证券代码：688376 证券简称：美埃科技 公告编号：2025-019 美埃（中国）环境科技股份有限公司 2024年年度股东大会决议公告 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： 本次会议是否有被否决议案：无 一、 会议召开和出席情况 （一） 股东大会召开的时间：2025 年 5 月 23 日 （二） 股东大会召开的地点：南京市江宁区秣陵街道蓝霞路 101 号美埃（中国） 环境科技股份有限公司三楼报告厅 （三） 出席会议的普通股股东、特别表决权股东、恢复表决权的优先股股东及 其持有表决权数量的情况： | 1、出席会议的股东和代理人人数 | 66 | | --- | --- | | 普通股股东人数 | 66 | | 2、出席会议的股东所持有的表决权数量 | 98,137,867 | | 普通股股东所持有表决权数量 | 98,137,867 | | 3、出席会议的股东所持有表决权数量占公司表决权数量的比例（%） | 73.0192 | | 普通股股东所持有表决权数量占公司表决权数量的比例（%） | 73.0 ...

上海市锦天城律师事务所 关于美埃（中国）环境科技股份有限公司 2024 年年度股东大会之 法律意见书 地址：上海市浦东新区银城中路 501 号上海中心大厦 11/12 层 电话：021-20511000 传真：021-20511999 邮编：200120 上海市锦天城律师事务所 法律意见书 上海市锦天城律师事务所 关于美埃（中国）环境科技股份有限公司 2024 年年度股东大会之 法律意见书 案号：01F20225320 致：美埃（中国）环境科技股份有限公司 敬启者： 上海市锦天城律师事务所（以下简称"本所"）接受美埃（中国）环境科技 股份有限公司（以下简称"公司"）委托，根据《中华人民共和国公司法》（以 下简称"《公司法》"）《上市公司股东会规则》（以下简称"《股东会规则》"） 等法律、行政法规和其他规范性文件（以下简称"法律、法规"）以及《美埃（中 国）环境科技股份有限公司章程》（以下简称"《公司章程》"）的有关规定， 就公司召开 2024 年年度股东大会（以下简称"本次股东会"）的有关事宜出具 本法律意见书。 本法律意见书仅就本次股东会的召集和召开程序、出席本次股东会人员的资 格、召集人资格、会议表决程序 ...

Investment Rating - The report assigns an "Add-A" rating to the company, indicating a positive outlook for its stock performance [1]. Core Views - The company is expected to maintain growth momentum through both downstream expansion and overseas layout, with a projected increase in revenue and profit [1][9]. - The company is a leading domestic player in semiconductor cleanroom equipment and consumables, with strong prospects for technology expansion in various downstream applications and overseas markets [9]. Financial Performance Summary - In 2024, the company achieved operating revenue of 1.723 billion yuan, a year-on-year increase of 14.45%, and a net profit attributable to shareholders of 192 million yuan, up 10.83% year-on-year [3][5]. - For Q1 2025, the company reported operating revenue of 317 million yuan, reflecting a year-on-year growth of 16.02%, and a net profit of 42 million yuan, up 18.45% year-on-year [3]. Revenue Breakdown - Cleanroom air purification revenue reached 1.215 billion yuan in 2024, contributing 70.5% to total revenue, with a gross margin of 27.43% [4]. - Other industry revenues amounted to 508 million yuan, contributing 29.5% to total revenue, with a gross margin of 34.86% [4]. Cost and Efficiency - The company has improved its gross margin to 29.62% in 2024, an increase of 2.37 percentage points year-on-year, despite a slight decrease in net profit margin to 11.16% [5]. - Management expenses rose by 43.6% year-on-year, primarily due to increased land amortization and employee compensation [5]. Overseas Expansion - The company is accelerating its overseas expansion through acquisitions, including the purchase of Jiexinlong, which enhances its cleanroom solutions in Southeast Asia [6]. - The acquisition of Circul-Aire Inc. in Canada strengthens its upstream filter material capabilities and expands sales channels in North America and the EU [6]. - In 2024, overseas revenue reached 228 million yuan, a year-on-year increase of 33.38%, contributing 13.21% to total revenue [6]. Future Earnings Projections - The company is projected to achieve earnings per share (EPS) of 2.08, 2.73, and 3.49 yuan for the years 2025, 2026, and 2027, respectively [9]. - Corresponding price-to-earnings (P/E) ratios for these years are estimated at 16.6, 12.7, and 9.9 [9].

