Meeting Overview - The shareholders' meeting was held on September 19, 2025, at the Tianma Zhikong Innovation Industrial Base in Shunyi District, Beijing [2] - The meeting was convened by the board of directors and chaired by Chairman Liu Zhiguo, utilizing a combination of on-site and online voting methods [2][3] Attendance - All 8 current directors and 3 current supervisors attended the meeting, along with the board secretary Wang Shaoru and some senior management personnel [3] Resolutions - A resolution to elect Li Mingzhong as a non-independent director of the second board of directors was passed with a majority vote from the shareholders present [3] - The voting process adhered to the requirements of the Company Law of the People's Republic of China and the company's articles of association [5] Legal Verification - The meeting was witnessed by Beijing Jiayuan Law Firm, confirming that the convening, holding procedures, and voting processes complied with relevant laws and regulations [4][5] Announcement - The announcement was made by the board of directors of Beijing Tianma Zhikong Technology Co., Ltd. on September 20, 2025, under the securities code 688570 [6]

证券代码：688570 证券简称：天玛智控 公告编号：2025-030 北京天玛智控科技股份有限公司 2025年第一次临时股东大会决议公告 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 9 月 19 日 （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 | 126 | | --- | --- | | 普通股股东人数 | 126 | | 2、出席会议的股东所持有的表决权数量 | 360,555,123 | | 普通股股东所持有表决权数量 | 360,555,123 | | 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 | 83.2690 | | （%） | | | 普通股股东所持有表决权数量占公司表决权数量的比例（%） | 83.2690 | （四） 表决方式是否符合《公司法》及公司章程的规定，大会主持情况等。 本次会 ...

北京市嘉源律师事务所 关于北京天玛智控科技股份有限公司 2025 年第一次临时股东大会的 法律意见书 西城区复兴门内大街 158 号远洋大厦 4 楼 中国·北京 天玛智控 2025 年第一次临时股东大会 嘉源 · 法律意见书 嘉源律师事务所 IA YUAN LAW OFFICES 北京 BEIJING ·上海 SHANGHAI ·深圳 SHENZHEN ·香港 HONGKONG · 广州 GUANGZHOU · 西安 XI AN 致: 北京天玛智控科技股份有限公司 北京市嘉源律师事务所 关于北京天玛智控科技股份有限公司 2025 年第一次临时股东大会的 法律意见书 嘉源(2025)-04-694 北京市嘉源律师事务所(以下简称"本所")接受北京天玛智控科技股份有 限公司(以下简称"公司"）的委托,根据《中华人民共和国公司浩》（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》") 等现行有效的法律、行政法规、部门规章、规范性文件(以下简称"法律法规") 以及《北京天玛智控科技股份有限公司章程》(以下简称"《公司章程》")的 有关规定,指派本所律师对公司 2025年第一次临时股东大会( ...

中信建投证券股份有限公司 关于北京天玛智控科技股份有限公司 2025 年半年度持续督导跟踪报告 | 保荐人名称： | 上市公司名称： | 中信建投证券股份有限公司 | 北京天玛智控科技股份有限公司 | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | 联系方式：010-56051437 | 保荐代表人姓名：曾琨杰 | 联系地址：北京市朝阳区景辉街 | 号院 | 16 | 1 | | | | 号楼 | 层 | 11 | 联系方式：010-56051437 | | | | | | 保荐代表人姓名：钟犇 | 联系地址：北京市朝阳区景辉街 | 号院 | 16 | 1 | 号楼 | 层 | 11 | 经中国证券监督管理委员会（简称"中国证监会"）"证监许可〔2023〕614 号文"批准，北京天玛智控科技股份有限公司（简称"公司"或"天玛智控"） 向社会公开发行人民币普通股 7,300 万股。本次公司发行新股的发行价为 30.26 元/股，募集资金总额为 220,898.00 万元，扣除发行费用 8,037.89 万元后，实际 募集资金净额为 212, ...

