北京市京师律师事务所 关于中兵红箭股份有限公司 2024 年度股东会的法律意见书 二〇二五年五月 北京市京师律师事务所 关于中兵红箭股份有限公司 2024 年度股东会的法律意见书 致：中兵红箭股份有限公司 北京市京师律师事务所（下称"本所"）接受中兵红箭股份有 限公司（下称"公司"）委托，指派本所律师见证公司 2024 年度 股东会（下称"本次会议"），并出具本法律意见书。 为出具本法律意见书，本所律师见证了本次会议，并根据 《中华人民共和国公司法》（下称"《公司法》"）、《中华人民共和 国证券法》（下称"《证券法》"）、《上市公司股东会规则》（下称 "《股东会规则》"）、《律师事务所从事证券法律业务管理办法》 等法律、法规和规范性文件的要求以及《中兵红箭股份有限公司 章程》（下称"《公司章程》"），按照律师行业公认的业务标准、 道德规范和勤勉尽责精神，查阅了本所律师认为出具本法律意 见书所必须查阅的文件，对本次会议的召集和召开程序、召集 人和出席会议人员资格（但不包含网络投票股东资格）、表决 方式、表决程序的合法性、有效性进行了认真核查。 公司已向本所保证其提供为出具本法律意见书所需的文件、 资料，是真实、 ...

Financial Performance - The company's Q1 2025 revenue and net profit attributable to shareholders decreased compared to the same period last year, primarily due to reduced product deliveries and intense market competition [1][2] - In 2024, the company achieved a revenue of 45 billion, which is 64% of the projected 70 billion for that year, with net profit turning negative for the first time in recent years [4] Revenue Forecast and Measures - The company forecasts a revenue of 8.7 billion for 2025, based on existing orders, intended orders, and market conditions [2] - To ensure sustainable development, the company is focusing on resource allocation, market demand, technology innovation, and cost-effectiveness [4] Asset Management and Efficiency - The company has 45 billion in fixed assets and ongoing construction projects, raising concerns about low efficiency in asset utilization [2] - The company is actively optimizing production processes to enhance capacity utilization and improve delivery schedules [3] Industry Position and Future Outlook - The ultra-hard materials sector is expected to maintain a stable performance despite macroeconomic challenges, with a long-term positive outlook for the industry [2][3] - The company is committed to enhancing its core competitiveness across various business segments, including special equipment and ultra-hard materials [3] Order and Inventory Management - Current order levels have increased compared to the previous year, and the company is taking measures to balance production and sales [3] - Inventory levels grew by 31% in 2024, raising questions about the composition of military and civilian products [4] R&D and Technological Development - The company is investing in R&D to improve product offerings, particularly in the fourth-generation semiconductor applications, which are still in the experimental phase [4] - The company is also focusing on upgrading outdated production capacities to enhance overall efficiency [3]

Investment Rating - The report rates the defense and military industry as "better than the market" [4]. Core Insights - The recent conflict between India and Pakistan, where Pakistan used Chinese weapons to shoot down multiple Indian aircraft, has created new opportunities for China's military trade [2][34]. - Pakistan has imported over 80% of its military equipment from China in the past five years, highlighting its role as a key partner in China's Belt and Road Initiative [2][35]. - The demand for advanced military equipment, such as air defense systems and drones, is increasing due to the ongoing tensions in the region [2][35]. Summary by Sections Market Review - The defense and military index rose by 6.33% last week, outperforming other major indices [13]. - The current PE (TTM) for the defense and military sector is 76.08, with aerospace equipment at 136.47 and ground weaponry at 144.71 [21]. Key Recommendations - Recommended companies include: Hongdu Aviation, AVIC Shenyang Aircraft, AVIC Xi'an Aircraft, and Zhongji Aviation for downstream manufacturers; and companies like Lianchuang Optoelectronics and Guangqi Technology for military technology [3][36]. Industry Dynamics - The military industry is expected to see long-term growth, with demand recovering and production capacity improving [3]. - The global military trade market has shown steady growth, with military spending correlating with trade volume [36][42]. Military Trade Insights - The top five military exporters from 2019 to 2023 were the USA (41.7%), France (10.9%), Russia (10.5%), China (5.8%), and Germany (5.6%) [39]. - China's military exports have been rapidly increasing, with a market share of 8.35% in 2023, driven by competitive weaponry and a decline in Russian exports [42][44].

