国浩律师(南宁)事务所 关于 北部湾港股份有限公司提前赎回可转换公司债券 之 法律意见书 國浩律師(南寧)事務所 až 吸 GRANDALL LAW FIRM (NANNING) 地址：南宁市良庆区宋厢路 16 号太平金融大厦二十一层 2101 号房 邮编：530200 电话： 0771-5760061 传真： 0771-5760065 电子信箱：grandallnn@grandall.com.cn 网址：http://www.grandall.com.cn 二〇二六年一月 造律師(南寧)事務所 法律意见书 国浩律师(南宁)事务所 关于 北部湾港股份有限公司提前赎回可转换公司债券 之 法律意见书 国浩律师（南宁）事务所（以下简称"本所"）接受北部湾港股 份有限公司（以下简称"公司"）的委托,担任公司本次提前赎回可 转换公司债券(以下简称"本次赎回")的专项法律顾问。 现根据《中华人民共和国公司法》(以下简称《公司法》)、《中华 人民共和国证券法》(以下简称《证券法》)和《深圳证券交易所上市 公司自律监管指引第 15 号 -- 可转换公司债券》( 以下简称《自律监 管指引》)、《可转换公司债券管理办法》(以下简 ...

证券代码：000582 证券简称：北部湾港 公告编号：2026007 债券代码：127039 债券简称：北港转债 北部湾港股份有限公司 第十届董事会第二十三次会议决议公告 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 根据北部湾港股份有限公司（以下简称公司）《董事会议事 规则》等有关规定，经全体董事同意，公司第十届董事会第二十 三次会议于 2026 年 1 月 22 日（星期四）15:00 以通讯形式发出 通知，于同日 15:30 在南宁市良庆区体强路 12 号北部湾航运中 心 B 座 15 楼 1526 会议室，以现场结合通讯的方式召开。本次 会议应出席董事 8 人，实际出席董事 8 人，其中董事孙凯、胡文 晟以通讯方式出席会议并表决。会议由董事、总经理莫怒主持， 公司高级管理人员列席了会议。本次会议的召集、召开符合法律 法规、规范性文件及《公司章程》的规定，合法有效。 二、董事会会议审议通过以下议案 （一）《关于提前赎回"北港转债"的议案》 自 2025 年 12 月 22 日至 2026 年 1 月 22 日，公司股票连续 20 ...

Core Viewpoint - The North Bay Port Group and the Liuzhou municipal government have signed a strategic cooperation framework agreement to enhance collaboration in port and logistics infrastructure, maritime logistics, and industrial development [1] Group 1: Strategic Cooperation - The agreement aims to promote multi-level and comprehensive cooperation between the North Bay Port Group and Liuzhou government [1] - Key areas of focus include the construction of port and logistics infrastructure [1] - The partnership will strengthen maritime logistics cooperation [1] Group 2: Industrial Development - The collaboration will also drive industrial development initiatives [1]

Core Viewpoint - The company, Beibu Gulf Port, clarified that the interest amount disclosed for the construction of the Fangcheng Port 300,000-ton terminal project is an estimated value based on a loan interest rate, with the assumption of a four-year proportional investment [1] Group 1 - The Fangcheng Port project is included in major national plans such as the "Overall Planning of the Western Land-Sea New Corridor" [1] - The company will actively seek various preferential policies based on the progress of the project [1]

