上海锦天城（福州）律师事务所 关于中福海峡（平潭）发展股份有限公司 2025 年第一次临时股东会的法律意见书 上海锦天城（福州）律师事务所 关于中福海峡（平潭）发展股份有限公司 2025 年第一次临时股东会的 法律意见书 地址：中国福州市台江区望龙二路 1 号国际金融中心（IFC）37 层 电话：0591-87850803 传真：0591-87816904 邮编：350005 上海锦天城（福州）律师事务所 关于中福海峡（平潭）发展股份有限公司 2025 年第一次临时股东会的 法律意见书 致：中福海峡（平潭）发展股份有限公司 上海锦天城（福州）律师事务所（以下简称本所）接受中福海峡（平潭）发 展股份有限公司（以下简称公司）委托，就公司召开 2025 年第一次临时股东会 （以下简称本次股东会）的有关事宜，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》等法律、法规、规章和其他规范性文件 以及《中福海峡（平潭）发展股份有限公司章程》（以下简称《公司章程》）的 有关规定，就本次股东会的召集和召开程序、召集人资格、出席会议人员资格、 会议表决程序及表决结果等事宜，出具本法律意见书。 对本法律意 ...

证券代码：000592 证券简称：平潭发展 公告编号：2025-068 中福海峡（平潭）发展股份有限公司 1、本次股东会未出现否决议案的情形； 2、本次股东会未涉及变更以往股东会已通过的决议； 3、本次会议的议案一及议案二的子议案1、子议案2为特别决议事项，需由 出席股东会的股东（包括股东代理人）所持表决权的三分之二以上通过； 4、列入本次股东会的议案不涉及关联交易事项，不存在表决时需要回避表 决的情形。 一、会议的召开情况 1、召开时间：2025 年 11 月 20 日 星期四 14:50。 2、召开地点：福建省福州市五四路 159 号世界金龙大厦 23 层会议室。 3、召开方式：现场表决与网络投票相结合。 4、召集人：董事会。 2025年第一次临时股东会决议公告 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。 特别提示： 5、主持人：董事长刘平山先生。 6、会议的召开符合《中华人民共和国公司法》、《深圳证券交易所股票上 市规则》《深圳证券交易所上市公司自律监管指引第 1 号——主板上市公司规范 运作》等法律、行政法规、部门规章、规范性文件及《公司章程》的有 ...

Group 1 - The forestry sector increased by 0.14% on November 20, with Yong'an Forestry leading the gains [1] - The Shanghai Composite Index closed at 3931.05, down 0.4%, while the Shenzhen Component Index closed at 12980.82, down 0.76% [1] - Yong'an Forestry's stock price rose by 9.99% to 9.80, with a trading volume of 965,400 shares and a transaction value of 878 million yuan [1] Group 2 - The net inflow of main funds in the forestry sector was 21.95 million yuan, while retail funds experienced a net outflow of 1.09 million yuan [1] - Yong'an Forestry had a net inflow of 41.59 million yuan from main funds, but retail funds saw a net outflow of 16.78 million yuan [1] - ST Jinggu and Fujian Jinsen experienced net outflows from main funds of 1.67 million yuan and 17.97 million yuan, respectively [1]

Core Points - The forestry sector experienced a slight decline of 0.02% on November 19, with Fujian Jinsen leading the drop [1] - The Shanghai Composite Index closed at 3946.74, up 0.18%, while the Shenzhen Component Index closed at 13080.09, down 0.0% [1] Sector Performance - Yong'an Forestry (000663) saw a significant increase of 10.00%, closing at 8.91 with a trading volume of 516,400 shares and a transaction value of 441 million yuan [1] - ST Jinggu (600265) decreased by 1.87%, closing at 21.48 with a trading volume of 9,105 shares and a transaction value of 19.7183 million yuan [1] - Fujian Jinsen (002679) fell by 5.58%, closing at 14.38 with a trading volume of 250,300 shares and a transaction value of 368 million yuan [1] Capital Flow - The forestry sector saw a net inflow of 136 million yuan from main funds, while retail funds experienced a net outflow of 64.0657 million yuan [1] - Yong'an Forestry had a net inflow of 145 million yuan from main funds, but a net outflow of 74.5187 million yuan from retail investors [1] - ST Jinggu had a minor net inflow of 492,400 yuan from main funds, while retail investors contributed a net inflow of 117,060 yuan [1] - Fujian Jinsen experienced a net outflow of 926,410 yuan from main funds, with retail investors contributing a net inflow of 928,240 yuan [1]

