 40%, indicating a shift in cost structure due to raw material price fluctuations [17][18]. - The top five suppliers included new entrants, and the company provided details on procurement amounts and relationships, indicating a strategic shift in supply chain management [22].

Core Viewpoint - The company, Luoyang Jianlong Micro-Nano New Materials Co., Ltd., issued a correction announcement regarding its 2024 annual report, indicating that there were some incomplete disclosures, but the corrections do not affect the financial statements or the company's financial condition and operating results for 2024 [1][5]. Group 1: Risk Factors - The company has identified potential capacity digestion risks due to increased production capacity from recent projects, which may not align with market demand if the growth in the molecular sieve industry is lower than expected or if competition intensifies [1]. - Specific risks include: (1) lower than expected market growth in the molecular sieve industry; (2) intensified market competition leading to insufficient demand for core products; (3) ineffective market expansion for new products; (4) significant adverse changes in key downstream application industries; (5) changes in supply-demand dynamics due to competitors' capacity expansions; (6) inability to maintain technological, quality, customer resource, and cost advantages in a competitive market [1]. Group 2: Financial Metrics - The company reported a basic earnings per share of 0.75 yuan for 2024, a decrease of 50.98% from 1.53 yuan in 2023 [2]. - The diluted earnings per share for 2024 was 0.68 yuan, down 53.10% from 1.45 yuan in 2023 [2]. - The weighted average return on net assets was 4.14% for 2024, down from 9.06% in 2023, representing a decrease of 4.75 percentage points [4]. - The proportion of R&D investment to operating income increased by 0.24 percentage points [2]. - The total R&D investment for the year was 35,347,945.44 yuan, a decrease of 22.79% compared to the previous year [4][5]. Group 3: Other Information - The company expressed regret for any inconvenience caused to investors due to the corrections and emphasized its commitment to improving the quality of information disclosure [6].

Core Viewpoint - The company, Jianlong Micro-Nano, reported a significant decline in revenue for 2024, with total operating income of 779 million yuan, a year-on-year decrease of 20%. The decline is attributed to changes in product and customer structure, particularly in the gas separation and life health business segments, which saw revenue drops of 16% and 58% respectively [1][3]. Revenue Composition - The company's main business segments contributed a total revenue of 678.66 million yuan, accounting for 87.15% of total operating income. The primary products include medical oxygen molecular sieves, industrial oxygen molecular sieves, industrial hydrogen molecular sieves, and adsorption drying molecular sieves, which collectively generated 615.89 million yuan, representing 79.09% of total revenue [2][3]. - The medical oxygen molecular sieve segment experienced a revenue drop of 69.31% compared to 2023, primarily due to a 54.05% decrease in sales volume and a 33.21% decline in average selling price [4][3]. Downstream Demand and Market Trends - The decline in demand for medical oxygen molecular sieves is linked to a post-pandemic inventory adjustment by downstream customers, leading to reduced purchasing activity. The price of lithium salt, a key raw material, fell by approximately 85.82%, further impacting product pricing [3][4]. - The industrial oxygen molecular sieve segment's revenue decline is influenced by reduced capital expenditures in traditional industries such as steel and metallurgy, which saw a 1.7% decrease in crude steel production in 2024 [4][5]. Comparison with Industry Peers - The revenue trends of Jianlong Micro-Nano align with those of comparable companies in the industry, such as Wanrun and Zhongchumai, which also reported declines. However, Zhongchumai's revenue increased due to a 68% growth in overseas sales, contrasting with Jianlong's domestic revenue drop of 27.23% [5][10]. - The differences in revenue performance among peers are attributed to variations in product structure, downstream application industries, and raw material dependencies [5][10]. Customer Structure and Sales Dynamics - The company identified changes in its top five customers across different business segments, noting the presence of new customers and shifts in purchasing behavior. The sales amounts and relationships with these customers were detailed, indicating a need for strategic adjustments in response to market dynamics [10][12]. - The company’s overseas sales reached 199 million yuan, a 13.36% increase year-on-year, while domestic sales fell to 579 million yuan, a decrease of 27.23%. This disparity is attributed to differences in product structure and pricing strategies between domestic and international markets [14][15]. Gross Margin Analysis - The gross margin for overseas sales was 34%, which is 6.91 percentage points higher than that for domestic sales. This difference is due to the company's differentiated pricing strategies based on market characteristics [14][16]. - The competitive landscape in the domestic market is more intense, leading to price sensitivity among customers, which has pressured overall gross margins [16][15]. Audit and Revenue Verification - The company’s external auditor conducted a thorough review of the authenticity of overseas revenue, verifying 69.44% of the reported overseas sales through various documentation and customer confirmations [18][19].

