中工国际独立董事 2024 年度述职报告 中工国际工程股份有限公司 独立董事张黎群 2024 年度述职报告 2024 年，本人通过出席股东大会、董事会及其专门委员会、独立董事专门 会议、定期获取公司运营情况等资料、听取管理层汇报、与内部审计机构负责人 和承办上市公司审计业务的会计师事务所等中介机构沟通、实地考察、与中小股 东沟通等多种方式履行职责，在公司现场工作时间累计达 15 天。 （一）全年出席董事会及列席股东大会情况 — 1 — 中工国际独立董事 2024 年度述职报告 2024 年，本人认真参加了公司的董事会和股东大会，忠实履行独立董事职 责，董事会、股东大会的召集召开符合法定程序，重大经营决策事项均履行了相 关程序，合法有效。2024 年公司共召开董事会会议 11 次、股东大会 3 次，本人 出席的情况如下： 根据《公司法》《上市公司独立董事管理办法》《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》等相关法律法规和《公司章程》、 公司《独立董事工作制度》的规定与要求，本人自 2023 年 7 月 12 日担任中工国 际工程股份有限公司（以下简称"公司""中工国际"）独立董事以 ...

Financial Performance - The company reported a basic earnings per share (EPS) of 0.2900 yuan for 2024, unchanged from 2023, and an increase from 0.2700 yuan in 2022 [1] - The total revenue for 2024 was 12.208 billion yuan, a slight decrease of 1.27% compared to 12.365 billion yuan in 2023, but an increase from 9.717 billion yuan in 2022 [1] - The net profit remained stable at 3.61 billion yuan for both 2024 and 2023, up from 3.35 billion yuan in 2022 [1] - The return on equity (ROE) decreased to 3.19% in 2024 from 3.26% in 2023, but increased from 3.08% in 2022 [1] - The net asset per share showed a significant decline to 0 yuan in 2024 from 9.07 yuan in 2023, indicating a 100% decrease [1] Shareholder Structure - The top ten unrestricted shareholders collectively hold 83.534 million shares, accounting for 67.52% of the circulating shares, with a change of 3.7934 million shares from the previous period [1] - China National Machinery Industry Corporation remains the largest shareholder with 77.78539 million shares, representing 62.87% of the total share capital, unchanged from the previous report [2] - New entrants among the top shareholders include Chen Shihui with 1.57995 million shares and several funds, while South China Securities 1000 ETF exited the top ten shareholders [2] Dividend Distribution - The company announced a dividend distribution plan of 1.25 yuan per share (including tax) [3]

Financial Performance - The company's operating revenue for Q1 2025 was ¥2,182,850,656.45, a decrease of 7.61% compared to the same period last year[5]. - Net profit attributable to shareholders increased by 12.17% year-on-year, reaching ¥131,183,635.89[5]. - The net profit attributable to shareholders after deducting non-recurring gains and losses decreased by 2.97%, amounting to ¥132,940,789.99[5]. - Basic and diluted earnings per share both increased by 22.22%, reaching ¥0.11 per share[5]. - Total operating revenue for the current period is ¥2,182,850,656.45, a decrease of 7.6% compared to ¥2,362,767,576.32 in the previous period[22]. - Net profit for the current period is ¥133,200,378.05, an increase of 13.0% from ¥117,765,355.56 in the previous period[23]. - The company reported a total comprehensive income of ¥129,991,793.04, up from ¥87,139,091.52 in the previous period[23]. Cash Flow and Assets - The net cash flow from operating activities improved significantly, with a net inflow of ¥-36,263,853.35, an increase of 94.78% year-on-year[5]. - The company's cash and cash equivalents decreased to RMB 5.864 billion from RMB 6.141 billion at the beginning of the period[19]. - Cash flow from operating activities showed a net outflow of ¥36,263,853.35, an improvement from a net outflow of ¥694,901,540.63 in the previous period[26]. - Cash and cash equivalents at the end of the period decreased to ¥5,660,687,983.43 from ¥6,101,007,942.12, a decline of 7.2%[27]. - The total assets at the end of the reporting period were ¥24,711,827,725.13, reflecting a 2.64% increase from the end of the previous year[5]. - The company's total liabilities increased to RMB 13.018 billion from RMB 12.513 billion at the beginning of the period[21]. - The company's non-current assets totaled RMB 6.666 billion, a slight decrease from RMB 6.718 billion at the beginning of the period[20]. Investments and Contracts - The company reported a decrease in investment cash flow by ¥89.424 million, attributed to significant investments by a subsidiary in water plant construction projects[9]. - The total contract amount for the Nicaragua Punta Huete International Airport expansion project is approximately RMB 3.593 billion, with segment A at RMB 1.798 billion and segment B at RMB 1.795 billion, both with a construction period of 48 months[13]. - In Q1 2025, the company signed new contracts totaling USD 856 million, a year-on-year increase of 23.86%, with international engineering contracts accounting for USD 699 million, up 30.65%[15]. - The company signed a contract for a 100-bed hospital project in Iraq worth approximately RMB 58.94 million, with a construction period not exceeding 1,095 days[14]. - The company has completed financing for all segments of the Nicaragua airport project as of January 2025[13]. Research and Development - Research and development expenses decreased by 46.86% year-on-year, indicating a focus on key projects and improved efficiency[9]. - The company is investing 200 million RMB in R&D for new technologies aimed at enhancing operational efficiency[29]. Market Performance and Strategy - User data showed a growth of 20% in active users, totaling 5 million by the end of Q1 2025[29]. - The company provided a revenue guidance of 1.5 billion RMB for Q2 2025, representing a 25% increase compared to Q2 2024[29]. - New product launches contributed to a 10% increase in market share within the industry[29]. - Market expansion efforts have led to a 30% increase in sales in the Southeast Asia region[29]. - The company is exploring potential acquisitions to strengthen its market position, targeting a deal valued at approximately 500 million RMB[29]. - A new strategic partnership was announced, expected to generate an additional 100 million RMB in revenue over the next year[29]. Profitability and Expenses - The company achieved a gross margin of 35%, up from 30% in the previous quarter[29]. - Operating expenses were reduced by 5%, totaling 300 million RMB, improving overall profitability[29]. - Financial expenses saw a significant decline of 228.36% year-on-year, primarily due to substantial foreign exchange gains from the appreciation of the Euro[9].