Investment Rating - The report assigns an "Add-A" rating to the company, indicating a positive outlook for its stock performance [1][10]. Core Insights - The company achieved a revenue of 1.723 billion yuan in 2024, representing a year-on-year increase of 14.45%, and a net profit of 192 million yuan, up 10.83% year-on-year [4]. - The company is focusing on the semiconductor sector while expanding into various application markets, maintaining a leading position in the domestic semiconductor cleanroom sector [5][10]. - The company is actively pursuing overseas expansion and has made acquisitions to enhance its supply chain and market reach, particularly in Southeast Asia and North America [7][10]. Financial Performance - In Q1 2025, the company reported a revenue of 317 million yuan, a year-on-year increase of 16.02%, and a net profit of 42 million yuan, up 18.45% year-on-year [4]. - The cleanroom air purification revenue for 2024 was 1.215 billion yuan, contributing 70.5% to total revenue, with a gross margin of 27.43% [5]. - The company’s gross margin and net margin for 2024 were 29.62% and 11.16%, respectively, showing a year-on-year increase of 2.37 percentage points and a slight decrease of 0.32 percentage points [6]. Market Position and Strategy - The company is recognized as a domestic leader in cleanroom equipment and consumables for the semiconductor industry, with a strong focus on technology development and market expansion [10]. - The company’s consumable products, particularly filters, have a replacement cycle that supports ongoing revenue generation, with consumable revenue accounting for over 30% of total revenue [9][10]. - The company’s overseas revenue reached 228 million yuan in 2024, marking a year-on-year increase of 33.38%, contributing 13.21% to total revenue [7][10]. Future Projections - The company is projected to achieve earnings per share (EPS) of 2.08, 2.73, and 3.49 yuan for the years 2025, 2026, and 2027, respectively [10]. - Revenue forecasts for the upcoming years are 2.377 billion yuan in 2025, 3.096 billion yuan in 2026, and 3.884 billion yuan in 2027, with expected year-on-year growth rates of 37.9%, 30.3%, and 25.4% [12].

证券代码：688376 证券简称：美埃科技 美埃（中国）环境科技股份有限公司 2024 年年度股东大会 会议资料 2025 年 5 月 | 议案十三：关于提请股东大会授权董事会以简易程序向特定对象发行股票的议案 35 | | --- | 2024 年年度股东大会会议须知 为维护投资者的合法权益，确保股东依法行使权力，保证股东大会的正常秩 序和议事效率，根据《中华人民共和国公司法》《中华人民共和国证券法》《上 市公司股东大会规则》以及《美埃（中国）环境科技股份有限公司章程》等相关规 定，特制定本会议须知： 一、美埃（中国）环境科技股份有限公司负责本次股东大会的议程安排和会 务工作，为确认出席大会的股东或其代理人或其他出席者的出席资格，会议工作 人员将对出席会议者的身份进行必要的核对工作，请被核对者给予配合。 二、会议期间，全体出席人员应以维护股东的合法权益、保证股东大会的正 常秩序和议事效率为原则，认真履行法定义务，自觉遵守股东大会纪律，不得侵 犯公司和其他股东的合法权益，不得扰乱股东大会的正常召开秩序。 三、出席会议的股东（或股东代理人）须在会议召开前 30 分钟到会议现场 办理签到手续，并按规定出示证券账户 ...

