股票代码：002083 股票简称：孚日股份 公告编号：临 2025-025 孚日集团股份有限公司 2024 年度股东会决议公告 本公司及董监高全体成员保证信息披露的内容真实、准确和完整，没有虚假记载、 误导性陈述或者重大遗漏。 特别提示： 1.本次股东大会无否决和修改议案的情况。 2.本次股东大会不涉及变更以往股东大会已通过的决议。 一、会议召开情况 孚日集团股份有限公司（以下简称"公司"）2024 年度股东会现场会议于 2025 年 5 月 9 日下午 2:30 在公司多功能厅召开。网络投票时间为 2025 年 5 月 9 日。其 中，通过深圳证券交易所交易系统进行网络投票的具体时间为：2025 年 5 月 9 日上 午 9:15－9:25，9:30－11:30，下午 13:00－15:00；通过深圳证券交易所互联网投票 系统投票的具体时间为：2025 年 5 月 9 日 9:15-15:00 任意时间。 本次会议由公司董事会召集，董事长张国华先生主持会议。会议的召集、召开与 表决程序符合《公司法》、《上市公司股东会规则》和《公司章程》等有关规定。 二、会议出席情况 1、出席会议的总体情况 参加本次股东大会 ...

北京大成（青岛）律师事务所关于 孚日集团股份有限公司 2024年度股东会的 法律意见书 致孚日集团股份有限公司： 北京大成（青岛）律师事务所（以下简称"本所"）接受孚日集团股份有 限公司（以下简称"贵公司"）的委托，指派律师出席了贵公司于2025年5月9 日召开的2024年度股东会（以下简称"本次会议"）。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》"）、《上市公司股东会规则》（以下简称"《股东会规 则》"）、《律师事务所从事证券法律业务管理办法》（以下简称"《从业办 法》"）等法律法规、规范性文件以及《孚日集团股份有限公司章程》（以下 简称"《公司章程》"）的规定，对本次会议的召集、召开程序是否符合法律 法规、规范性文件及《公司章程》的规定，出席会议人员的资格、召集人资格 是否合法有效，表决程序与表决结果是否合法有效出具本法律意见书。 为出具本法律意见书，本所律师按照《股东会规则》的要求对本次会议所 涉及的事项进行了审查，查阅了本所律师认为出具本法律意见书所必须查阅的 文件、资料，并对有关问题进行了必要的核查和验证。本法律意见书中不存在 虚假记 ...

Core Viewpoint - Furi Group (孚日股份) has shown a rising trend in performance in recent years, but the company's financial gap is becoming apparent due to overdue heating payments from local government [1][10]. Financial Performance - For 2024, Furi Group's revenue and net profit growth rates are projected at 0.11% and 21.39% respectively, with a remarkable net profit growth rate of 40.94% for Q1 2025 [1]. - The net cash flow from operating activities has been declining over the past three years, primarily due to outstanding payments from local heating projects [1][10]. Accounts Receivable - As of the end of Q1 2025, the total amount owed to Furi Group from heating cost subsidies and accounts receivable is close to 500 million yuan [1][8]. - The company has not received approximately 320 million yuan in heating cost subsidies as of Q1 2025, and the accounts receivable from Fengcheng Pipeline Construction Investment Co., Ltd. has reached about 178 million yuan [7][11]. Government Subsidies - Furi Group is responsible for providing heating services to residents in Gaomi City, and the government provides certain cost subsidies during the heating season [3][4]. - There have been delays in the issuance of government subsidies, leading to an accumulation of receivables and a situation where previous debts remain unpaid while new debts arise [4][5]. Financial Health - As of the end of 2024, Furi Group's net cash flow from operating activities decreased by 23.84%, with a short-term funding gap of 834 million yuan [11]. - The company maintains a current ratio of 1.22, indicating a reasonable short-term solvency position, and has unused short-term bank loan limits of up to 1 billion yuan [12].

