2023 年 8 月 24 日 第 1 页 葫芦岛锌业股份有限公司独立董事 关于控股股东及其他关联方占用公司资金及 1.截止报告期末，公司不存在控股股东及其关联方非经营性占用公司资金的 情形。 公司对外担保情况的专项说明和独立意见 2.截止报告期末，公司为全资子公司提供担保合计145,950万元，占公司最 近一期经审计净资产的 48.71%。我们认为，被担保公司为合并报表范围内的全 资子公司，担保风险可控，对其进行担保，符合公司整体利益。上述担保事项的 决策程序符合有关法律、法规及公司相关的规定，不存在损害公司和股东、特别 是中小股东利益的行为。 根据《公司法》《深圳证券交易所股票上市规则》《上市公司监管指引第8 号——上市公司资金往来、对外担保的监管要求》等相关法律法规、规范性文件 规定，经认真审核，现就公司报告期控股股东及其关联方资金占用和对外担保情 况发表专项说明和独立意见如下： 鉴于上述情况，我们认为：公司严格遵循了中国证监会、深圳证券交易所及 《公司法》《公司章程》等的相关规定，保障了广大股东的合法权益。 独立董事：刘燕、范宝学、杨文田 葫芦岛锌业股份有限公司 HULUDAO ZINC INDUST ...

Financial Performance - The company's operating revenue for Q1 2023 was ¥4,625,072,595.78, a decrease of 13.62% compared to ¥5,354,296,060.34 in the same period last year[5] - Net profit attributable to shareholders increased by 38.26% to ¥22,488,014.64 from ¥16,264,615.80 year-on-year[5] - The net profit after deducting non-recurring gains and losses surged by 2,958.99% to ¥20,706,272.16 from ¥676,899.85 in the previous year[5] - Operating profit for Q1 2023 reached CNY 29,638,924.77, up from CNY 11,239,703.03 in the same period last year, representing a growth of 163.5%[17] - The total comprehensive income for Q1 2023 was CNY 22,488,014.64, compared to CNY 16,264,615.80 in the same quarter last year, marking an increase of 38.5%[18] Cash Flow - The net cash flow from operating activities rose by 32.14% to ¥227,024,478.56 compared to ¥171,807,381.94 in the same period last year[5] - Cash flow from operating activities showed a net increase of CNY 227,024,478.56, compared to CNY 171,807,381.94 in the previous year, reflecting a growth of 32.2%[19] - The company incurred a net cash outflow from investing activities of CNY 21,309,385.04, compared to CNY 6,969,960.06 in the previous year, indicating a decline in investment cash flow[20] - Cash flow from financing activities resulted in a net outflow of CNY 150,222,095.81, an improvement from a net outflow of CNY 300,787,878.77 in Q1 2022[20] Assets and Liabilities - Total assets at the end of the reporting period were ¥8,302,289,029.14, an increase of 0.98% from ¥8,221,621,524.73 at the end of the previous year[5] - Total liabilities decreased to CNY 5,283,611,207.82 from CNY 5,225,431,718.05, showing a decline of 1.11%[14] - The total assets of the company reached CNY 8,302,289,029.14, an increase from CNY 8,221,621,524.73 at the beginning of the year, representing a growth of 0.98%[14] Earnings and Shareholder Returns - The company's basic earnings per share doubled to ¥0.02 from ¥0.01 year-on-year, indicating a 100% increase[5] - The company reported a basic and diluted earnings per share of CNY 0.02, up from CNY 0.01 in Q1 2022[18] - The weighted average return on equity improved to 0.75%, up from 0.55% in the previous year[5] Accounts and Inventory - Accounts receivable financing increased by 98.98% compared to the beginning of the period, primarily due to an increase in notes receivable[8] - Accounts receivable rose to CNY 300,771,282.92, up 15.99% from CNY 258,898,167.00 at the start of the year[12] - Inventory decreased to CNY 2,696,554,491.97 from CNY 2,794,473,473.05, indicating a reduction of 3.51%[12] Research and Development - Research and development expenses rose significantly to CNY 4,678,673.15 from CNY 272,508.36, marking an increase of 1,620.78%[16] Contract Liabilities - Contract liabilities surged by 401.52% compared to the beginning of the period, mainly due to an increase in advance payments received[8] - The company reported a significant increase in contract liabilities to CNY 183,466,753.45 from CNY 36,581,877.21, a growth of 401.14%[14] Financial Asset Changes - Fair value changes in financial assets increased by 123.25% year-on-year, attributed to gains from hedging projects[8]