Core Viewpoint - North Bay Port's stock price has shown a positive trend with a 2.03% increase on January 16, reaching 9.56 CNY per share, with a total market capitalization of 22.654 billion CNY [1] Group 1: Stock Performance - As of January 16, North Bay Port's stock price has increased by 1.92% year-to-date, 0.53% over the last five trading days, 7.66% over the last 20 days, and 8.02% over the last 60 days [1] - The trading volume on January 16 was 1.89 billion CNY, with a turnover rate of 1.00% [1] Group 2: Financial Performance - For the period from January to September 2025, North Bay Port achieved a revenue of 5.535 billion CNY, representing a year-on-year growth of 12.92%, while the net profit attributable to shareholders was 789 million CNY, a decrease of 13.89% year-on-year [2] Group 3: Shareholder Information - As of September 30, 2025, the number of shareholders for North Bay Port was 59,400, an increase of 42.47% compared to the previous period, while the average circulating shares per person decreased by 29.81% to 31,217 shares [2] - Since its A-share listing, North Bay Port has distributed a total of 3.034 billion CNY in dividends, with 1.396 billion CNY distributed over the last three years [3] Group 4: Institutional Holdings - As of September 30, 2025, the seventh largest circulating shareholder is the Southern CSI 500 ETF, holding 13.4935 million shares, a decrease of 296,400 shares from the previous period [3] - The eighth largest circulating shareholder is Hong Kong Central Clearing Limited, holding 12.1743 million shares, an increase of 300,900 shares from the previous period [3]

Core Viewpoint - Beibu Gulf Port has announced a significant port infrastructure investment plan totaling approximately 15.615 billion yuan to enhance its competitive edge and accelerate the construction of the Guangxi Beibu Gulf International Gateway Port [1][2] Investment Plan - The board of directors has approved the investment in two major port projects, with a total estimated investment of about 15.615 billion yuan [2] - The key project, the Fangcheng Port 300,000-ton terminal, will require an investment of 11.403 billion yuan and is included in several national planning documents, marking it as a critical project for Guangxi [2] - The project will construct two 300,000-ton ore berths and six 5,000-ton transshipment berths, with an annual design throughput capacity of 67.53 million tons and an expected annual revenue of 1.326 billion yuan post-completion [2] - The Beihai Port area will also upgrade bulk cargo berths with an investment of 4.212 billion yuan to build two 200,000-ton bulk cargo berths, expected to generate an annual revenue of 644 million yuan [2] Operational Performance - Beibu Gulf Port has seen continuous expansion in operational scale, with a cargo throughput of 267 million tons in the first three quarters of 2025, reflecting a year-on-year growth of 10.01% [4] - Container throughput reached 7.2481 million TEUs, with a year-on-year increase of 10.34% [4] - The company achieved a total operating revenue of 5.535 billion yuan, a year-on-year increase of 12.92%, and a net profit of 722.5 million yuan, up 22.63% year-on-year, indicating effective management [4] Infrastructure and Capacity - As of mid-2025, the company manages 91 coastal productive berths with an annual throughput capacity of 451 million tons and a container throughput capacity of 11.04 million TEUs [4] - The proportion of deep-water berths over 100,000 tons is 37%, exceeding the national average for coastal ports, showcasing the company's strong hardware capabilities [4] Shipping Network - Beibu Gulf Port has expanded its global service network, operating 91 container shipping routes, including 56 foreign trade routes that cover Southeast Asia, Japan, South Korea, Europe, and Africa [5] - The internal trade routes connect major domestic coastal ports, forming a comprehensive logistics network that supports the Western Land-Sea New Corridor [5]

Core Viewpoint - The article highlights the strategic importance of Beibu Gulf Port as a key logistics hub in the western land-sea trade corridor, benefiting from policies related to the Hainan Free Trade Port and the Belt and Road Initiative. Group 1: Company Overview - Beibu Gulf Port is the only state-owned public terminal operator in the Guangxi Beibu Gulf region, playing a crucial role in China's southwestern coastal port group and serving as a gateway for international trade with ASEAN countries [3]. - The company primarily engages in container and bulk cargo handling, storage, and port services, with a revenue composition of 94.59% from handling and storage, 3.55% from tugboat services, and minor contributions from other services [8]. - As of September 30, 2025, the company reported a revenue of 5.535 billion yuan, a year-on-year increase of 12.92%, while net profit attributable to shareholders decreased by 13.89% to 789 million yuan [8]. Group 2: Operational Performance - In 2023, the company achieved a cargo throughput of 31.04 million tons, reflecting a year-on-year growth of 10.81%, and accounted for 70% of the total cargo throughput at Beibu Gulf Port [3]. - The container throughput reached 802.20 million TEUs, marking a 14.26% increase and representing 100% of the port's total container throughput [3]. - The port has established specialized services for importing fruits, alcohol, and meat, and has opened multiple shipping routes for Thai and Vietnamese fruits, along with providing comprehensive cold chain logistics services [3]. Group 3: Market Dynamics - The company is positioned to benefit from the Hainan Free Trade Port policies, which are expected to enhance cooperation between Yangpu Port and Beibu Gulf Port, leading to mutual advantages [2]. - The ongoing development of the Belt and Road Initiative and the western land-sea new corridor is receiving significant support from national and local governments, which is likely to bolster the port's logistics capabilities [3]. - The stock has seen a recent decline in net inflow from major investors, indicating a potential shift in market sentiment [4][5].