立信会计师事务所（特殊普通合伙） 关于洛阳建龙微纳新材料股份有限公司 2024 年年度报告的信息披露监管问询函的回复 信会师报字[2025]第 ZB11609 号 上海证券交易所科创板公司管理部： 贵部于近日下发的《关于洛阳建龙微纳新材料股份有限公司2024 年年度报告的信息披露监管问询函》（以下简称"问询函"）已收悉。 立信会计师事务所（特殊普通合伙）（以下简称"会计师""立信会计 师"或"申报会计师"）作为洛阳建龙微纳新材料股份有限公司（以 下检查"建龙微纳"或"公司"）的 2024 年报审计机构对问询函中涉 及会计师的问题进行了审慎核查，具体回复内容如下： 如无特别说明，本核查意见中的简称和释义与《洛阳建龙微纳新 材料股份有限公 2024 年年度报告》中的简称和释义具有相同含义。 在本核查意见中，若合计数与各分项数值相加之和或相乘在尾数上存 在差异，均为四舍五入所致。 （3）结合产品结构、客户类型、定价策略等，说明境内外收入变动方向不 一致的原因，境外销售毛利率高于境内销售毛利率的原因及合理性； 一、公司回复 1 问题一、关于收入构成 年报披露：（1）本期营业收入为 7.79 亿元，同比下滑 20%；本 ...

| 证券代码：688357 | 证券简称：建龙微纳 公告编号：2025-042 | | --- | --- | | 转债代码：118032 | 转债简称：建龙转债 | 洛阳建龙微纳新材料股份有限公司 关于 2024 年年度报告的信息披露监管问询函的 回复公告 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。 洛阳建龙微纳新材料股份有限公司（以下简称"建龙微纳"、"公司"）于近 日收到上海证券交易所科创板公司管理部下发的《关于洛阳建龙微纳新材料股份 有限公司 2024 年年度报告的信息披露监管问询函》（上证科创公函〔2025〕0227 号）（以下简称"年报问询函"）。公司高度重视，立即组织相关人员及持续督导 机构广发证券股份有限公司（以下简称"持续督导机构"）、年审会计师立信会计 师事务所（特殊普通合伙）（以下简称"年审会计师"）对年报问询函涉及的问题 逐项进行核实与确认，现回复如下： 问题一、关于收入构成 年报披露：（1）本期营业收入为 7.79 亿元，同比下滑 20%；本期公司产品 销售结构和客户结构同比发生较大变化，气体 ...

[Section I Definitions](index=5&type=section&id=Section%20I%20Definitions) This section provides definitions of key terms used throughout the report [Section II Company Profile and Key Financial Indicators](index=7&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators) This section presents the company's fundamental information and a summary of its key financial performance over the past three years [Company Basic Information and Contact Details](index=7&type=section&id=2.1%20Company%20Basic%20Information%20and%20Contact%20Details) This chapter provides the company's basic registration information, office address, website, and contact details for the Board Secretary and Securities Affairs Representative - The company's full Chinese name is Luoyang Jianlong Micro-Nano New Materials Co., Ltd., with stock abbreviation 'Jianlong Weina', and legal representative Li Jianbo[17](index=17&type=chunk) [Key Accounting Data and Financial Indicators for the Last Three Years](index=8&type=section&id=2.2%20Key%20Accounting%20Data%20and%20Financial%20Indicators%20for%20the%20Last%20Three%20Years) In 2024, the company's performance faced short-term pressure with revenue decreasing by 19.90% and net profit attributable to shareholders declining significantly by 51.15%, primarily due to revenue reduction and rigid operating expenses, though operating cash flow improved notably due to enhanced supply chain and receivables management Key Accounting Data | Key Accounting Data | 2024 (CNY Million) | 2023 (CNY Million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 778.75 | 972.24 | -19.90 | | Net Profit Attributable to Shareholders of Listed Company | 74.76 | 153.03 | -51.15 | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-recurring Gains/Losses) | 60.77 | 136.89 | -55.61 | | Net Cash Flow from Operating Activities | 118.89 | -97.84 | N/A | | Net Assets Attributable to Shareholders of Listed Company | 1,796.01 | 1,778.67 | 0.98 | | Total Assets | 2,948.14 | 3,029.14 | -2.67 | Key Financial Indicators | Key Financial Indicators | 2024 | 2023 | YoY Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (CNY/Share) | 0.75 | 1.53 | -50.98 | | Diluted Earnings Per Share (CNY/Share) | 0.68 | 1.45 | -53.10 | | Weighted Average Return on Net Assets (%) | 4.14 | 9.06 | Decrease of 4.92 percentage points | | R&D Investment as % of Operating Revenue (%) | 4.54 | 4.71 | Decrease of 0.17 percentage points | - Net cash flow from operating activities significantly improved, primarily due to the company strengthening supply chain management, enhancing inventory and accounts receivable management efficiency, and reducing cash paid for goods and services[26](index=26&type=chunk) [Quarterly and Non-recurring Gains/Losses Data](index=9&type=section&id=2.3%20Quarterly%20and%20Non-recurring%20Gains%2FLosses%20Data) In 2024, the company's performance showed a weakening trend quarter by quarter, with Q1 net profit attributable to shareholders being the highest at CNY 31.64 million, followed by approximately CNY 14 million in the subsequent three quarters, and total non-recurring gains/losses of CNY 13.99 million, mainly from fair value changes of financial assets and government grants Quarterly Data | Quarter | Operating Revenue (CNY Million) | Net Profit Attributable to Shareholders of Listed Company (CNY Million) | | :--- | :--- | :--- | | Q1 | 