Core Viewpoint - The market shows signs of volatility with a shift in investment styles, moving from previously popular sectors like AI and robotics to price increase concepts in chemical materials, storage chips, and energy metals like lithium [2][4]. Market Performance - On November 17, the market opened lower, with all three indices experiencing a slight decline by the close, breaking below the 5-day moving average [2]. - The trading volume decreased by approximately 501 billion yuan, with a net outflow of 490 billion yuan, indicating a cautious market sentiment despite a high number of stocks hitting the daily limit [3][2]. Sector Analysis - The most active sector is the "national reunification" sector, driven by patriotic sentiments following remarks from Japan's Prime Minister regarding the Taiwan Strait situation, leading to significant interest in related stocks [4]. - Notable stocks in this sector include 合富中国 (HeFu China), 平潭发展 (Pingtan Development), and 孚日股份 (FuRi Shares), which have seen substantial price increases [4]. - The military industry sector also performed well, with stocks like 红相股份 (Hongxiang Shares) and 江龙船艇 (Jianglong Shipbuilding) experiencing price surges [5]. Investment Strategy - Investors are advised to be cautious as many stocks have detached from their fundamentals, driven by emotional speculation rather than solid financial performance [6]. - It is crucial to manage positions carefully and be prepared to take profits or cut losses quickly in response to market sentiment changes [7].

Core Viewpoint - The Fujian stock market experienced a collective decline, with several companies hitting their daily limit down, indicating a significant downturn in investor sentiment and market performance [1][2]. Company Performance - Sanmu Group saw a decline of 10.03%, with a total market value of 3.301 billion [2]. - China Wuyi dropped by 10.00%, with a market capitalization of 6.362 billion [2]. - Zhangzhou Development fell by 9.40%, with a market value of 8.596 billion [2]. - Dongbai Group decreased by 9.12%, with a market capitalization of 8.324 billion [2]. - Longzhou Co., Ltd. declined by 7.91%, with a market value of 4.060 billion [2]. - Mindong Electric Power dropped by 7.57%, with a market capitalization of 5.647 billion [2]. - Fujian Cement fell by 7.19%, with a market value of 3.254 billion [2]. - XGMA Co., Ltd. decreased by 7.09%, with a market capitalization of 7.203 billion [2]. - Fujian Jinsen dropped by 6.89%, with a market value of 3.343 billion [2]. - Rishang Group fell by 6.60%, with a market capitalization of 5.008 billion [2]. - Furi Electronics decreased by 6.38%, with a market value of 8.094 billion [2]. - Yanjian Co., Ltd. dropped by 6.15%, with a market capitalization of 3.401 billion [2]. - Qingshan Paper Industry fell by 5.81%, with a market value of 8.358 billion [2]. - Minyou Aluminum decreased by 5.17%, with a market capitalization of 3.961 billion [2]. Market Sentiment - The previously rising stocks of Haixia Innovation and Pingtan Development announced a suspension of trading for verification due to significant deviations from their fundamental values [1][2].