Group 1 - A-shares experienced a decline on January 13, with the Shanghai Composite Index down 0.64% to 4138.76 points, ending a 17-day winning streak. The total trading volume reached a record high of 3.7 trillion yuan [1] - The U.S. President Trump announced the cancellation of all talks with Iranian officials, and the U.S. State Department urged citizens to leave Iran immediately. Iran's military claimed to have enhanced its capabilities in response to security threats [1] - The Federal Reserve Chairman Powell is under criminal investigation, with former financial officials criticizing the Trump administration's actions. Global central bank leaders are drafting a statement in support of Powell [1] Group 2 - Trump threatened to impose a 25% tariff on countries doing business with Iran, prompting a response from China's Foreign Ministry, which emphasized the need to maintain the stability of global supply chains for critical minerals [4] - The Ministry of Industry and Information Technology held a meeting with representatives from key industries, emphasizing participation in industry rule-making and self-regulation to resist "involution" [4] - The Ministry of Civil Affairs and other departments introduced 14 measures to promote high-quality development in elderly care services, with the elderly population expected to reach 310 million by 2024 and over 400 million by 2035 [4] Group 3 - The Hong Kong Hang Seng Index rose 0.9% to 26848.47 points, with medical stocks performing well. Southbound funds recorded a net purchase of 1.296 billion Hong Kong dollars [6] - The ETF management scale of Huaxia Fund surpassed 1 trillion yuan, marking a milestone in the domestic ETF market [6] - Two "commercial aerospace" concept stocks received regulatory warnings for inaccurate and incomplete information disclosures [6] Group 4 - A survey indicated that over 70% of insurance investment officers are optimistic about the investment outlook for 2026, with a preference for increasing equity asset allocations [7] - As of January 13, 186 listed companies had been investigated by institutions, with a focus on sectors like brain-computer interfaces and commercial aerospace [7] - More than 140 companies in the A-share market released performance forecasts for 2025, with 63 companies expecting profit increases [7] Group 5 - Companies in the mining sector are expected to see significant profit growth in 2025 due to rising gold prices, with companies like Chifeng Jilong Gold and Zijin Mining forecasting substantial profit increases [8] - The passing of David Webb, a prominent activist investor in Hong Kong, has raised concerns about the impact on the market [8] - China Europe Fund announced the suspension of certain fund activities, indicating a tightening of investment conditions [8] Group 6 - The Ministry of Industry and Information Technology outlined a plan for the development of industrial internet platforms, aiming for over 450 influential platforms by 2028 [11] - The Ministry of Commerce announced the continuation of anti-dumping duties on imported solar-grade polysilicon from the U.S. and South Korea [11] - A new round of high-value medical consumables procurement is set to open bidding, involving 12 types of medical consumables [11] Group 7 - Jiangsu Province released an "Artificial Intelligence+" action plan, targeting a trillion-yuan industry scale by 2027 [12] - The used car market in China is projected to exceed 20 million transactions in 2025, with a notable increase in the share of electric vehicles [12] - Significant advancements have been made in the development of high-performance sodium-ion battery materials [12] Group 8 - The global hedge fund industry achieved a 12.6% return in 2025, marking the strongest annual performance since the 2009 financial crisis [20] - JPMorgan reported a fourth-quarter revenue of $45.798 billion, exceeding market expectations, despite a decline in investment banking performance [20]