Core Viewpoint - Meiyetech reported a revenue of 1.723 billion yuan in 2024, a year-on-year increase of 14.45%, and a net profit of 192 million yuan, up 10.83% from the previous year. The company aims to enhance its strategic layout, increase R&D investment, expand overseas, focus on existing customer needs, and pursue both organic and external growth [1][3][4]. Financial Performance - In 2024, Meiyetech achieved an operating income of 1.723 billion yuan, a 14.45% increase year-on-year, and a net profit attributable to shareholders of 192 million yuan, reflecting a 10.83% growth. In Q1 2025, the company reported an operating income of 317 million yuan, up 16.02%, and a net profit of 41.92 million yuan, a rise of 18.45% [1][3]. Strategic Focus - The company's 2024 strategic focus includes: 1) Implementing strategic layout centered on semiconductors and exploring various downstream markets 2) Increasing R&D investment and systematically cultivating talent 3) Expanding overseas with a global perspective 4) Addressing the incremental needs of existing customers to enhance replacement revenue 5) Pursuing both organic growth and external acquisitions to accelerate the integration of the industry chain [4][6]. Challenges and Responses - The company faced challenges such as rising asset-liability ratios and negative cash flows from operations and investments. The cash outflow in 2024 was primarily due to increased procurement payments for year-end orders and investments in fixed assets and plant expansion [2][5]. - Meiyetech's overseas revenue accounted for 15%-20%, with limited impact from tariffs and trade wars. The company plans to enhance overseas production capacity and accelerate "domestic substitution" efforts [2][5]. Growth Opportunities - Future growth points for the company include: 1) Accelerating overseas market deployment and expansion 2) Strengthening engagement with existing market customers 3) Expanding into cleanroom applications in renewable energy, biomedicine, and industrial waste gas treatment [6][8]. Acquisition Impact - The acquisition of Jiexinlong enhances Meiyetech's comprehensive solution capabilities in the cleanroom sector, aligning with the company's strategy to strengthen its supply chain and improve technological innovation [7][9][10]. Inventory Management - The significant increase in inventory is attributed to a rise in shipped goods, which is expected to convert into revenue in the future [11].

Investment Rating - The investment rating for the company is "Buy" (maintained) [1] Core Views - The company achieved a revenue of 1.723 billion yuan in 2024, representing a year-on-year growth of 14.45%, and a net profit attributable to shareholders of 192 million yuan, up 10.83% year-on-year [3] - In Q1 2025, the company reported a revenue of 317 million yuan, a year-on-year increase of 16.02%, and a net profit attributable to shareholders of 42 million yuan, growing 18.45% year-on-year [3] - The company is experiencing significant growth in overseas markets, with foreign revenue reaching 228 million yuan in 2024, up 33.38% year-on-year, accounting for 13.21% of total revenue [5][6] Summary by Sections Financial Performance - In 2024, the company's gross margin was 29.62%, an increase of 2.37 percentage points year-on-year, while the net margin was 11.16%, a slight decrease of 0.32 percentage points [6] - For Q1 2025, the gross margin was 29.86%, down 0.58 percentage points year-on-year, and the net margin was 13.84%, an increase of 0.89 percentage points [6] Product and Market Insights - The revenue from replacement consumables accounted for over 30% of total revenue, indicating a strong growth in the replacement market [5] - The company’s wind turbine filter unit generated revenue of 1.517 billion yuan in 2024, a year-on-year increase of 16.83%, while other products saw a slight decline in revenue [5] Inventory and Contract Liabilities - As of Q1 2025, the company's inventory was 834 million yuan, a year-on-year increase of 42.58%, and contract liabilities were 309 million yuan, up 101.32%, indicating a strong order backlog [6] Future Projections - The company is projected to achieve revenues of 2.695 billion yuan, 3.441 billion yuan, and 4.140 billion yuan for 2025, 2026, and 2027 respectively, with corresponding net profits of 313 million yuan, 412 million yuan, and 515 million yuan [7][8]

美埃科技出台股权激励，未来业绩成长可期：公司2024 年8 月发布覆盖高管及核心技术人员的股权激励 预案，授予价格为15.60 元/股，考核期间公司业绩考核目标分别为：1）（100%归属）2024 年-2026 年 收入分别不低于20 亿元、27.5 亿元、38 亿元，对应收入增速分别为32.9%、37.5%、38.2%；2）（80% 归属）2024-2026 年收入不低于17 亿元、22.5 亿元和29 亿元，对应收入增速分别为13%、32.4%、 28.9%。 产能扩张带动未来业绩持续提升。随着中美贸易在高科技行业的摩擦加剧，半导体行业国产化替代趋势 逐渐加速，此外半导体产业迁移至东南亚地区的趋势愈发明显。公司现有产能利用率已经持续处于饱和 状态。随着募投项目分批逐渐投产后，预计公司的产销量将会稳步增长，从而带动公司收入及利润提 升。预计美埃科技2024-2026 年归母净利润分别为2.4 亿元、3.0 亿元和3.6 亿元，目前股价对应PE 分别 为20x、16x 和13x，维持"买入"评级。 风险提示 事件描述 2024 年公司实现营业收入17.2 亿元，同比增长14.45%，归母净利润1.9 亿元，同 ...