191.73 | 31.64 | | Q2 | 185.11 | 14.76 | | Q3 | 188.84 | 14.13 | | Q4 | 213.07 | 14.22 | - Total non-recurring gains and losses in 2024 amounted to **CNY 13.99 million**, primarily comprising fair value changes from financial assets and liabilities (**CNY 14.90 million**) and government grants recognized in current profit or loss (**CNY 3.50 million**)[30](index=30&type=chunk)[31](index=31&type=chunk) [Section III Management Discussion and Analysis](index=12&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis) This section provides a comprehensive analysis of the company's operational performance, business segments, industry landscape, and future development strategies [Discussion and Analysis of Operations](index=12&type=section&id=3.1%20Discussion%20and%20Analysis%20of%20Operations) During the reporting period, the company's operating revenue decreased by 19.90% to CNY 779 million, and net profit attributable to shareholders declined by 51.15% to CNY 74.76 million, mainly due to weak demand in industrial gas and normalized household oxygen, though overseas sales grew by 13.36% to 25.55% of total revenue, with future focus on petrochemical, energy chemical, renewable energy, and renewable resources sectors Business Segment Performance | Business Segment | 2024 Revenue (CNY Million) | Revenue Share | YoY Change | | :--- | :--- | :--- | :--- | | Gas Separation | 301.84 | 38.76% | -15.55% | | Adsorption Drying | 251.08 | 32.24% | 11.76% | | Life and Health | 125.74 | 16.15% | -57.82% | | Raw Powder and Others | 100.09 | 12.85% | 8.73% | - Revenue in the Life and Health segment significantly declined by **57.82%**, primarily due to the normalization of medical oxygen demand and downstream customers entering an inventory digestion period, while the Gas Separation segment saw a **15.55%** demand decrease due to slow industrial economic recovery[38](index=38&type=chunk)[40](index=40&type=chunk) - Overseas market expansion yielded significant results, with 2024 international sales revenue reaching **CNY 199 million**, a **13.36%** year-on-year increase, raising its proportion of total revenue to **25.55%**, and the Thai subsidiary became a crucial global market hub, with revenue and net profit growing by **9.00%** and **26.82%** respectively[41](index=41&type=chunk)[43](index=43&type=chunk) - The company is adjusting its development direction, focusing on four new areas: petrochemicals (aromatics adsorption separation), energy chemicals (low-concentration coalbed methane enrichment), renewable resources (Sustainable Aviation Fuel SAF), and renewable energy (adsorption compression energy storage)[47](index=47&type=chunk)[48](index=48&type=chunk)[49](index=49&type=chunk)[50](index=50&type=chunk) [Main Business, Operating Model, Industry Overview, and R&D Explanation](index=15&type=section&id=3.2%20Main%20Business%2C%20Operating%20Model%2C%20Industry%20Overview%2C%20and%20R%26D%20Explanation) The company specializes in R&D, production, and sales of molecular sieve adsorbents and catalysts, primarily using a direct sales model with production based on procurement, and is a leading player in the global molecular sieve market, ranking first domestically and third globally in capacity, with R&D focusing on high-value-added areas like SAF and new energy storage - The company is one of the leading players in China's molecular sieve industry, with a formed molecular sieve production capacity of **47,000 tons** at the end of 2022, ranking **first domestically** and **third globally**[62](index=62&type=chunk)[63](index=63&type=chunk) - New industry technologies and business models are extending into high-value-added fields, with the company strategically focusing on emerging sectors such as Sustainable Aviation Fuel (SAF), aromatics adsorption separation, and new energy storage[65](index=65&type=chunk)[67](index=67&type=chunk)[68](index=68&type=chunk)[70](index=70&type=chunk) R&D Investment | R&D Investment | Current Year (CNY Million) | Prior Year (CNY Million) | Change (%) | | :--- | :--- | :--- | :--- | | Total R&D Investment | 35.35 | 45.78 | -22.79 | | R&D Investment as % of Operating Revenue (%) | 4.54 | 4.71 | Decrease of 0.17 percentage points | - During the reporting period, the company and its subsidiaries obtained **2 new authorized invention patents** and **8 utility model patents**[74](index=74&type=chunk) [Core Competencies