广东韶能集团股份有限公司独立董事 关于公司续聘会计师事务所的事前认可意见 独立董事签字：苏运法、杨向宇、周楷唐 2023 年 10 月 7 日 根据《中华人民共和国公司法》、《上市公司独立董事规则》、 《上市公司独立董事管理办法》（2023 年修订）等有关法律、 法规、规范性文件以及《广东韶能集团股份有限公司章程》的有 关规定，我们作为广东韶能集团股份有限公司（下称"公司"） 的独立董事，本着独立、客观、公正的原则，就公司第十届董事 会第十八次临时会议审议的续聘会计师事务所事项发表事前认 可意见如下： 经核查，容诚会计师事务所（特殊普通合伙）（下称"容诚 事务所"）具备多年为上市公司提供审计服务的经验与能力，其 在为公司提供 2022 年度审计服务的过程中，勤勉尽责，严格遵 循独立、客观、公正的执业准则，具备为上市公司提供审计服务 的经验与能力，能够满足公司未来年度财务审计和内部控制审计 的工作要求。对此，我们同意续聘容诚事务所为公司 2023 年度 审计机构，为公司提供 2023 年度财务报告及内部控制报告的审 计服务，并同意将《关于续聘会计师事务所的议案》提交公司董 事会和股东大会审议表决。 ...

2023 年度，公司拟支付给容诚事务所财务审计费用 130 万元 （含税）、内部控制审计费用 40 万元（含税），两项合计 170 万 元（含税）。与审计有关的交通费、住宿费由容诚事务所承担。 1 股票简称：韶能股份 股票代码：000601 编号：2023-035 广东韶能集团股份有限公司关于续聘会计师事务所的公告 本公司及董事会全体成员保证公告内容真实、准确和完整， 并对公告中的任何虚假记载、误导性陈述或者重大遗漏承担责任 广东韶能集团股份有限公司（下称"公司"）于 2023 年 10 月 7 日召开第十届董事会第十八次临时会议，审议通过了《关于 续聘会计师事务所的议案》，公司拟续聘容诚会计师事务所（特 殊普通合伙）（下称"容诚事务所"）为公司 2023 年度审计机构， 具体如下： 一、拟聘任会计师事务所事项的情况说明 容诚事务所为公司 2022 年报审计机构，在为公司提供 2022 年报审计服务期间，不存在违反《中国注册会计师职业道德守则》 对独立性要求的情形。容诚事务所实行一体化管理，建立了较为 完善的质量控制体系，长期从事证券服务业务，审计人员具有较 强的专业胜任能力；容诚事务所自成立以来未受到任何刑 ...

股票简称：韶能股份 股票代码：000601 编号：2023-034 广东韶能集团股份有限公司 第十届董事会第十八次临时会议决议公告 本公司及董事会全体成员保证公告内容真实、准确和完整， 并对公告中的任何虚假记载、误导性陈述或者重大遗漏承担责任 一、董事会会议召开情况 （一）广东韶能集团股份有限公司（以下简称"公司"）于 2023年9月28日以电子邮件方式发出了关于召开第十届董事会第 十八次临时会议的通知。 （二）公司第十届董事会第十八次临时会议于2023年10月7 日上午10:00在公司18楼第Ⅰ会议室以现场加通讯方式召开。 （三）本次会议应到董事八名，实到董事八名，分别为陈来 泉、余晓帆、田源源、胡启金、朱运绍，独立董事苏运法、杨向 宇、周楷唐。其中余晓帆、田源源、苏运法、杨向宇、周楷唐以 通讯方式参加会议。 （四）会议由董事长陈来泉主持。 （五）本次会议的通知、召集、召开、审议、表决程序均符 合法律、行政法规、部门规章、规范性文件和《公司章程》的规 定，会议形成的决议合法、有效。 二、董事会会议审议情况 经审议，全体董事以书面加通讯表决的方式通过了以下议案： （一）关于续聘会计师事务所的议案 具体内容详见 ...

股票简称：韶能股份 股票代码：000601 公告编号：2023-033 广东韶能集团股份有限公司关于持有公司 5%以上股东股份 被司法轮候冻结的公告 本公司及其董事、监事、高级管理人员保证公告内容真实、 准确和完整，公告不存在虚假记载、误导性陈述或者重大遗漏。 一、股东股份轮候冻结的基本情况 份相关的法律文书、通知文件，所涉法律纠纷尚无法确认，无法 获悉本次股份被轮候冻结的具体原因和详细内容。 二、股东股份累计被冻结及轮候冻结情况 （一）截至本公告披露日，深圳日昇持有公司股份累计被司 法冻结情况如下： 广东韶能集团股份有限公司（下称"公司"）在中国证券登 记结算有限责任公司深圳分公司（下称"中登公司"）网上业务 平台查询，获悉持有公司 5%以上股东深圳日昇创沅资产管理有 限公司 （下称"深圳日昇"）所持有的公司股份被轮候冻结， | 是否为 | 是否 | 控股股 | | | | | | | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ...