Core Viewpoint - The military industry sector has experienced a significant surge, driven by geopolitical factors and advancements in technology, with a notable increase in military trade potential for 2024 [1][4][6]. Group 1: Market Performance - The military sector saw a strong rebound, with the military ETF rising nearly 6% and over 30 stocks hitting the daily limit or increasing by more than 10% [1][3]. - The backdrop of easing tensions in the India-Pakistan conflict has contributed to this unexpected rally in the military sector [3][6]. Group 2: Technological Advancements - A recent article from the People's Daily emphasized the rapid development of a new round of technological revolution and industrial transformation, highlighting the importance of high-tech weapons in modern warfare [3][4]. - Key growth areas for military capabilities include intelligent technology, unmanned equipment, and big data applications [3][4]. Group 3: Global Military Trade - The global military trade sales are projected to reach $111.6 billion in 2024, with the United States accounting for $42.33 billion, representing 37.92% of the total [4][6]. - The geopolitical landscape, particularly the India-Pakistan conflict, is expected to enhance military trade potential [4][6]. Group 4: Funding and Investment Outlook - Recent data indicates an improvement in the funding landscape for the military sector, with an increase in passive fund sizes and leverage compared to the previous week [4][6]. - Analysts are optimistic about the military industry's recovery in demand by 2025, suggesting a favorable investment environment [4][6]. Group 5: Company Performance and Future Plans - Companies in the military sector are showing confidence in their growth plans for 2025, with significant revenue and profit targets set by firms like Beifang Navigation and Zhongbing Hongjian [7]. - The military sector is expected to see continued activity in themes such as low-altitude economy, commercial aerospace, deep-sea technology, and military intelligence [7].

Summary of Conference Call on Military Trade Investment Opportunities Amidst India-Pakistan Conflict Industry Overview - The conference discusses the military trade (military trade) industry, particularly focusing on China's military exports and the implications of the India-Pakistan conflict on military trade dynamics [1][2]. Key Points and Arguments - The India-Pakistan conflict highlights the practical capabilities of Chinese military products, potentially expanding the market for Chinese weapon systems and attracting more international customers [1]. - China's military exports are transitioning from single weapon systems to integrated combat equipment, such as armored brigade systems, which significantly enhances international competitiveness [1]. - In 2023, China's military export share reached 8.4%, indicating growth potential compared to companies like Lockheed Martin [1][13]. - The conflict may lead to increased demand for drones, with manufacturers like Aerospace Rainbow and Zhongyun Drone benefiting from potential high consumption rates [1][22]. - The military trade investment focus for 2025 includes restructuring, military trade, and new domains, with an emphasis on unmanned systems and long-range artillery [1][9]. Important but Overlooked Content - The military trade landscape is influenced by geopolitical tensions, with small nations relying on imports due to insufficient domestic capabilities, which may drive demand for Chinese military products [6][9]. - The importance of military technology dual-use (civilian and military applications) is emphasized as a long-term investment opportunity [3][17]. - The valuation of China's defense industry may improve due to increased military cooperation and exports, similar to the revenue models of major U.S. defense contractors [5][17]. - Challenges such as payment capabilities in regions like the Middle East and Africa may affect the sustainability of military trade orders [6]. - The comprehensive capabilities of Chinese military systems, including missiles, radars, and integrated systems, provide a competitive edge in the international market [3][8][18]. Notable Companies and Products - Key Chinese military companies mentioned include: - **Land Equipment**: Inner Mongolia First Machinery Group (tanks), Aerospace Rainbow (drones), and various aircraft manufacturers like Chengdu Aircraft Industry Group and Shenyang Aircraft Corporation [7][20]. - **Missile Systems**: China Aerospace Science and Industry Corporation (long-range artillery) and China North Industries Group Corporation [7][20]. - **Data Link Technology**: Companies like 712 Institute and Raytheon Power are highlighted for their contributions to integrated military systems [7][20]. Future Trends - The future of military trade will focus on integrated combat systems, with a significant emphasis on the export of comprehensive military capabilities rather than individual products [19]. - Drones are expected to become critical consumables in future conflicts, with manufacturers poised to benefit from increased demand [22]. - The military trade landscape is likely to evolve with changing geopolitical dynamics, impacting procurement decisions globally [10][11].