and Risk Factors](index=26&type=section&id=3.3%20Core%20Competencies%20and%20Risk%20Factors) The company's core competencies include technological leadership, quality assurance, full industry chain integration, scale advantages, and extensive customer resources, while facing significant risks such as performance decline, challenges to core competitiveness (product iteration, technology industrialization, talent retention), operational risks (market competition, raw material prices, environmental safety), financial risks (tax incentives, exchange rate fluctuations), and macroeconomic uncertainties - The company's core competencies include: **technological advantage** (product iteration strategy), **quality advantage** (ISO certification), **full industry chain advantage** (from raw powder to finished products), **scale advantage** (domestic leader), and **customer resource advantage** (including PetroChina, Hangyang Group, etc.)[81](index=81&type=chunk)[82](index=82&type=chunk)[83](index=83&type=chunk)[84](index=84&type=chunk)[85](index=85&type=chunk) - The company faces a significant risk of performance decline, with net profit attributable to shareholders decreasing by **51.15%** year-on-year in 2024, primarily due to slowing industrial gas demand and normalized household oxygen demand, coupled with increased expenses from expanding operations[87](index=87&type=chunk) - Operational risks primarily include: market competition from international giants like Honeywell UOP and Arkema; price increases for key raw materials such as lithium salt and sodium hydroxide; environmental and safety production risks; and the risk of digesting new production capacity[91](index=91&type=chunk)[92](index=92&type=chunk)[93](index=93&type=chunk) [Main Business Analysis](index=30&type=section&id=3.4%20Main%20Business%20Analysis) During the reporting period, the company's operating revenue decreased by 19.90%, operating costs by 17.68%, and the comprehensive gross profit margin slightly declined by 1.93 percentage points to 28.35%, with core molecular sieve material revenue down 20.19%, domestic revenue down 27.23%, and overseas revenue up 13.36%, while direct material costs decreased due to lower raw material prices Key Financial Items | Item | Current Period (CNY Million) | Prior Period (CNY Million) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 778.75 | 972.24 | -19.90 | | Operating Cost | 557.94 | 677.80 | -17.68 | | Administrative Expenses | 83.50 | 70.79 | 17.96 | | Net Cash Flow from Operating Activities | 118.89 | -97.84 | N/A | | Net Cash Flow from Investing Activities | -430.81 | -107.83 | N/A | | Net Cash Flow from Financing Activities | -65.09 | 665.26 | -109.78 | Main Business by Region | Main Business by Region | Operating Revenue (CNY Million) | Operating Cost (CNY Million) | Gross Profit Margin (%) | YoY Change in Operating Revenue (%) | | :--- | :--- | :--- | :--- | | Domestic | 579.74 | 425.59 | 26.59 | -27.23 | | Overseas | 199.01 | 132.35 | 33.50 | 13.36 | - Sales to the top five customers accounted for **16.85%** of total annual sales, and purchases from the top five suppliers accounted for **32.17%** of total annual purchases, indicating no significant reliance on any single customer or supplier[110](index=110&type=chunk)[114](index=114&type=chunk) [Assets, Liabilities, and Investment Status](index=36&type=section&id=3.5%20Assets%2C%20Liabilities%2C%20and%20Investment%20Status) As of the end of the reporting period, total assets were CNY 2.95 billion, a 2.67% decrease, with total liabilities at CNY 1.15 billion and an asset-liability ratio of 39.08%, while cash and equivalents significantly decreased by 62.55% due to investments in wealth management products, leading to an 87.78% increase in financial assets held for trading, and overseas assets constituted 12.52% of total assets Asset and Liability Changes | Item | Current Period End (CNY Million) | Prior Period End (CNY Million) | Change (%) | | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 244.20 | 652.08 | -62.55 | | Financial Assets Held for Trading | 676.00 | 360.00 | 87.78 | | Total Assets | 2,948.14 | 3,029.14 | -2.67 | | Total Liabilities | 1,152.12 | 1,250.47 | -7.86 | - As of the end of the reporting period, the company's overseas assets amounted to **CNY 369 million**, accounting for **12.52%** of total assets[123](index=123&type=chunk) - The