本公司及董事会全体成员保证公告内容真实、准确和完整， 并对公告中的任何虚假记载、误导性陈述或者重大遗漏承担责任 广东韶能集团股份有限公司（以下简称"公司"）收到公司 第二大股东深圳智茂商业管理有限公司（下称"深圳智茂"，持 有公司股份141,612,134股，持股比例13.11%），以及深圳兆伟 恒发实业有限公司（下称"深圳兆伟"）出具的函。 股票简称：韶能股份 股票代码：000601 编号：2023-032 广东韶能集团股份有限公司关于第二大股东 深圳智茂商业管理有限公司的股东发生变更的公告 两份函的内容为：2023年8月10日，深圳智茂股权发生变更， 通过股权转让，深圳智茂的股东深圳泰立富新能源有限公司将其 持有的深圳智茂股权100%转让给深圳兆伟。 本次股权转让后，深圳智茂为深圳兆伟全资子公司，深圳兆 伟是有限责任公司(台港澳法人独资)，为兆伟企业有限公司全资 子公司。兆伟企业有限公司是在香港注册的私人股份有限公司。 HAN WEINING 先生持有兆伟企业有限公司 100%股权。HAN WEINING 先生国籍为澳大利亚。 股权关系图如下： 1 截至本函出具之日，深圳智茂、深圳兆伟以及深圳兆伟100% ...

Financial Performance - The company's operating revenue for the first half of 2023 was CNY 2,185,533,665.74, an increase of 11.42% compared to CNY 1,961,577,186.59 in the same period last year[18]. - The net profit attributable to shareholders for the first half of 2023 was CNY 41,897,882.15, a decrease of 68.98% from CNY 135,080,886.67 in the previous year[18]. - The basic earnings per share for the first half of 2023 were CNY 0.0388, down 68.96% from CNY 0.1250 in the same period last year[18]. - The weighted average return on equity decreased to 0.92% from 2.85% in the previous year[18]. - The total comprehensive income for the first half of 2023 was CNY 44,079,824.03, compared to CNY 138,382,600.98 in the same period of 2022[151]. Cash Flow and Investments - The net cash flow from operating activities decreased by 55.23%, amounting to CNY 148,350,204.07 compared to CNY 331,372,737.93 in the same period last year[18]. - Investment activities generated a net cash flow of -CNY 142,936,509.25, an improvement of 39.62% compared to the previous year[62]. - Financing activities saw a net cash inflow of CNY 17,756,066.52, a significant increase of 113.04% year-on-year due to higher borrowing[62]. - The company reported a significant increase in cash inflow from sales of goods and services, reaching ¥1,896,263,574.96, compared to ¥1,720,839,338.73 in the same period last year[158]. Business Segments and Growth - The company is actively involved in the clean renewable energy sector, which is experiencing significant growth due to increasing demand for green energy[21]. - The company is focusing on expanding its business in the new energy vehicle components sector, which has a promising market outlook[21]. - The biomass energy business achieved a revenue of 509.76 million yuan, reflecting a year-on-year growth of 31.62%, while the total profit improved by a reduction in losses of 47.31 million yuan[43]. - The company plans to enhance its water power business by improving water utilization rates and expanding its photovoltaic and energy storage projects[53]. - The company aims to increase the production and sales ratio of finished paper, especially kitchen paper exports, while continuing to reduce overall production costs in the pulp and paper business[58]. Environmental Compliance and Sustainability - The company’s overall environmental performance in the first half of 2023 reflects a strong commitment to sustainability and regulatory compliance[93]. - The company has implemented a zero discharge policy for industrial wastewater across its facilities, ensuring environmental compliance[90]. - The company is committed to promoting clean energy and has focused on renewable energy sources such as hydropower and biomass energy[106]. - The company actively participates in local environmental protection initiatives and adheres to carbon neutrality policies[106]. - The company has established emergency response plans for environmental incidents, which have been reported to local government environmental departments[101]. Shareholder and Equity Information - The total number of ordinary shareholders at the end of the reporting period was 56,839[130]. - The largest shareholder, Shaoguan Industrial Asset Management Co., Ltd., holds 14.43% of shares, totaling 155,949,490 shares[130]. - The total equity attributable to shareholders at the end of June 2023 is CNY 4,884,592,063.06, an increase from CNY 4,672,176,314.87 at the end of 2022, representing a growth of approximately 4.5%[167]. - The company did not distribute cash dividends or bonus shares for the first half of 2023, nor did it plan to increase capital through reserves[84]. Future Outlook and Strategic Plans - The company plans to expand its market presence through strategic partnerships and acquisitions, targeting a growth rate of 15% in the next fiscal year[120]. - The company aims to increase its user base by 20% through enhanced service offerings and customer engagement strategies[120]. - The company plans to expand into photovoltaic and energy storage businesses to enhance future growth[79]. - The company anticipates a significant improvement in the operating results of its ecological paper tableware business due to increased market demand and cost reduction efforts[57].