Group 1 - The company's total revenue for Q1 2025 is 620 million yuan, ranking 2nd among disclosed peers, a decrease of 266 million yuan or 30.06% year-on-year [1] - The net profit attributable to shareholders is -129 million yuan, ranking 12th among disclosed peers, a decrease of 115 million yuan compared to the same period last year [1] - The net cash inflow from operating activities is 1.13 million yuan, ranking 7th among disclosed peers, an increase of 22.3 million yuan year-on-year, marking two consecutive years of growth [1] Group 2 - The company's latest debt-to-asset ratio is 36.75%, ranking 8th among disclosed peers, an increase of 1.11 percentage points from the previous quarter and 6.08 percentage points from the same period last year [3] - The latest gross profit margin is 14.43%, ranking 9th among disclosed peers, a decrease of 0.81 percentage points from the previous quarter and 5.17 percentage points year-on-year [3] - The latest return on equity (ROE) is -1.27%, ranking 11th among disclosed peers, a decrease of 1.14 percentage points from the same period last year [3] Group 3 - The diluted earnings per share is -0.09 yuan, ranking 12th among disclosed peers, a decrease of 0.08 yuan compared to the same period last year [3] - The latest total asset turnover ratio is 0.04 times, ranking 7th among disclosed peers, a decrease of 0.02 times year-on-year, representing a decline of 33.04% [3] - The latest inventory turnover ratio is 0.19 times, ranking 10th among disclosed peers, a decrease of 0.19 times year-on-year, representing a decline of 49.72% [3] Group 4 - The number of shareholders is 129,300, with the top ten shareholders holding 639 million shares, accounting for 45.90% of the total share capital [3] - The largest shareholder is Yuxi Industrial Group Co., Ltd., holding 15.9% of shares [3] - The second-largest shareholder is China National Investment Management Co., Ltd., holding 14.4% of shares [3]

Investment Rating - The investment rating for the company is "Accumulate" [4] Core Views - The company plans to achieve a revenue growth of 90% year-on-year in 2025, aiming to turn losses into profits [2][4] - The special equipment sector is expected to become a new growth point, benefiting from the increase in demand for smart ammunition [3][4] - The company is a leader in the ultra-hard materials market and is expected to maintain its market position while benefiting from the growth in demand for photovoltaic diamond wire [3] Summary by Sections Financial Performance - In 2024, the company reported a revenue of 4.57 billion yuan, a decrease of 25% year-on-year, and a net profit of -327 million yuan, a decline of 140% [1][4] - The revenue from the special equipment segment was 2.39 billion yuan, down 29% year-on-year, with a gross margin of 9.61%, a decrease of 23.92 percentage points [1] - The ultra-hard materials segment generated 1.76 billion yuan in revenue, down 23% year-on-year, with a gross margin of 25.88%, a decrease of 9.77 percentage points [1] Future Projections - The company forecasts a revenue of 8.72 billion yuan in 2025, representing a 91% increase from 2024 [4] - Expected net profits for 2025-2027 are projected at 325 million yuan, 422 million yuan, and 527 million yuan respectively, with growth rates of 30% and 25% in 2026 and 2027 [4] - The price-to-earnings ratio (P/E) is projected to be 71, 55, and 44 for 2025, 2026, and 2027 respectively [4] Market Position - The company is the only publicly listed platform for ammunition under the Weaponry Group and is involved in the production of various munitions [3] - The company’s subsidiary, North Red Sun, has achieved profitability, indicating improvements in core product pricing and internal operations [3] - The demand for long-range rocket artillery is expected to grow due to its significance in modern warfare, particularly highlighted by the ongoing Russia-Ukraine conflict [3]