证券代码：002051 证券简称：中工国际 公告编号：2025－014 中工国际工程股份有限公司 2025 年第一季度，国内工程承包业务新签合同额为 5.75 亿元， 包括：大理州人民医院医疗核心区提升工程 EPC 项目、长春吉润净 月医院净化工程项目等。咨询设计业务新签合同额为 1.98 亿元，包 括：合肥市瑶海区医养立体生态智能化健康城项目等。 具体情况如下： —1— | | | 咨询设计业务 | | 国内工程承包业务 | | --- | --- | --- | --- | --- | | | 数量 | 金额（亿 | 数量 | 金额（亿元） | | | | 元） | | | | 第一季度新签项目合同 | 185 | 1.98 | 11 | 5.75 | | 截至 2025 年 3 月末累计 | 2,021 | 43.26 | 50 | 32.08 | | 已签约未完工项目合同 | | | | | | 已中标尚未签约项目合同 | 40 | 0.48 | 2 | 0.37 | 2025 年第一季度，公司装备制造业务新签合同额为 3.38 亿元， 包括：山东沂水天上王城景区脱挂索道、无锡美的美芝小件料箱库等 项 ...

资金流向方面，4月15日，中工国际主力资金净流出1054.97万元，近5日总体呈流出状态，5日共流出 929.28万元。 4月15日，中工国际今日收盘7.96元，下跌1.24%，滚动市盈率PE（当前股价与前四季度每股收益总和的 比值）达到27.31倍，总市值98.50亿元。 从行业市盈率排名来看，公司所处的工程建设行业市盈率平均16.00倍，行业中值18.14倍，中工国际排 名第53位。 序号股票简称PE(TTM)PE(静)市净率总市值(元)53中工国际27.3127.310.8698.50亿行业平均 16.0015.601.12198.69亿行业中值18.1418.161.3155.97亿1浙江建投-3489.7022.671.3688.81亿2金埔园 林-284.3967.271.2514.27亿3苏文电能-45.8041.361.0532.43亿4*ST农尚-34.70-34.705.1026.75亿5旭杰科 技-32.42-32.426.359.78亿6成都路桥-32.20-32.201.0229.68亿7*ST围海-24.15-23.451.0732.15亿8重庆建 工-24.08129.500.6 ...

Core Viewpoint - The article emphasizes China's commitment to building a "community of shared destiny" with neighboring countries, enhancing cooperation and establishing a new security model in Asia [1][7]. Group 1: Company Overview - China National Machinery International (中工国际) has been actively involved in overseas projects for over 20 years, focusing on the "Four Greens" concept: green design, green engineering, green manufacturing, and green industry [1][7]. - The company has established over 100 turnkey projects across more than 70 countries and regions, contributing significantly to the construction of the community of shared destiny [1][7]. Group 2: Project Highlights - As of the 2023 annual report, China National Machinery International has 35 overseas projects under construction, with over half located in Asia, including 12 in the Asia-Pacific region and 8 in West and Central Asia [2]. - Notable projects include the Uzbekistan Olympic City, the first large-scale cooperation project between China and Uzbekistan, and the largest sports complex in Central Asia upon completion [2][4]. - In Kazakhstan, the company is constructing a soda ash plant with an annual capacity of 500,000 tons, which will be the first of its kind in the country and the largest in Central Asia [2][4]. - The company is also involved in significant projects in Southeast Asia, such as the Jenarata Dam in Indonesia and the National Stadium in Cambodia, which is the largest and highest-level sports facility funded by the Chinese government [4]. Group 3: Regional Expansion - In Northeast Asia, the company is collaborating with Japan's Kōya Corporation to expand its ropeway business, aiming to align Chinese manufacturing standards with international practices [5]. - The company has successfully completed the first ropeway project in Myanmar, showcasing its capability in international markets [5][7]. - The construction of the Pokhara International Airport in Nepal, recognized as a "national honor project," highlights the company's role in enhancing local infrastructure under the Belt and Road Initiative [4][7]. Group 4: Contribution to Regional Stability - The company's projects not only promote local economic development but also contribute to regional security and stability, exemplifying the implementation of the Asian security model [7]. - The quality of the company's engineering projects has withstood natural disasters, reinforcing its reputation for creating value in Chinese engineering [7]. - Looking ahead, as cooperation with neighboring countries deepens, the company is expected to accelerate its international expansion, playing a crucial role in the construction of the community of shared destiny [7].