Financial Performance - The company's operating revenue for Q1 2023 was ¥920.12 million, an increase of 3.66% compared to ¥887.64 million in the same period last year[10] - The net profit attributable to shareholders was a loss of ¥32.35 million, a decrease of 201.48% from a profit of ¥31.88 million in the previous year[10] - The basic earnings per share were reported at -¥0.0299, a decrease of 201.36% from ¥0.0295 in the same period last year[10] - The weighted average return on equity was -0.71%, down from 0.68% in the previous year[10] - The total comprehensive income for Q1 2023 was a loss of CNY 32,849,500.38, compared to a gain of CNY 33,058,998.78 in Q1 2022[34] Cash Flow and Liquidity - The net cash flow from operating activities increased by 73.28% to ¥26.20 million, up from ¥15.12 million in the same period last year[10] - The company reported a net cash inflow from operating activities of CNY 26,204,839.48, an increase from CNY 15,123,065.34 in Q1 2022[39] - Cash and cash equivalents at the end of Q1 2023 totaled CNY 345,365,404.92, down from CNY 499,309,082.39 at the end of Q1 2022[39] - The net cash flow from financing activities rose significantly to 209,631,955.54 CNY in Q1 2023, compared to 89,353,935.26 CNY in Q1 2022, driven by increased borrowings[41] - The total cash outflow from operating activities was 684,845,479.85 CNY in Q1 2023, compared to 563,356,461.83 CNY in Q1 2022, indicating higher operational costs[41] Assets and Liabilities - The total assets at the end of the reporting period were ¥13.38 billion, reflecting a 1.71% increase from ¥13.16 billion at the end of the previous year[10] - Total liabilities as of March 31, 2023, were ¥8,532,562,195.28, compared to ¥8,274,233,383.78 as of December 31, 2022, indicating an increase of approximately 3.1%[31] - The total equity attributable to shareholders decreased to ¥4,512,724,068.98 from ¥4,545,403,875.83, a decline of about 0.7%[31] - The company's short-term borrowings rose to ¥1,405,200,099.68 from ¥1,204,359,871.31, marking an increase of approximately 16.7%[31] Operational Efficiency - Research and development expenses rose by 40.63% to ¥14.69 million, compared to ¥10.45 million in the previous year[12] - The biomass power generation business saw a 29.21% year-on-year increase in daily raw material intake, leading to a 17.61 percentage point increase in generator operating rates and a significant improvement in operational efficiency[17] - The precision (smart) manufacturing segment reported revenues of 147.61 million yuan and a profit of 9.36 million yuan, reflecting year-on-year growth of 1.10% and 149.26% respectively, with a 3.1 percentage point increase in gross margin[21] - The company is focused on cost reduction and efficiency improvement across all business lines to enhance profitability and operational performance[19] Business Segment Performance - The hydropower business experienced a significant decline due to a 45.60% year-on-year decrease in water inflow, resulting in a revenue drop of 1.2 billion yuan and a profit drop of 1.13 billion yuan, representing declines of 50.98% and 97.96% respectively[15] - The biomass steam supply business grew by 180.00% year-on-year, with steam supply revenue accounting for 10.31% of total revenue, an increase of 6 percentage points[17] - The ecological paper tableware business saw a month-on-month sales increase of 53.70% in February and 23.64% in March, indicating a positive sales trend[20] Future Outlook - The company expects significant year-on-year improvements in overall operational results for 2023, driven by the recovery of various business segments[17] - The company plans to actively pursue electricity price subsidy applications and engage in green electricity trading to enhance revenue from environmental value[18]