company utilized its own funds and idle raised funds for cash management (bank wealth management products), with a total outstanding balance of **CNY 666 million** at the end of the period[277](index=277&type=chunk) [Future Development Discussion and Analysis](index=43&type=section&id=3.6%20Future%20Development%20Discussion%20and%20Analysis) The company will continue to adhere to its 'Three-Product Strategy,' 'Adsorption-to-Catalysis Strategy,' and 'Internationalization Strategy,' driven by innovation, focusing on four new areas—petrochemicals, energy chemicals, renewable energy, and renewable resources—to forge a differentiated development path and transition from a material manufacturer to a technology service provider - The core of the company's 2025 development strategy is to adhere to its three established strategies, focus on four emerging sectors, and drive the company's transformation into a technology service provider[146](index=146&type=chunk) [Section IV Corporate Governance](index=44&type=section&id=Section%20IV%20Corporate%20Governance) This section details the company's corporate governance structure, including its compliance with regulations, independence from controlling shareholders, and the composition and activities of its board and management [Overview of Corporate Governance](index=44&type=section&id=4.1%20Overview%20of%20Corporate%20Governance) During the reporting period, the company strictly adhered to relevant laws and regulations, continuously improved its corporate governance structure and internal control system, ensuring clear responsibilities, standardized operations, and independence from its controlling shareholder, while maintaining transparent information disclosure and holding three shareholder meetings and nine board meetings - The company's corporate governance structure is well-established, maintaining independence from its controlling shareholder, with the Board of Directors, Board of Supervisors, and management operating independently[150](index=150&type=chunk) - During the reporting period, the company convened **3 shareholder meetings** and **9 board meetings**, deliberating on significant matters such as the annual report and profit distribution[150](index=150&type=chunk)[152](index=152&type=chunk)[166](index=166&type=chunk) [Information on Directors, Supervisors, and Senior Management](index=47&type=section&id=4.2%20Information%20on%20Directors%2C%20Supervisors%2C%20and%20Senior%20Management) This section details the shareholding changes and remuneration of current and former directors, supervisors, senior management, and core technical personnel, noting changes in the executive team, including the departure of the President and Board Secretary and the appointment of new personnel, with Chairman Li Jianbo's pre-tax remuneration totaling CNY 1.621 million for the reporting period - During the reporting period, the company's President changed from Li Jianbo to Li Yicheng, and the Board Secretary from Li Yidan to Gao Ti; additionally, due to re-election, three independent directors resigned, and Huang Ping, Yan Wenfu, and Yang Xintao were newly elected as independent directors[165](index=165&type=chunk) - The total pre-tax remuneration received by the company's directors, supervisors, senior management, and core technical personnel from the company in 2024 amounted to **CNY 7.6529 million**[158](index=158&type=chunk) [Profit Distribution and Equity Incentive](index=55&type=section&id=4.3%20Profit%20Distribution%20and%20Equity%20Incentive) The company has a clear cash dividend policy, having implemented two profit distributions in the reporting period for 2023 (CNY 6 per 10 shares plus 2 bonus shares) and Q1 2024 (CNY 1 per 10 shares), with the Board approving a 2024 annual profit distribution plan of CNY 2 per 10 shares, while the 2023 restricted stock incentive plan was terminated in November 2024 due to unfulfilled performance targets and changing external conditions - The company's Board of Directors approved the 2024 annual profit distribution plan: a proposed cash dividend of **CNY 2 per 10 shares** (including tax), totaling **CNY 20.01 million**, which, combined with the already implemented Q1-Q3 dividends, brings the full-year cash dividend to **40.15%** of net profit attributable to shareholders[8](index=8&type=chunk)[180](index=180&type=chunk)[710](index=710&type=chunk) - The