Financial Performance - The company's operating revenue for 2022 was ¥18,656,965,864.02, a decrease of 18.33% compared to ¥22,843,863,184.77 in 2021[22]. - The net profit attributable to shareholders was ¥65,837,928.90, down 71.35% from ¥229,830,167.57 in the previous year[22]. - The net profit after deducting non-recurring gains and losses was ¥28,604,751.92, representing an 81.59% decline from ¥155,363,578.60 in 2021[22]. - Basic earnings per share decreased by 68.75% to ¥0.05 from ¥0.16 in the previous year[22]. - The gross profit margin for non-ferrous metal smelting was 3.96%, a decrease of 1.29% from the previous year[45]. - The company reported a net profit margin of 12% for 2022, reflecting effective cost management and operational efficiency[99]. Cash Flow and Assets - The net cash flow from operating activities increased by 89.29% to ¥451,701,728.61, compared to ¥238,628,149.21 in 2021[22]. - Total assets at the end of 2022 were ¥8,221,621,524.73, a slight decrease of 0.34% from ¥8,249,694,837.99 at the end of 2021[22]. - The total cash and cash equivalents increased by 167.08% to ¥112,874,099.39 in 2022 from a decrease of ¥168,277,661.08 in 2021[61]. - The proportion of cash and cash equivalents to total assets increased by 2.23% to 19.81% in 2022[61]. Production and Sales - In 2022, the company produced 285,100 tons of zinc, 33,200 tons of lead, and 91,300 tons of copper, achieving a total revenue of 18.657 billion RMB and a net profit of 65.838 million RMB[40]. - The company sold 1,131,144.50 tons of products in 2022, a decrease of 18.23% from 1,383,354.00 tons in 2021[47]. - The production volume of lead-zinc and related products increased by 14.37% to 1,475,982.64 tons in 2022[47]. Strategic Initiatives - The company is positioned as a leading player in the zinc and copper smelting industry, with significant market share and competitive advantages in production capacity and technology[34]. - The company has developed new product varieties, including magnesium-aluminum-zinc-silicon hot-dip galvanized products, to adapt to market demand and maintain sales balance[41]. - The company plans to enhance production efficiency by optimizing raw material structures and increasing the proportion of multi-metal ores in production[78]. Research and Development - R&D expenses increased by 27.17% to ¥15,138,906.89 in 2022 from ¥11,904,347.58 in 2021, representing 0.08% of operating revenue[57]. - The number of R&D personnel increased by 24.07% to 335 in 2022 from 270 in 2021, with a notable increase in younger staff under 30 years old by 160%[56]. Governance and Compliance - The company strictly adheres to legal regulations and governance standards, ensuring the protection of shareholder rights, particularly for minority shareholders[84]. - The board of directors consists of 9 members, including 3 independent directors, ensuring compliance with governance requirements[85]. - The company has maintained a consistent remuneration structure for its executives, linking compensation to performance and company results[105]. Environmental Responsibility - The company has complied with various environmental protection laws and standards, including the "Pollutant Discharge Standards for Lead and Zinc Industry"[134]. - The company has invested 2.3891 million yuan in environmental protection tax for the year 2022[141]. - The company has successfully reduced carbon emissions by eliminating high-energy-consuming equipment and adopting energy-efficient technologies[141]. Market Outlook - The company provided a positive outlook for the next fiscal year, projecting a revenue growth of 10% to 12%[93]. - The company plans to expand its market presence in Southeast Asia, targeting a 25% market share within the next three years[93]. - Future guidance includes maintaining a dividend payout ratio of 30%, ensuring returns to shareholders while reinvesting in growth initiatives[99]. Risk Management - The management has indicated potential risks and future development plans in the report, urging investors to be cautious[3]. - The company faces risks from macroeconomic fluctuations, energy price volatility, and market competition, and is implementing strategies to mitigate these risks[80]. Related Party Transactions - The company has committed to avoiding and eliminating potential competition with its controlling shareholder, Huludao Hongyue Group, and has strictly adhered to this commitment since December 29, 2015[148]. - The company has established a commitment to ensure that its assets are fully controlled and owned independently, preventing any illegal occupation of its assets by related parties[151].