Core Points - Two stocks, "Haixia Innovation" and "Pingtan Development," announced a suspension of trading for verification due to abnormal price fluctuations [1][2] - Pingtan Development's stock price increased by 255.19% from October 17 to November 17, triggering multiple instances of abnormal trading conditions [2][4] - The company applied for a trading suspension starting November 18, with an expected duration of no more than three trading days [2] Company Summary - Pingtan Development's stock price has significantly diverged from its fundamental performance, raising concerns about sustainability [2][4] - The stock experienced six instances of abnormal trading and one instance of severe abnormal trading during the specified period [2]

Core Viewpoint - The increase in stock suspensions for verification is seen as a protective measure for investors rather than a cooling off of market hotspots [1] Group 1: Stock Suspension and Market Reaction - Recent stock suspensions for verification have notably increased, with stocks like Pingtan Development and Haixia Innovation being suspended on November 18 [1] - Many investors perceive these suspensions as mere formalities and continue to blindly chase high prices upon resumption [1] Group 2: Investor Protection and Value Investment - Stock suspensions serve as a warning to investors about the high risks of excessive speculation [1] - The temporary suspension of hot stocks aims to guide investors towards establishing a correct value investment philosophy, emphasizing long-term investment value over short-term speculation [1]

Core Viewpoint - The increase in stock suspension and review is a protective measure for investors, highlighting potential risks behind stock price fluctuations rather than merely cooling market hotspots [1][2]. Group 1: Significance of Suspension Review - Suspension reviews serve to penetrate the superficiality of stock price movements, revealing underlying risks when stocks rise irrationally without performance support [1][2]. - They provide investors with an opportunity to reflect calmly on their holdings amidst the frenzy of popular stocks, allowing for a reassessment of whether a company's fundamentals support its current stock price [1][3]. Group 2: Market Impact - From a market perspective, suspension reviews are crucial in curbing excessive speculation, which disrupts normal market order and increases investment risks [2]. - By temporarily suspending hot stocks, the reviews serve as a warning against the high risks of speculative behavior, encouraging a focus on long-term investment value [2]. Group 3: Misconceptions and Misunderstandings - There is a significant misunderstanding among market participants regarding suspension reviews, with some equating the absence of undisclosed information with a lack of risk, overlooking the limitations of self-examination by listed companies [3]. - Some investors mistakenly view repeated suspensions as a sign of stock strength, which can amplify investment risks [3]. - While some believe that suspensions hinder trading flexibility, the long-term benefits of suspension reviews outweigh short-term inconveniences, helping to prevent losses from impulsive trading decisions [3].

Core Viewpoint - The stock of Pingtan Development has experienced a significant increase of 255.19% from October 17 to November 17, leading to a suspension of trading for verification due to a serious deviation from the company's fundamentals [1][3]. Stock Performance - The stock price surged dramatically starting from October 23, with a notable increase of over 71% within just nine trading days, from 4.13 CNY to 7.08 CNY [4][5]. - By November 14, the stock reached a closing price of 10.88 CNY, marking a cumulative increase of 193.26% over the month, with a total market capitalization of 210.2 billion CNY [5]. - On November 17, the stock price further climbed to 11.97 CNY, pushing the market capitalization to 231.23 billion CNY [5]. Financial Performance - For the first three quarters of 2025, the company reported a revenue of 1.03 billion CNY, a decrease of 13.04% year-on-year, while the net profit attributable to shareholders was 31.23 million CNY, an increase of 38.39% [6]. - The third quarter alone saw a revenue of approximately 287.34 million CNY, with a net profit of about 16.14 million CNY, reflecting a staggering year-on-year growth of 1970.63% [6]. - The company's gross margin for the first three quarters was 8.26%, down 1.74% year-on-year, while the net margin was 1.29%, a decrease of 2.29% [6]. Market Valuation - As of November 17, the company's rolling price-to-earnings (P/E) ratio was 555.31, and the price-to-book (P/B) ratio was 12.06, significantly higher than the industry averages of 24.42 for P/E and 2.96 for P/B [3][4]. - The company has faced long-term performance challenges, having reported losses in previous years, with a history of fluctuating revenues and net profits [7]. Shareholder Dynamics - As of the end of the third quarter of 2025, the total number of shareholders decreased to 97,900, a decline of 8.18% from the previous half-year, while the average market value per shareholder increased by 26.76% [7].