company's 2023 restricted stock incentive plan was terminated in November 2024 due to the failure to meet company-level performance assessment targets and significant changes in the external environment[189](index=189&type=chunk)[190](index=190&type=chunk) [Section V Environmental, Social Responsibility, and Other Corporate Governance](index=61&type=section&id=Section%20V%20Environmental%2C%20Social%20Responsibility%2C%20and%20Other%20Corporate%20Governance) This section outlines the company's commitment to ESG principles, detailing its environmental protection efforts, social contributions, and investor relations management [ESG Overall Work and Environmental Information](index=61&type=section&id=5.1%20ESG%20Overall%20Work%20and%20Environmental%20Information) The company integrates 'green development' into its strategy, increasing environmental investment and earning the national 'Green Factory' title, utilizing digital technology and distributed photovoltaic projects to reduce carbon emissions, and as a key pollutant-discharging unit, it fully discloses compliant wastewater and exhaust gas emissions, with environmental investments totaling CNY 21.40 million and no environmental administrative penalties during the reporting period - The company was awarded the national 'Green Factory' honor and is projected to reduce carbon dioxide emissions by approximately **5,016.08 tons annually** through the construction of distributed photovoltaic power generation projects[201](index=201&type=chunk)[219](index=219&type=chunk) - The company is classified as a key pollutant-discharging unit, investing **CNY 21.40 million** in environmental protection during the reporting period, with all pollutants such as exhaust gas and wastewater meeting discharge standards and no exceedances[203](index=203&type=chunk)[204](index=204&type=chunk)[205](index=205&type=chunk) - The company developed specialized molecular sieves for low-concentration coalbed methane enrichment, enabling waste gas resource utilization and filling an industry gap, demonstrating its environmental contribution[200](index=200&type=chunk)[201](index=201&type=chunk) [Social Responsibility and Corporate Governance](index=67&type=section&id=5.2%20Social%20Responsibility%20and%20Corporate%20Governance) The company actively fulfills its social responsibilities through charitable donations and rural revitalization initiatives, with total related investments of CNY 1.819 million during the reporting period, while prioritizing technological innovation, intellectual property rights, data security, and investor relations management, earning multiple awards from the China Association for Public Companies, and integrating Party building into its corporate development Philanthropic Activities | Type of Philanthropic Activity | Funds Invested (CNY Million) | | :--- | :--- | | External Donations | 1.1217 | | Public Welfare Projects | 0.3973 | | Rural Revitalization | 0.30 | - The company prioritizes investor relations protection, engaging with investors through various channels, and has received honorary awards from the China Association for Public Companies for its excellent practices[240](index=240&type=chunk)[244](index=244&type=chunk) - The company has a Party General Branch with three sub-branches, deeply integrating Party building work with corporate production and operations through activities such as 'Three Meetings and One Class'[238](index=238&type=chunk)[239](index=239&type=chunk) [Section VI Significant Matters](index=74&type=section&id=Section%20VI%20Significant%20Matters) This section covers the company's adherence to commitments, absence of major legal issues, and details on significant contracts and the utilization of raised funds [Commitments and Material Contracts](index=74&type=section&id=6.1%20Commitments%20and%20Material%20Contracts) During the reporting period, the company and related parties strictly fulfilled all commitments made during initial public offerings, refinancing, and equity incentives, with no major lawsuits, arbitrations, illegal guarantees, or non-operating fund occupations, and a significant ordinary course contract was signed with Xinxing Huier Green Technology Co., Ltd. for hydrogen production molecular sieves totaling CNY 99 million - All commitments made by the company's actual controllers, shareholders, and the company itself, whether during