Investment Rating - The investment rating for Tianma Intelligent Control (688570) is "Buy" [3][7] Core Views - The company reported a revenue of 652 million yuan in the first half of 2025, a year-on-year decrease of 21.21%, and a net profit attributable to shareholders of 70 million yuan, down 65.72% year-on-year [1] - The company is actively expanding its intelligent manufacturing business while strengthening its coal business, focusing on unmanned scenarios and discrete intelligent control industries [3] - The company maintains a strong market position with a market share of 37.7% for its SAC system and 25.4% for its SAM system in the first half of 2025, despite facing increased competition [4] - The national policy continues to support coal mine intelligent construction, indicating significant growth potential in the industry [4] Financial Performance - In the first half of 2025, the company's main business revenue from unmanned intelligent mining control solutions was 426 million yuan, and spare parts revenue was 156 million yuan [4] - The company expects net profits for 2025, 2026, and 2027 to be 168 million yuan, 199 million yuan, and 224 million yuan respectively, with diluted EPS of 0.39 yuan, 0.46 yuan, and 0.52 yuan [7] - The company's gross margin is projected to decline from 45.1% in 2023 to 38.6% in 2025, reflecting competitive pressures [6] Strategic Initiatives - The company is making progress on its fundraising projects, which are expected to lay a solid foundation for the development of new businesses in intelligent manufacturing [5] - The company has completed its smart factory construction project, which is anticipated to create a second growth curve [5] - The company emphasizes shareholder returns, having distributed a cash dividend of 3.3 yuan per 10 shares for the 2024 fiscal year, amounting to 143 million yuan [7]

Financial Performance - The company reported total revenue of 652 million yuan for the first half of 2025, a year-on-year decrease of 21.21% compared to 828 million yuan in 2024 [1] - The net profit attributable to shareholders was 69.52 million yuan, down 65.72% from 203 million yuan in the previous year [1] - The gross margin decreased to 38.37%, a decline of 19.96% year-on-year, while the net margin fell to 10.66%, down 56.49% [1] - The total of financial, sales, and management expenses reached 114 million yuan, accounting for 17.53% of total revenue, an increase of 38.67% year-on-year [1] Cash Flow and Assets - The company reported a negative operating cash flow per share of -0.12 yuan, which is an improvement of 15.53% compared to -0.14 yuan in the previous year [1] - The cash and cash equivalents decreased slightly to 2.494 billion yuan, down 2.88% from 2.568 billion yuan [1] - Accounts receivable increased by 9.81% to 1.498 billion yuan, raising concerns as the accounts receivable to profit ratio reached 441.1% [3] Industry Outlook - The coal mining industry is expected to see a stable total production capacity of 5 billion tons per year by 2035, as projected by the China Coal Industry Association [3] - The government has emphasized the importance of intelligent coal mining, with policies aimed at achieving full automation and safety improvements by 2030 [4] - The current level of intelligent coal mining is still in its early stages, indicating significant growth potential in the sector [4]

Market Overview - The automation equipment sector increased by 2.19% on August 28, with Sytak leading the gains [1] - The Shanghai Composite Index closed at 3843.6, up 1.14%, while the Shenzhen Component Index closed at 12571.37, up 2.25% [1] Top Performers - Sytak (301568) closed at 58.00, up 15.49% with a trading volume of 195,300 shares and a turnover of 1.114 billion [1] - Optoelectronics (688686) closed at 149.68, up 12.44% with a trading volume of 26,700 shares and a turnover of 373 million [1] - Atens (688889) closed at 33.68, up 11.60% with a trading volume of 417,400 shares and a turnover of 1.357 billion [1] - Other notable gainers include Zhuhua Laser (300747) and Central Laser (301021) with increases of 8.93% and 8.08% respectively [1] Underperformers - Dongjie Intelligent (300486) closed at 21.64, down 6.64% with a trading volume of 699,400 shares and a turnover of 1.543 billion [2] - Tianma Intelligent Control (688570) closed at 20.69, down 4.79% with a trading volume of 78,800 shares and a turnover of 164 million [2] - Weichuang Electric (688698) closed at 55.81, down 3.78% with a trading volume of 85,400 shares and a turnover of 476 million [2] Capital Flow - The automation equipment sector experienced a net outflow of 1.077 billion from institutional investors, while retail investors saw a net inflow of 1.354 billion [2][3] - Notable net inflows from retail investors were observed in Huagong Technology (000988) and Guangyun Da (300227) [3] - The sector's overall capital flow indicates a mixed sentiment among different investor types, with institutional investors pulling back while retail investors increased their positions [2][3]