Summary of Meier Technology Conference Call Company Overview - **Company**: Meier Technology - **Industry**: Semiconductor and related sectors Key Financial Performance - **Q1 2025 Revenue**: 317 million CNY, up 16.02% YoY [2][3] - **Net Profit**: 41.92 million CNY, up 8.45% YoY [2][3] - **Non-GAAP Net Profit**: 117.8 million CNY, up 17.48% YoY [2][3] - **2024 Revenue**: 1.723 billion CNY, up 14.45% YoY [3] Revenue Composition - **Revenue Sources**: 75% from semiconductor and related sectors; 55% from pure IC-related business, 45% from panel-related business [2][10] - **Consumables Contribution**: Approximately 31% of revenue, with higher gross margins than equipment [14] - **Overseas Revenue**: Expected to reach 20% in 2025, currently at 13% [14][15] Market Strategy and Expansion - **North America Expansion**: Established a subsidiary and plans for capital expenditures including factory construction and acquisitions to increase market share [2][6] - **Malaysia Factory**: Capacity of approximately 200 million CNY, producing various filter products to mitigate US-China tariff impacts [2][6] - **Order Growth**: Anticipated order growth of about 15% in 2025, with significant contributions from semiconductor capital expenditures [15] Competitive Landscape - **Market Share**: Approximately 35%, with main competitors including AAF, Camfil, and U-Fan [5][22] - **Industry Trends**: Optimistic capital expenditure in the domestic semiconductor industry, with advanced processes accelerating [36] Challenges and Risks - **Impact of US-China Tariffs**: Limited impact on operations due to the establishment of the Malaysian factory; however, ongoing uncertainty regarding tariff policies [6][37] - **Management Expenses**: Increased management expenses due to stock incentives and consulting fees, affecting overall performance [4] Product and Service Offerings - **Product Range**: Includes fan filter units, filters for semiconductor crystallization equipment, and cleanroom air quality control for commercial and biopharmaceutical sectors [2][10] - **Chemical Filters**: Used in semiconductor manufacturing to remove harmful gases [11] Future Outlook - **Performance Expectations**: Optimistic about achieving stock incentive targets, with revenue expected to trend towards the upper limits of projections [41] - **Acquisition Strategy**: Open to observing potential acquisitions in upstream and horizontal markets, particularly in raw materials and PCB panels [34] Additional Insights - **Customer Payment Terms**: Extended payment terms for semiconductor clients, averaging 3 to 6 months [38] - **Cash Flow Management**: Focus on improving cash flow through better payment conditions and leveraging self-funding for acquisitions [35] This summary encapsulates the key points from the conference call, highlighting the company's financial performance, market strategies, competitive landscape, and future outlook.

Investment Rating - The investment rating for the company is "Buy" and is maintained [9]. Core Views - In 2024, the company achieved operating revenue of 1.72 billion yuan, a year-on-year increase of 14.45%, and a net profit attributable to the parent company of 190 million yuan, up 10.83% year-on-year. For Q1 2025, the operating revenue was 320 million yuan, reflecting a year-on-year growth of 16.02%, with a net profit of 40 million yuan, an increase of 18.45% year-on-year [2][6]. - The company completed the privatization of Jiexinlong, which enhances its business layout through multiple synergies in the supply chain and sales regions [2][6]. Summary by Sections Financial Performance - The company reported a total operating revenue of 1.72 billion yuan in 2024, with a gross profit of 510 million yuan, resulting in a gross margin of 29.62%, an increase of 2.90 percentage points year-on-year. The overseas revenue reached 228 million yuan, growing 33.28% year-on-year, which is higher than the overall growth rate [11]. - For Q1 2025, the company achieved an operating revenue of 320 million yuan, with a net profit of 40 million yuan, marking an 18.45% increase year-on-year [6]. Business Expansion - The acquisition of Jiexinlong is expected to enhance the company's business, particularly in overseas markets. Jiexinlong reported revenue of 357 million yuan in 2023, with a net profit of 55 million yuan and a healthy gross margin of 31.7% [11]. - The company plans to expand its production capacity, which is currently at full utilization, to support future revenue and profit growth [11]. Future Outlook - The company has set ambitious performance targets through a stock incentive plan, aiming for revenues of at least 2 billion yuan in 2024, 2.75 billion yuan in 2025, and 3.8 billion yuan in 2026, corresponding to growth rates of 32.9%, 37.5%, and 38.2% respectively [11]. - The projected net profits for 2024, 2025, and 2026 are 240 million yuan, 300 million yuan, and 360 million yuan, respectively, with corresponding price-to-earnings ratios of 20x, 16x, and 13x [11].