or continuing into the reporting period, were timely and strictly fulfilled[250](index=250&type=chunk) - During the reporting period, the company signed a sales contract with Xinxing Huier Green Technology Co., Ltd. for hydrogen production molecular sieves, valued at **CNY 99 million** (including tax)[282](index=282&type=chunk) [Use of Raised Funds](index=91&type=section&id=6.2%20Use%20of%20Raised%20Funds) During the reporting period, the company effectively utilized funds from two fundraising rounds: 89.36% of funds from the private placement were invested in the Adsorption Material Industrial Park Expansion Project (Phase I), and 29.09% of funds from convertible bonds were used for Phase II of the Industrial Park and the Thai subsidiary's Phase II project, with a portion of idle funds also used for cash management Raised Funds Utilization | Source of Raised Funds | Net Raised Funds (CNY Million) | Cumulative Investment as of Report End (CNY Million) | Cumulative Investment Progress (%) | | :--- | :--- | :--- | :--- | | Private Placement of Shares | 189.96 | 169.76 | 89.36 | | 2023 Convertible Bonds | 690.05 | 200.76 | 29.09 | - The raised fund investment project 'Adsorption Material Industrial Park Expansion Project (Phase I)' has reached its intended usable state, with an investment progress of **89.36%**, while Phase II and the Thai Phase II projects are under construction, with investment progress of **12.83%** and **76.64%** respectively[286](index=286&type=chunk) [Section VII Share Changes and Shareholder Information](index=95&type=section&id=Section%20VII%20Share%20Changes%20and%20Shareholder%20Information) This section details changes in the company's share capital and provides an overview of its shareholder structure, including major shareholders [Share Capital Changes and Shareholder Information](index=95&type=section&id=7.1%20Share%20Capital%20Changes%20and%20Shareholder%20Information) During the reporting period, the company's total share capital increased from 83,381,977 shares to 100,058,399 shares due to the 2023 profit distribution (capital reserve capitalization) and convertible bond conversion, with 5,476 common shareholders as of the end of the period, and a stable equity structure where actual controllers Li Jianbo and Li Xiaohong and their controlled entities hold a significant combined stake - During the reporting period, the company's total share capital increased from **83,381,977 shares** to **100,058,399 shares** due to the capitalization of capital reserves by **16,676,398 shares** and the conversion of convertible bonds by **24 shares**[291](index=291&type=chunk)[292](index=292&type=chunk) - As of the end of the reporting period, the company had a total of **5,476 shareholders**[298](index=298&type=chunk) Top Shareholders | Shareholder Name | Shares Held at Period End | Proportion (%) | | :--- | :--- | :--- | | Li Jianbo | 24,108,000 | 24.09 | | Li Xiaohong | 6,720,000 | 6.72 | | Shanghai Shenyunlong Enterprise Development Co., Ltd. | 6,400,800 | 6.40 | | Henan Zhongzheng Kaiyuan Venture Capital Investment Fund (Limited Partnership) | 4,846,331 | 4.84 | - The company's controlling shareholders and actual controllers are Mr. Li Jianbo and Ms. Li Xiaohong[304](index=304&type=chunk)[308](index=308&type=chunk) [Section VIII Preferred Shares Information](index=104&type=section&id=Section%20VIII%20Preferred%20Shares%20Information) This section confirms the absence of preferred shares within the company during the reporting period [Preferred Shares Information](index=104&type=section&id=8.1%20Preferred%20Shares%20Information) During the reporting period, the company had no preferred shares - The company has no preferred shares[314](index=314&type=chunk) [Section IX Bond-Related Information](index=105&type=section&id=Section%20IX%20Bond-Related%20Information) This section provides details on the company's convertible corporate bonds, including issuance, conversion terms, and credit ratings [Convertible Corporate Bonds Information](index=105&type=section&id=9.1%20Convertible%20Corporate%20Bonds%20Information) The company issued CNY 700 million in six-year convertible corporate bonds, 'Jianlong Convertible Bonds,' in March 2023, with the conversion price adjusted four times during the reporting period to CNY 71.91 per share, and as of the period end, 7,154 bondholders held bonds with only 68 shares