Group 1 - Nvidia has received a regulatory easing from the US for exporting H200 chips to China, and the company clarified it will not require customers to pay for undelivered products despite previous rumors of strict payment terms [2] - Rongbai Technology signed a procurement agreement with CATL worth over 120 billion yuan for lithium iron phosphate cathode materials, expected to supply 3.05 million tons from Q1 2026 to 2031, positively impacting future performance [2] - Microsoft is integrating ChatGPT into Office 365 to enhance productivity and collaborating with Walmart to strengthen AI recommendation systems on its e-commerce platform, reinforcing its position in enterprise software and cloud computing [2] Group 2 - Debon Logistics plans to voluntarily delist, with a cash option registration date set for February 6, 2026, and the stock will resume trading on January 14, 2026, aiming to optimize its capital structure [5] - Fulin Precision plans to raise 3.175 billion yuan through a private placement to CATL at 13.62 yuan per share for a project to produce 500,000 tons of high-end energy storage lithium iron phosphate, deepening cooperation in the new energy sector [5] - Baiwei Storage expects a net profit of 850 million to 1 billion yuan in 2025, a year-on-year increase of 427.19% to 520.22%, driven by recovering demand in the storage chip market [5][6] Group 3 - TCL Technology anticipates a net profit growth of 169% to 191% in 2025, primarily due to improved profitability in its semiconductor display business and rapid development in the new energy photovoltaic sector [3] - TCL Zhonghuan expects a net loss of 8.2 billion to 9.6 billion yuan in 2025, a reduction from a loss of 9.818 billion yuan the previous year, with positive operating cash flow [6] - Pudong Development Bank projects a net profit of 50.017 billion yuan in 2025, a year-on-year increase of 10.52%, driven by improved asset quality and steady growth in intermediary business income [7]

Group 1 - Hongsheng Co., Ltd. has not generated revenue in the data center liquid cooling sector [1] - Oriental Pearl does not directly engage in AI business, and AI applications do not directly generate revenue [1] - Tongda Hai's AI-driven revenue accounts for a low proportion of the company's overall operating income [1] Group 2 - Beibu Gulf Port plans to invest 11.403 billion yuan in the construction of a 300,000-ton terminal project in Fangchenggang [1] - Beibu Gulf Port also plans to invest in the construction of the Beibu Gulf Port Beihai Port area Tiezhong Port District No. 4 and No. 5 berth project [1] - LeKai Film's subsidiary plans to invest 97.6675 million yuan in a TAC functional film coating production line project [1] Group 3 - Aopt plans to undertake a 120 million yuan 2D vision solution project for Goer [1] - Wantong Expressway has won a project worth 7.237 billion yuan [1] - Pingzhi Information is expected to win a project worth 37.5884 million yuan [1] Group 4 - Aidi Pharmaceutical intends to acquire a 22.2324% stake in Nanda Pharmaceutical for 130 million yuan [1] - Kaifa Electric plans to repurchase shares worth 30 million to 60 million yuan [1] - Haojiang Intelligent plans to repurchase shares worth 1.5 million to 3 million yuan [1] Group 5 - Huazhi Jie plans to spend 30 million to 50 million yuan on share repurchase [2] - New Work Group intends to reduce its stake in China New Group by no more than 3% [2] - Zhejiang Yongqiang's shareholder plans to reduce its stake by no more than 1.13% [2] Group 6 - Shandong Pharmaceutical Glass plans to raise no more than 3.235 billion yuan through a private placement [2] - Fulin Precision plans to raise 3.175 billion yuan through a private placement to Ningde Times [2] - Yuanwang Valley plans to raise no more than 690 million yuan through a private placement [2]