2026 年 1 月 时创能源 2026 年第一次临时股东会会议资料 常州时创能源股份有限公司 2026 年第一次临时股东会 会议资料 时创能源 2026 年第一次临时股东会会议资料 目 录 | 2026 | 年第一次临时股东会会议须知 2 | | --- | --- | | 2026 | 年第一次临时股东会会议议程 4 | | 议案一：关于 | 2026 年度日常关联交易额度预计的议案 6 | | | 议案二：关于董事会换届选举暨选举第三届董事会非独立董事的议案 7 | | | 议案三：关于董事会换届选举暨选举第三届董事会独立董事的议案 8 | 1 时创能源 2026 年第一次临时股东会会议资料 常州时创能源股份有限公司 2026 年第一次临时股东会会议须知 为维护全体股东的合法权益，确保股东会的正常秩序和议事效率，保证股东会的顺利 进行，根据《中华人民共和国公司法》《中华人民共和国证券法》以及《常州时创能源股 份有限公司章程》《常州时创能源股份有限公司股东会议事规则》等相关规定，特制定本 须知。 一、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 ...

Core Viewpoint - The divorce between the actual controller of Shichuang Energy, Fu Liming, and Wang Yanxiao has resulted in a significant financial settlement, impacting the company's shareholding structure but not its control [1][4]. Group 1: Divorce Settlement - Fu Liming and Wang Yanxiao's divorce will involve a financial settlement of approximately 450 million yuan, based on the closing price on the announcement date [2][3]. - The divorce agreement includes the transfer of Fu Liming's indirect holdings in Shichuang Energy, totaling about 34.16 million shares, which represents approximately 8.54% of the company's total share capital [2][4]. Group 2: Company Performance - Shichuang Energy reported a net loss of 649 million yuan in 2024 and a net loss of 254 million yuan in the first three quarters of 2025, indicating ongoing financial challenges [2][11]. - The company's revenue for 2023 was 1.731 billion yuan, a decrease of 27.74% year-on-year, while the revenue for 2024 dropped to 711 million yuan, a decline of 58.93% [11]. - In the first three quarters of 2025, Shichuang Energy's revenue increased by 54.30% year-on-year to 705 million yuan, although it still reported a net loss [11]. Group 3: Shareholding Structure - Despite the divorce, Fu Liming remains the actual controller of Shichuang Energy, holding significant voting rights through his investments in Shichuang Investment and Nanjing Sicheng [4][12]. - Post-divorce, Fu Liming will still control approximately 70.04% of the voting rights in the company, ensuring no change in the company's governance structure [4][12]. Group 4: Employee and Market Dynamics - The company has seen a reduction in employee numbers, with a net decrease of 238 employees, approximately 17%, since its IPO [12]. - As of December 31, 2025, Shichuang Energy's stock price was 13.9 yuan per share, significantly lower than its initial offering price of 19.20 yuan and the opening price of 29.99 yuan [12][13].

Group 1 - The article discusses the trend of investment banking professionals, particularly women, marrying into wealthy families and the financial implications of such unions [1][11][26] - A recent high-profile divorce involved Wang Yanxiao, who received approximately 4.46 billion yuan worth of shares from Shichuang Energy as part of the settlement [2][7][9] - Since 2020, there have been 34 instances of high-value divorces among A-share controlling shareholders, with a total of 764.44 billion yuan distributed to their spouses [2][3] Group 2 - Wang Yanxiao has a strong professional background, having worked at CITIC Securities and served as a board secretary for a listed company, showcasing the capabilities of "investment banking women" [5][7] - The divorce settlement included Wang receiving 34,161,801 shares, representing 8.54% of Shichuang Energy's total share capital, while the controlling shareholder, Fu Liming, retains significant control over the company [7][8][9] - The article highlights the increasing visibility and influence of women from investment banking backgrounds in high-net-worth relationships, emphasizing their dual roles in both personal and professional spheres [1][11][26]

Core Viewpoint - The announcement of the divorce between the actual controller and chairman of Shichuang Energy, Fu Liming, and Wang Yanxiao, involves a significant transfer of shares but does not impact the company's governance structure or operations significantly [2][3]. Shareholder Changes - Fu Liming will transfer approximately 34.16 million shares of Shichuang Energy, valued at about 446 million yuan, to Wang Yanxiao as part of their divorce settlement [2][3]. - Following the share transfer, Fu Liming's indirect ownership in Shichuang Energy will decrease from 28.88% to 20.34%, yet he will still control about 70.04% of the voting rights through Shichuang Investment and Nanjing Sicheng [3]. Company Performance - Shichuang Energy, which went public on the Sci-Tech Innovation Board in 2023, operates in three main sectors: photovoltaic wet process auxiliary materials, photovoltaic equipment, and photovoltaic cells [3]. - For the first three quarters of 2025, Shichuang Energy reported revenues of 705 million yuan, with a net loss of 254 million yuan [3].