converted, representing 99.999% unconverted, while the company maintains an 'AA-' credit rating with a stable outlook, ensuring principal and interest repayment - The company's 'Jianlong Convertible Bonds' were listed on April 7, 2023, with a total issuance amount of **CNY 700 million** and a term of **6 years**[316](index=316&type=chunk) - During the reporting period, the conversion price of 'Jianlong Convertible Bonds' underwent **four adjustments**, from **CNY 87.14/share** at the beginning of the year to **CNY 71.91/share** at year-end[321](index=321&type=chunk)[322](index=322&type=chunk) - During the reporting period, **CNY 2,000** of 'Jianlong Convertible Bonds' were converted into **24 company shares**; as of the end of the period, a cumulative total of **68 shares** had been converted, with approximately **CNY 699.99 million** remaining unconverted[319](index=319&type=chunk) - Both the company's corporate credit rating and the 'Jianlong Convertible Bonds' rating are **'AA-'** with a stable outlook, and the company's operating cash flow is sufficient to ensure principal and interest repayment[323](index=323&type=chunk) [Section X Financial Report](index=108&type=section&id=Section%20X%20Financial%20Report) This section presents the company's audited financial statements for 2024, including the audit report, balance sheet, income statement, cash flow statement, statement of changes in equity, and detailed notes [Audit Report](index=108&type=section&id=10.1%20Audit%20Report) Lixin Certified Public Accountants (Special General Partnership) issued a standard unqualified audit opinion on the company's 2024 financial statements, affirming that they fairly present the company's financial position and operating results in all material respects, with 'revenue recognition' identified as a key audit matter due to its significance and inherent risk of management override - The auditing firm is Lixin Certified Public Accountants (Special General Partnership), which issued a **standard unqualified audit opinion**[326](index=326&type=chunk) - The key audit matter is revenue recognition, for which auditors performed procedures including internal control testing, contract examination, analytical procedures, voucher inspection, confirmations, and cut-off tests to address the associated risk[328](index=328&type=chunk)[329](index=329&type=chunk) [Financial Statements](index=111&type=section&id=10.2%20Financial%20Statements) This section includes the company's 2024 consolidated and parent company balance sheets, income statements, cash flow statements, statements of changes in owners' equity, and detailed notes, all prepared in accordance with enterprise accounting standards on a going concern basis [Balance Sheet](index=111&type=section&id=10.2.1%20Balance%20Sheet) This sub-section presents the company's financial position at the end of the reporting period, detailing its assets, liabilities, and equity [Income Statement](index=115&type=section&id=10.2.2%20Income%20Statement) This sub-section outlines the company's financial performance over the reporting period, showing its revenues, expenses, and net profit [Cash Flow Statement](index=118&type=section&id=10.2.3%20Cash%20Flow%20Statement) This sub-section details the cash inflows and outflows from operating, investing, and financing activities during the reporting period [Statement of Changes in Owners' Equity](index=123&type=section&id=10.2.4%20Statement%20of%20Changes%20in%20Owners'%20Equity) This sub-section illustrates the changes in the company's equity components over the reporting period, including capital, reserves, and retained earnings [Notes to Financial Statements](index=135&type=section&id=10.2.5%20Notes%20to%20Financial%20Statements) This sub-section provides detailed explanations and supplementary information for the figures presented in the financial statements

| 证券代码：688357 | 证券简称：建龙微纳 公告编号：2025-041 | | --- | --- | | 转债代码：118032 | 转债简称：建龙转债 | 本次更正不涉及对财务报表的调整，对公司 2024 年度财务状况及经营成果 没有影响。 一、更正情况 （一）产能消化风险 本次更正为增加"第三节 管理层讨论与分析"之"四、风险因素"之"（四）经 营风险"之"4、产能消化风险" 4 、产能消化风险 近年来，公司募集资金投资项目吸附材料产业园改扩建项目 ( 一期 ) 、泰国子 公司建设项目 ( 二期 ) 、吸附材料产业园改扩建项目 ( 二期 ) 部分生产线陆续建成， 产能持续增加。考虑产线达到设计产能需要经过较长的产能爬坡期，虽然公司 也对相关项目产能建设及投产后的市场需求进行了审慎客观的分析 , 但国内外经 济环境复杂多变，若 (1) 未来分子筛行业市场增速低于预期； (2) 市场竞争加剧， 公司核心产品需求增长不及预期； (3) 公司新产品市场开拓不力； (4) 分子筛产品 下游主要应用行业发生重大不利变化； (5) 同行业公司跟进扩产导致供需形势发 生变化； (6) 公司不能在激烈的市场竞争中 ...