Financial Performance - The company's operating revenue for Q3 2022 was CNY 4,141,128,354.90, a decrease of 40.62% compared to the same period last year[5]. - The net profit attributable to shareholders for Q3 2022 was CNY 41,937,670.00, representing a decline of 158.65% year-on-year[5]. - The basic earnings per share for Q3 2022 was -0.0297, down 158.58% from the previous year[5]. - The net profit for the third quarter of 2022 was -574,430.75 CNY, a significant decrease compared to the net profit of 203,309,630.69 CNY in the same period last year[20]. - Operating profit for the third quarter was -402,638.91 CNY, down from 216,342,880.01 CNY in the previous year[20]. - Total profit for the quarter was 12,011,845.59 CNY, compared to 219,907,441.77 CNY in the same quarter of the previous year[20]. - The total comprehensive income for the third quarter was -574,430.75 CNY, down from 203,309,630.69 CNY in the same period last year[20]. - Basic and diluted earnings per share were both -0.0004 CNY, compared to 0.1442 CNY in the previous year[20]. Assets and Liabilities - The total assets at the end of the reporting period were CNY 8,249,694,834.99, a decrease of 0.29% compared to the end of the previous year[5]. - Total assets as of September 30, 2022, are CNY 8,226,143,094.62, slightly down from CNY 8,249,694,837.99[16]. - Total liabilities decreased to CNY 5,296,365,647.59 from CNY 5,319,342,960.21, a reduction of about 0.4%[16]. - Current liabilities total CNY 5,100,190,524.54, a minor decrease from CNY 5,105,524,329.97[15]. - Non-current assets total CNY 2,788,493,377.39, down from CNY 2,849,027,354.27, indicating a decline of approximately 2.1%[15]. Cash Flow - The cash flow from operating activities for the period was CNY 655,686,900.00, reflecting a 34.76% increase compared to the previous year[10]. - Cash flow from operating activities generated a net amount of 655,686,988.10 CNY, an increase from 486,566,915.22 CNY in the previous year[21]. - Cash flow from investing activities resulted in a net outflow of -28,420,094.62 CNY, compared to -121,210,638.40 CNY in the same period last year[22]. - Cash flow from financing activities showed a net outflow of -655,332,900.49 CNY, compared to -556,542,839.49 CNY in the previous year[22]. - The total cash and cash equivalents at the end of the period were 436,947,267.27 CNY, a decrease from 442,104,372.69 CNY at the end of the previous year[22]. Research and Development - Research and development expenses increased by 66% compared to the previous period, indicating a focus on innovation[10]. - Research and development expenses increased to CNY 14,247,862.40 from CNY 8,602,543.52, reflecting a growth of approximately 65.5%[18]. Other Financial Metrics - The company experienced a 100.28% year-on-year decrease in net profit, primarily due to logistics disruptions and rising costs[10]. - Non-operating income for the period totaled CNY 6,570,052.03, down from CNY 32,734,371.18 in the previous year[8]. - The company’s total equity attributable to shareholders was CNY 2,930,351,877.78, a slight decrease of 0.02% from the previous year[5]. - Total operating revenue for the current period is CNY 14,130,240,943.34, a decrease from CNY 14,891,889,795.49 in the previous period, representing a decline of approximately 5.1%[18]. - Total operating costs for the current period amount to CNY 14,148,033,764.86, down from CNY 14,705,009,517.53, indicating a reduction of about 3.8%[18]. - Accounts receivable decreased to CNY 193,075,123.47 from CNY 224,122,054.02, showing a decline of about 13.9%[14]. - Inventory as of September 30, 2022, is CNY 3,066,947,620.26, down from CNY 3,106,657,419.32, a decrease of approximately 1.3%[14]. - The company did not conduct any mergers or acquisitions during the reporting period[23].