Core Viewpoint - The recent divorce agreement between the actual controller and chairman of Shichuang Energy, Fu Liming, and Wang Yanxiao involves a significant share transfer, raising concerns about compliance and potential impacts on the company's governance structure [1][2]. Group 1: Share Transfer Details - Fu Liming will transfer approximately 34,161,801 shares of Shichuang Energy, representing 8.54% of the total share capital, to Wang Yanxiao as part of their divorce settlement [2]. - Prior to this transfer, Fu Liming indirectly held 116 million shares, accounting for 28.88% of the total share capital, through stakes in two investment companies [2]. - The transferred shares are currently under a lock-up period, with only six months remaining until they can be freely traded [1][3]. Group 2: Company Background and Financial Performance - Shichuang Energy, founded in 2009, operates as a photovoltaic technology platform supplier, focusing on three main business segments: photovoltaic wet process auxiliaries, photovoltaic equipment, and photovoltaic cells [3]. - The company has recently experienced a decline in stock price, having broken its initial public offering price, and has maintained a dividend payout ratio below 30% over the past three years [1][4]. Group 3: Regulatory Context and Market Reactions - The phenomenon of "high-priced divorces" among A-share listed companies has drawn regulatory scrutiny, with measures implemented to prevent circumvention of share reduction rules through divorce settlements [5][7]. - Recent regulations stipulate that parties involved in share transfers due to divorce must adhere to the same share reduction limits, aiming to prevent potential misuse of such arrangements for offloading shares [6][7].

Core Viewpoint - The recent divorce of the actual controller of Shichuang Energy, Fu Liming, and Wang Yanxiao, has led to a significant share transfer, with Wang receiving approximately 34.16 million shares, valued at around 446 million yuan, which represents 8.54% of the company's total share capital [1][2]. Group 1: Share Transfer Details - Fu Liming will transfer 10% of his shares in Nanjing Shichuang Investment Co., Ltd. and 14.48% of his shares in Nanjing Sicheng Investment Partnership, totaling approximately 34,161,801 shares of Shichuang Energy [1]. - Prior to this transfer, Fu Liming held 65% of Shichuang Investment and 16.48% of Nanjing Sicheng, amounting to an indirect holding of 116 million shares, or 28.88% of the total share capital [1][2]. Group 2: Company Financials - Shichuang Energy was listed on the Shanghai Stock Exchange's Sci-Tech Innovation Board on June 29, 2023, issuing 40,000,800 shares at a price of 19.20 yuan per share, raising a total of 768.02 million yuan [3]. - For the first three quarters of 2023, Shichuang Energy reported revenue of 704.8 million yuan, a year-on-year increase of 54.3%, while net losses were reduced to 254.4 million yuan, a decrease of 50.44% compared to the previous year [3]. Group 3: Market Context - The occurrence of high-value divorce cases among A-share companies is not unique, with several instances reported in 2023, including significant share transfers due to marital separations [4][5]. - Experts have raised concerns about the potential instability in company operations and governance structures resulting from personal events among major shareholders, which could lead to market manipulation or insider trading [5][6].

Core Viewpoint - The announcement from Shichuang Energy (002779.SZ) regarding the change in indirect shareholding of its actual controller, Su Liming, due to his divorce from Wang Yanxiao, will not affect the company's control structure or governance [1][2][3]. Shareholding Structure - Su Liming, through Shichuang Investment, holds 142,941,654 shares, accounting for 35.74% of the total share capital, while Nanjing Sicheng holds 137,231,879 shares, representing 34.31% [1]. - After the shareholding change, Su Liming's indirect shareholding will decrease from 115,524,348 shares (28.88%) to 81,362,547 shares (20.34%), while Wang Yanxiao will acquire approximately 34,161,801 shares (8.54%) [2][3]. Control Rights - Despite the shareholding changes, Su Liming will still control approximately 70.04% of the voting rights through Shichuang Investment and Nanjing Sicheng, maintaining his position as the actual controller of the company [2][3]. Financial Information - The market value of the shares transferred to Wang Yanxiao is estimated at approximately 446 million yuan, based on the closing price of 13.07 yuan per share on December 30 [4]. - Shichuang Energy raised a net amount of 700.93 million yuan from its IPO, which was lower than the planned amount by 395.04 million yuan [4][5]. Company Background - Shichuang Energy, established in 2009 and located in Changzhou, Jiangsu Province, primarily engages in manufacturing [5].