Investment Rating - The investment rating for the company is "Accumulate" [4] Core Views - The company plans to achieve a revenue growth of 90% year-on-year in 2025, aiming to turn losses into profits [2][4] - The special equipment sector is expected to become a new growth point, benefiting from the increase in demand for smart ammunition [3][4] - The company is a leader in the ultra-hard materials market and is expected to maintain its market position while benefiting from the growth in demand for photovoltaic diamond wire [3] Summary by Sections Financial Performance - In 2024, the company reported a revenue of 4.57 billion yuan, a decrease of 25% year-on-year, and a net profit of -327 million yuan, a decline of 140% [1][4] - The revenue from the special equipment segment in 2024 was 2.39 billion yuan, down 29% year-on-year, with a gross margin of 9.61%, a decrease of 23.92 percentage points [1] - The ultra-hard materials segment generated a revenue of 1.764 billion yuan, down 23% year-on-year, with a gross margin of 25.88%, a decline of 9.77 percentage points [1] Future Projections - The company forecasts a revenue of 8.721 billion yuan in 2025, representing a 91% increase from 2024 [4] - Expected net profits for 2025, 2026, and 2027 are projected to be 325 million yuan, 422 million yuan, and 527 million yuan respectively, with growth rates of 30% and 25% in the following years [4] - The price-to-earnings ratio (P/E) for 2025, 2026, and 2027 is estimated to be 71, 55, and 44 respectively [4] Market Position - The company is the only publicly listed platform for ammunition under the Weaponry Group and is involved in the production of various munitions including large-caliber shells and rockets [3] - The company’s subsidiary, North Red Sun, has achieved profitability, indicating improvements in core product pricing and internal operations [3]

证券代码：000519 证券简称：中兵红箭 公告编号：2025-26 中兵红箭股份有限公司 第十一届监事会第二十五次会议决议公告 本公司及监事会全体成员保证信息披露的内容真实、准确、完整, 没有虚假记载、误导性陈述或重大遗漏。 一、监事会会议召开情况 中兵红箭股份有限公司（以下简称公司）第十一届监事会 第二十五次会议通知已于2025年4月24日以邮件方式向全体监 事发出，会议于2025年4月27日以通讯表决的方式召开。公司监 事会成员5人，实际参与表决监事5人，分别为郭建先生、郭十 奇先生、郭世峰先生、温志高先生、魏江先生。本次会议由监 事会主席郭建先生主持，会议的召开符合《中华人民共和国公 司法》和《公司章程》的有关规定。 二、监事会会议审议情况 会议采取记名投票表决方式，经与会监事认真审议，形成 以下决议： 审议通过《关于公司 2025 年第一季度报告的议案》 经审核，监事会认为董事会编制和审议公司2025年第一季 度报告的程序符合法律、行政法规及中国证监会的规定，报告 内容真实、准确、完整地反映了上市公司的实际情况，不存在 任何虚假记载、误导性陈述或者重大遗漏。同意公司2025年第 - 1 - 一季度报 ...

证券代码：000519 证券简称：中兵红箭 公告编号：2025-25 中兵红箭股份有限公司 第十一届董事会第三十五次会议决议公告 - 1 - 本议案已经公司董事会审计委员会审议通过。 表决结果：同意票9票，反对票0票，弃权票0票。 本公司及董事会全体成员保证信息披露的内容真实、准确、完整, 没有虚假记载、误导性陈述或重大遗漏。 一、董事会会议召开情况 中兵红箭股份有限公司（以下简称公司）第十一届董事会 第三十五次会议通知已于2025年4月24日以邮件方式向全体董 事发出，会议于2025年4月27日以通讯表决的方式召开。公司董 事会成员9人，实际参与表决董事9人，分别为魏军先生、王新 星先生、杨守杰先生、魏武臣先生、刘中会先生、张建新先生、 吴传利先生、张大光先生、王红军先生。本次会议由董事长魏 军先生主持，会议的召开符合《中华人民共和国公司法》和《公 司章程》的有关规定。 二、董事会会议审议情况 会议采取记名投票表决方式，经与会董事认真审议，形成 以下决议： 审议通过《关于公司 2025 年第一季度报告的议案》 同意公司2025年第一季度报告。详见公司于同日刊登在《中 国证券报》《证券时报》及巨潮资讯网（ww ...