Financial Performance - The company reported a profit distribution plan for 2022, stating that no cash dividends will be distributed, nor will there be any bonus shares or capital reserve transfers [6]. - The company’s operating revenue for 2022 was ¥3,848,624,905.46, a decrease of 3.31% compared to ¥3,980,432,746.14 in 2021 [20]. - The net profit attributable to shareholders was -¥74,259,194.99, representing a decline of 376.83% from a profit of ¥27,670,137.31 in the previous year [20]. - The cash flow from operating activities increased by 61.98% to ¥537,823,457.93, compared to ¥332,029,803.26 in 2021 [20]. - The total assets at the end of 2022 were ¥13,158,825,446.84, reflecting a 1.49% increase from ¥12,966,166,345.54 at the end of 2021 [20]. - The weighted average return on equity was -1.61% for 2022, down from 0.59% in 2021 [20]. - The company reported a significant loss in the fourth quarter, with a net profit attributable to shareholders of -¥200,823,106.12 [23]. - The overall operating revenue for the company in 2022 was approximately 3.85 billion yuan, a decrease of 3.31% compared to 2021 [58]. - The electricity segment accounted for 47.12% of total operating revenue, down from 56.00% in the previous year, with a revenue of approximately 1.81 billion yuan, a decline of 18.64% [58]. - The company faced challenges due to rising raw material and energy prices, impacting overall profitability across various segments [55]. Operational Changes and Developments - The company has undergone accounting policy changes that resulted in restated financial data for previous years [19]. - The company has maintained its main business operations without any changes since its listing [19]. - The company is actively pursuing the development of pumped storage projects to enhance asset utilization value [32]. - The company is expanding its biomass heating supply business, which is expected to increase annually as more heating enterprises settle in Shaoguan City [35]. - The company is focusing on clean renewable energy, eco-plant fiber products, and precision (intelligent) manufacturing as part of its development strategy [110]. - The company plans to enhance training for marketing and specialized R&D personnel to align with strategic development needs [154]. - The company is actively pursuing new energy projects, including photovoltaic and pumped storage projects, to enhance its clean energy portfolio [49]. Environmental Compliance and Initiatives - The company is committed to adhering to various environmental laws and standards, including the Air Pollution Prevention and Control Law and the Water Pollution Prevention and Control Law [169]. - The total environmental protection investment for the year 2022 amounted to 116 million yuan [187]. - The company has implemented strict environmental protection measures to control pollutant discharge across all facilities [171]. - The company has established emergency response plans for environmental incidents, which have been filed with local environmental protection authorities [184]. - The company has developed multiple regulations and systems for environmental protection, including safety and environmental inspection systems [187]. - The company achieved a CO2 emission of 1.45 tons per ton of product in 2022, a decrease of 0.14 tons year-on-year, totaling a reduction of 7,565 tons of CO2 emissions for the year [190]. Shareholder and Governance Matters - The company’s board of directors and management have confirmed the accuracy and completeness of the annual report [6]. - The company has established independent financial management and accounting systems, ensuring complete separation from major shareholders in terms of operations and finances [128]. - The company has maintained compliance with governance standards and improved information disclosure quality [127]. - The total remuneration for directors, supervisors, and senior management in the reporting year amounted to 4.1889 million yuan [145]. - The company has not faced any penalties from securities regulatory agencies in the past three years [143]. - The company is focused on expanding its market presence and enhancing its operational capabilities through strategic appointments and management changes [139]. Market Trends and Future Outlook - The market for ecological plant fiber products is expected to grow significantly due to increasing health and environmental awareness among consumers [27]. - The ecological plant fiber product market is expected to grow due to increasing consumer awareness and government policies promoting biodegradable products [104]. - The company anticipates a shift towards cleaner and safer energy systems, with a focus on automation and intelligent operations in the hydropower sector [104]. - The company expects significant improvement in biomass energy generation operations in 2023, with anticipated increases in raw material supply and a decrease in procurement costs due to the decline in commodity prices [113]. - The company plans to increase the proportion of revenue from new energy business from 23% in 2022 to over 53% in 2023, targeting a year-on-year sales growth of over 90% in new energy products [117]. Challenges and Risks - The company has faced uncertainty regarding its ability to continue as a going concern, as indicated by the negative net profit figures over the past three years [21]. - The company faces risks in the export of eco-friendly paper products due to declining demand in Europe and the U.S. amid high inflation and geopolitical tensions [122]. - The company has ongoing significant non-equity investments, indicating active engagement in capital projects [88]. - The company has not experienced any significant litigation or bankruptcy restructuring matters during the reporting period [200].