证券代码：002051 证券简称：中工国际 公告编号：2025－011 中工国际工程股份有限公司 第八届董事会第六次会议决议公告 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、会议召开情况 中工国际工程股份有限公司（以下简称"公司"）第八届董事会第六次会议通知于2025年3月27日以专人 送达、电子邮件方式发出。会议于2025年4月2日下午13：30在公司16层第一会议以现场和通讯相结合的 方式召开，应参与表决董事八名，实际参与表决董事八名，其中董事长王博、董事王强以通讯表决方式 参会，董事张格领和独立董事张黎群以视频方式参会。出席会议的董事占董事总数的100%，部分监事 和高级管理人员列席了会议，符合《中华人民共和国公司法》和《公司章程》的规定。由于工作安排与 会议时间冲突，公司董事长王博先生无法参加并主持本次会议。经公司董事会半数以上董事研究决定， 推举公司董事、总经理李海欣先生主持本次会议。 二、会议审议情况 本次会议以举手表决和记名投票方式审议了如下决议： 1、以8票同意，0票反对，0票弃权，同意票占本次董事会有表决票董事总数的100%，审议通过 ...

Core Viewpoint - 中工国际's stock price has decreased by 2.1% to 8.38 yuan as of March 28, 2025, with a total market capitalization of 10.209 billion yuan, ranking 9th in the professional engineering sector and 1539th in the A-share market [1] Company Announcements - 中工国际's board approved multiple resolutions during its sixth meeting of the eighth board, including the audit committee's decisions [2] - The company plans to apply for a bank credit facility of up to 44.2 billion yuan, primarily for issuing bank guarantees and letters of credit, pending shareholder approval [3] - 中工国际 intends to engage in foreign exchange derivative hedging with a maximum contract value of 4.35 billion yuan to mitigate currency fluctuation risks, also subject to shareholder approval [3] - The company will initiate a non-recourse factoring business for accounts receivable with a total limit of 1.5 billion yuan to enhance liquidity and accelerate cash flow [3] - A three-year rolling audit plan for 2025-2027 was approved, along with the 2025 audit project plan [3]

Group 1 - The company plans to conduct accounts receivable factoring business with a total limit not exceeding RMB 1.5 billion (including equivalent foreign currency) to enhance business development and improve capital efficiency [1][2] - The factoring business will be conducted with qualified institutions such as commercial banks and commercial factoring companies, with specific terms to be determined in individual contracts [2] - The factoring method will be non-recourse, meaning the company will not be liable for the repayment of the receivables once sold [2] Group 2 - The purpose of the factoring business is to activate accounts receivable, accelerate capital turnover, and enhance asset liquidity, which will improve the company's asset-liability structure and operating cash flow [2] - The board of directors has authorized the management to select partners based on factors such as funding costs, financing periods, and service capabilities [2] - The transaction period for the factoring business is set for 12 months from the date of board approval, with the possibility of extending the authorization if individual transactions exceed this period [1][2]

Core Points - The document outlines the management system for the shares held by the directors, supervisors, and senior management of Zhonggong International Engineering Co., Ltd. to ensure compliance with relevant laws and regulations [1][2][3] Group 1: General Provisions - The management system is established based on various laws including the Company Law and Securities Law to regulate shareholding and changes by the company's directors, supervisors, and senior management [1] - The system applies to all shares held by the aforementioned individuals, including those held in others' accounts [1] Group 2: Shareholding and Trading Behavior Reporting - Before trading company shares, directors, supervisors, and senior management must notify the board secretary in writing of their trading plans [2] - The board secretary is responsible for verifying the company's information disclosure and major events before the trading occurs [2][3] Group 3: Restrictions on Share Transfers - Directors, supervisors, and senior management are subject to restrictions on transferring shares, including a limit of 25% of their total shares held per year, with exceptions for certain circumstances [10][11] - Shares held by these individuals are subject to lock-up periods under specific conditions, such as during investigations or legal proceedings [10][11] Group 4: Disclosure of Share Trading - Directors, supervisors, and senior management must disclose their share trading activities within two trading days after any changes [22] - If they plan to increase their holdings, they must disclose their intentions and progress during the implementation period [19][20] Group 5: Supervision and Compliance - The company is responsible for ensuring compliance with the trading regulations and must report any violations to the relevant authorities [32][33] - The board of directors must recover any profits made from illegal trading activities and disclose the situation accordingly [9][33]