Core Viewpoint - Tianma Zhikong (688570.SH) reported a significant decline in both revenue and net profit for the first half of 2025, indicating challenges in its operational performance compared to peers in the industry [1][3]. Financial Performance - The company's total revenue for the first half of 2025 was 652 million yuan, ranking 25th among disclosed peers, a decrease of 176 million yuan or 21.21% year-on-year [1]. - The net profit attributable to shareholders was 69.52 million yuan, ranking 19th among peers, down by 133 million yuan or 65.72% year-on-year [1]. - Operating cash flow showed a net outflow of 51.49 million yuan, ranking 53rd among peers, but improved by 9.47 million yuan compared to the previous year, marking two consecutive years of increase [1]. Key Ratios - The latest debt-to-asset ratio stood at 24.76%, ranking 18th among peers, with an increase of 0.32 percentage points from the previous quarter and 3.08 percentage points from the same period last year [3]. - The gross profit margin was 38.37%, ranking 17th among peers, down by 1.61 percentage points from the previous quarter and 9.57 percentage points year-on-year [3]. - Return on equity (ROE) was 1.63%, ranking 35th among peers, a decrease of 3.19 percentage points from the previous year [3]. - The diluted earnings per share were 0.16 yuan, ranking 31st among peers, down by 0.31 yuan or 65.96% year-on-year [3]. - The total asset turnover ratio was 0.11 times, ranking 50th among peers, a decline of 0.04 times or 25.80% year-on-year [3]. - The inventory turnover ratio was 0.66 times, ranking 42nd among peers, down by 0.04 times or 5.89% year-on-year [3]. Shareholder Information - The number of shareholders was 14,200, with the top ten shareholders holding 368 million shares, accounting for 84.92% of the total share capital [4].

Group 1 - The company Tianma Zhikong (688570.SH) reported a revenue of 652 million yuan for the first half of the year, representing a year-on-year decline of 21.21% [1] - The net profit attributable to shareholders of the listed company was 69.5157 million yuan, down 65.72% year-on-year [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses was 57.595 million yuan, a decrease of 67.51% year-on-year [1]

Core Viewpoint - The report highlights the significant decline in the company's financial performance for the first half of 2025, primarily due to the continuous drop in coal prices and reduced capital expenditure by clients, leading to a slowdown in equipment procurement and intensified competition [5][19]. Company Overview and Financial Indicators - Company Name: Beijing Tianma Intelligent Control Technology Co., Ltd. [3] - Stock Code: 688570, listed on the Shanghai Stock Exchange [3]. - Major Financial Data for H1 2025: - Revenue: 652 million yuan, down 21.21% year-on-year [4]. - Total Profit: 82 million yuan, down 65.79% year-on-year [4]. - Net Profit attributable to shareholders: 69 million yuan, down 65.72% year-on-year [4]. - Basic Earnings per Share: 0.16 yuan, down 65.96% year-on-year [4]. - Total Assets: 5.68 billion yuan, down 2.58% from the end of the previous year [4]. Industry Development - The coal industry has seen a 15.4% year-on-year decrease in prices due to stable raw coal production and reduced demand for thermal coal as renewable energy sources gain traction [5]. - The Chinese economy showed resilience with a GDP growth of 5.3% in H1 2025, and the equipment manufacturing sector grew by 10.2% [5]. Main Business and Products - The company focuses on the research, development, production, and sales of unmanned intelligent mining control technology and equipment [6]. - Key products include: - SAM System: Automatic mining control system for coordinating various subsystems in coal mining [7]. - SAC System: Hydraulic support control system for ensuring safe operation in mining [9]. - SAP System: Intelligent integrated liquid supply system for hydraulic systems in mining [10]. Market Position - The company holds a leading position in the unmanned intelligent mining control sector, with significant market shares in its product lines: - SAC System: 37.7% market share [18]. - SAM System: 25.4% market share [18]. - SAP System: 16% market share [18]. - The company has established a strong technological foundation and a high-quality talent pool, enabling it to maintain its competitive edge [19]. Future Outlook - The government is actively promoting the development of intelligent mining technologies, with policies aimed at achieving significant advancements in automation and safety in coal mining by 2030 [19].