Core Viewpoint - The announcement from Shichuang Energy indicates a divorce settlement between the actual controller, Fu Liming, and Wang Yanxiao, involving the transfer of indirect shareholdings amounting to approximately 8.54% of the company's total equity, which will not affect the control structure of the company [1][2]. Group 1: Shareholding Changes - Fu Liming will transfer 10% of his shares in Nanjing Shichuang Venture Capital Co., Ltd. and 14.48% of his holdings in Nanjing Sicheng Venture Capital Partnership to Wang Yanxiao, totaling about 3416.18 million shares, which represents 8.54% of the total equity of Shichuang Energy [1][2]. - Following this transfer, Fu Liming's indirect shareholding will decrease from approximately 28.88% (about 116 million shares) to 20.34% (about 81.36 million shares), while Wang Yanxiao will hold 8.54% (approximately 34.16 million shares) [2]. Group 2: Market Impact and Company Performance - The market value of the shares transferred to Wang Yanxiao is estimated at approximately 446 million yuan, based on the closing price of 13.07 yuan per share on December 30 [2]. - Shichuang Energy, which went public on the Sci-Tech Innovation Board in mid-2023, has experienced a volatile stock performance, with its share price declining after an initial high of 37.3 yuan, and it is expected to remain under pressure in the near term [4]. - For the first three quarters of the year, Shichuang Energy reported a revenue increase of 54.3% to 705 million yuan, but the net profit attributable to shareholders was a loss of 254 million yuan, an improvement from a loss of 513 million yuan in the same period last year [4].

Industry News - The Ministry of Finance and the State Administration of Taxation announced a new policy on the value-added tax for personal housing sales, effective from January 1, 2026. Homes sold within two years of purchase will incur a 3% VAT, while those sold after two years will be exempt from VAT [3]. - The Ministry of Education plans to continue promoting artificial intelligence in education, with related policy documents expected to be released next year [3]. - The Ministry of Industry and Information Technology and other departments issued a digital transformation implementation plan for the automotive industry, aiming for significant improvements in manufacturing capabilities and digital levels by 2027 [3]. - In November 2025, global automobile sales reached 8.59 million units, a year-on-year increase of 1%, with China's global market share rising to 40%, up 1 percentage point from the previous year [3]. - A new generation of the Honghu HH-200 commercial drone developed by Aviation Industry Corporation of China was unveiled, marking a breakthrough in low-altitude logistics transportation technology [4]. - In 2026, China will accelerate the construction of a digital economy, implementing the "East Data West Computing" project and fostering a national integrated data market [4]. - The Beijing Municipal Health Commission issued measures to support the innovation and development of the artificial intelligence industry in the healthcare sector for 2026-2027 [4]. Company News - Tianpu Co., Ltd. announced a cumulative stock price increase of 718.39% from August 22 to December 30, leading to a suspension for verification [5]. - Zijin Mining announced a projected net profit increase of 59%-62% for 2025, driven by rising sales prices of gold, copper, and silver [5]. - Wuzhou New Spring reported a recent reduction of 2.73% in total share capital by its controlling shareholder [5]. - Superjet Co., Ltd. announced the completion of its controlling shareholder's reduction plan [5]. - Jinpan Technology signed a contract for an overseas data center project worth approximately 696 million yuan [5]. - Shengxin Lithium Energy plans to acquire a 30% stake in Qicheng Mining for 2.08 billion yuan, with the latter's lithium mine under development [5]. - Mindray Bio-Medical Electronics announced a cash acquisition of 100% of Wuhan Bikaier Rescue Supplies Co., Ltd., expected to constitute a major asset restructuring [5]. - China National Airlines plans to purchase 60 Airbus A320NEO aircraft at a total catalog price of approximately 9.53 billion USD, with deliveries scheduled between 2028 and 2032 [5].

Market Overview - US stock indices closed slightly lower, with the Nasdaq down 0.24%, Dow Jones down 0.2%, and S&P 500 down 0.14% [5] - Major tech stocks showed mixed performance, with Intel and Meta rising over 1%, while Tesla fell over 1% [5] - The Nasdaq Golden Dragon China Index decreased by 0.26%, with mixed results among Chinese concept stocks [5] Economic Data - The Federal Reserve's December meeting minutes indicated that most participants supported a rate cut, while some believed it was not appropriate [5] - Concerns remain regarding the labor market and inflation risks, with a general consensus on the need for careful decision-making [5] Commodity Prices - International oil prices declined, with WTI crude oil down 0.24% at $57.94 per barrel and Brent crude down 0.31% at $61.30 per barrel [6] - Precious metals rebounded, with spot gold up 0.39% at $4348.89 per ounce and silver significantly rising by 6.02% [6] Corporate Developments - Tesla announced the production of its 9 millionth electric vehicle at its Shanghai Gigafactory, reinforcing its leadership in the electric vehicle sector [17] - Zijin Mining International expects a significant increase in net profit for 2025, projecting a year-on-year growth of 212% to 233% [22] - Fat Dong Lai Group reported a sales figure of approximately 23.4 billion yuan for 2025, indicating steady growth in the retail sector [18] Regulatory Changes - The Chinese government announced a new VAT implementation regulation effective January 1, 2026, which includes tax exemptions for individuals selling homes after two years [8] - The Ministry of Commerce and other departments released guidelines for a vehicle trade-in subsidy program for 2026, offering up to 20,000 yuan for qualifying purchases [11] Technological Advancements - The Ministry of Industry and Information Technology published a digital transformation plan for the automotive industry, promoting the application of industrial internet and 5G technologies [12] - Harbin Institute of Technology and Boshi Co. achieved significant progress in humanoid robotics, marking advancements in core technology development [27]