互动易"投资者关系纪录表" 证券代码：000601 证券简称：韶能股份 广东韶能集团股份有限公司投资者关系活动记录表 | --- | --- | --- | |-------------------------|-----------------------------------------|----------------------------------------------------------------------------------------------------------------| | | | | | 投资者关系活动 | □ | 特定对象调研 □分析师会议 | | 类别 | □ | 媒体采访 □业绩说明会 | | | □ 新闻发布会 □路演活动 | | | | □ 现场参观 | | | | | √其他（深圳证券交易所（下称"深交所"）在公司举办"践 | | | 行中国梦 · | 走近上市公司"投资者开放日） | | | | | | 参与单位名称及 人员姓名 | 1 2 、全景财经 3 、深交所相关领导。 | 、通过广发证券、安信证券、联储证券、万联证券、东北证 券、东莞证券 ...

Financial Performance - The company's operating revenue for Q3 2022 was ¥1,050,154,652.03, representing a 10.71% increase compared to ¥948,522,078.25 in the same period last year[9]. - The net profit attributable to shareholders was a loss of ¥8,516,975.54, a decline of 191.00% from a profit of ¥9,359,796.34 in the previous year[9]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was a loss of ¥14,668,803.82, down 837.81% from ¥1,988,150.81 in the same period last year[9]. - The company's operating cash flow increased by 36.30% year-on-year, reaching CNY 558,653,070.65[12]. - The company reported a total comprehensive income of CNY -7,773,510.39 for Q3 2022, down from CNY 14,886,735.85 in Q3 2021[32]. - The company experienced a significant increase in credit impairment losses, which amounted to CNY -8,917,538.58 in Q3 2022, compared to CNY -4,854,150.46 in Q3 2021[32]. - The net profit for the first nine months of 2022 was CNY 130,334,096.61, a decrease of 15.9% compared to CNY 154,954,446.39 in the first nine months of 2021[33]. Assets and Liabilities - The total assets at the end of the reporting period were ¥13,020,376,009.55, a 0.42% increase from ¥12,966,166,345.54 at the end of the previous year[9]. - The total current liabilities decreased to RMB 2,187,712,318.52 from RMB 2,755,822,454.98, a significant reduction of approximately 20.6%[28]. - Total liabilities decreased to RMB 7,917,489,513.79 from RMB 7,939,761,007.00, a slight reduction of about 0.3%[28]. - The company's long-term borrowings rose to RMB 5,278,607,904.65 from RMB 4,702,450,838.33, an increase of about 12.2%[28]. - The total equity attributable to shareholders increased to RMB 4,746,221,165.16 from RMB 4,673,021,595.07, marking an increase of about 1.6%[28]. Cash Flow - The net cash flow from operating activities increased by 6.06% to ¥227,280,332.72 from ¥214,287,962.21 in the previous year[9]. - The company experienced a net cash outflow from investing activities of CNY 318,518,996.75, an improvement from a net outflow of CNY 786,895,721.56 in the previous year[38]. - The company reported a decrease in cash flow from financing activities, resulting in a net cash flow of -CNY 300,189,086.91, compared to a positive flow of CNY 227,404,830.05 in the previous year[38]. Revenue and Costs - Total operating costs for Q3 2022 were CNY 1,063,187,330.12, up from CNY 923,369,275.30 in Q3 2021, representing a 15.2% increase[32]. - R&D expenses in Q3 2022 were CNY 23,026,983.40, up 69.5% from CNY 13,564,665.79 in Q3 2021, reflecting increased investment in innovation[32]. - For the first nine months of 2022, total operating revenue was CNY 3,011,731,838.62, down 4.8% from CNY 3,162,815,560.97 in the same period of 2021[33]. Market and Operations - The company is actively pursuing subsidy applications for renewable energy projects to address funding gaps in biomass energy operations[14]. - The company faced increased financial expenses due to operating biomass energy projects under debt financing, impacting profitability[14]. - The company is expanding its precision manufacturing business, focusing on new energy heavy truck gearboxes and promoting the market for gear rings and motor shafts[19]. - The overseas market for eco-friendly paper tableware saw a year-on-year decline in demand due to economic downturns and high raw material costs, prompting the company to develop high-temperature fluorine-free products[16]. Shareholder Information - The company reported a total of 59,740 ordinary shareholders at the end of the reporting period[22]. - Basic earnings per share for Q3 2022 were CNY -0.0079, compared to CNY 0.0087 in Q3 2021, indicating a negative shift in earnings performance[32].