Market Overview - The Shanghai Composite Index closed at 3342.67 points, above the annual line, with a gain of 0.80% [1] - The total trading volume of A-shares reached 15050.72 billion yuan [1] Stocks Breaking Annual Line - A total of 98 A-shares have surpassed the annual line today, with notable stocks including Jinpu Titanium, Sanxiang Impression, and Houpu Co., which have deviation rates of 9.12%, 8.94%, and 7.94% respectively [1] - Stocks with smaller deviation rates that just crossed the annual line include ChuanTou Energy, Hongta Securities, and Jinbin Development [1] Top Stocks by Deviation Rate - Jinpu Titanium (000545) saw a price increase of 9.81% with a turnover rate of 6.51%, latest price at 2.35 yuan, deviation rate of 9.12% [1] - Sanxiang Impression (000863) increased by 10.14% with a turnover rate of 3.85%, latest price at 4.02 yuan, deviation rate of 8.94% [1] - Houpu Co. (300471) rose by 8.78% with a turnover rate of 10.22%, latest price at 9.91 yuan, deviation rate of 7.94% [1] Additional Stocks with Notable Performance - Bojie Co. (002975) increased by 9.99% with a turnover rate of 3.33%, latest price at 32.81 yuan, deviation rate of 7.25% [1] - Hangxin Technology (300424) rose by 6.12% with a turnover rate of 11.08%, latest price at 15.78 yuan, deviation rate of 5.43% [1] - Other notable stocks include Zhonghang Shenfei (600760) and Hongye Futures (001236) with deviation rates of 4.48% and 3.52% respectively [1]

Core Viewpoint - The company achieved strong performance in Q1 2025, driven by a dual business strategy of home textiles and new materials, resulting in revenue growth and significant profit increases [1][2]. Financial Performance - In Q1 2025, the company reported revenue of 1.364 billion yuan, a year-on-year increase of 3.55%, and a net profit of 127 million yuan, up 40.94% [1][2]. - The company's non-GAAP net profit reached 136 million yuan, marking a 57.22% increase year-on-year, setting a historical high for the same period [2]. - The gross margin for Q1 2025 was 21.21%, an increase of 3.87 percentage points year-on-year, while the net margin was 9.11%, up 2.71 percentage points [2]. Business Segments - The home textiles segment generated revenue of 3.853 billion yuan in 2024, with a gross margin of 23.31%, reflecting a 2.55 percentage point increase year-on-year [3]. - The new materials segment saw rapid growth, with combined revenue from coating materials and electrolyte additives reaching 379 million yuan in 2024, a year-on-year increase of 127.57% [3]. - The functional coating materials business achieved revenue of 202 million yuan, up 49.63% year-on-year, supported by strong order backlog and improved capacity utilization [3]. Market Expansion and R&D - The new materials business is a key growth area, focusing on dual-use functional coating materials and lithium battery electrolyte additives [4]. - In 2024, the company sold 4,304 tons of VC products, generating revenue of 177 million yuan, a remarkable year-on-year increase of 472.49% [4]. - The company has successfully entered the supplier system of major enterprises in the electrolyte sector, enhancing its market presence [4]. - The company has maintained an export ratio above 60%, with 2024 export revenue reaching 3.332 billion yuan, accounting for 62.33% of total revenue, a slight increase from 61.31% in 2023 [5]. - R&D expenses from 2022 to 2024 were 37.36 million yuan, 34.47 million yuan, and 34.95 million yuan respectively, with five new invention patents and three utility model patents granted in 2024 [5].

Group 1 - The core viewpoint of the article is that Furui Co., Ltd. (002083) reported a revenue of 1.364 billion yuan in the first quarter of 2025, reflecting a year-on-year growth of 3.55% [1] - The net profit for the same period was 127 million yuan, showing a significant year-on-year increase of 40.94% [1]

Financial Performance - The company's operating revenue for Q1 2025 was ¥1,363,635,533.89, representing a 3.55% increase compared to ¥1,316,836,257.51 in the same period last year[5] - Net profit attributable to shareholders increased by 40.94% to ¥127,469,433.58 from ¥90,444,874.04 year-on-year[5] - The net profit after deducting non-recurring gains and losses rose by 57.22% to ¥136,204,267.68 compared to ¥86,632,501.51 in the previous year[5] - Total operating revenue for the period reached ¥1,363,635,533.89, an increase of 3.9% compared to ¥1,316,836,257.51 in the previous period[18] - Net profit attributable to the parent company was ¥127,469,433.58, up from ¥90,444,874.04, reflecting a growth of 40.9%[19] - Basic earnings per share increased to ¥0.13 from ¥0.11, representing an 18.2% increase[19] Cash Flow and Liquidity - The net cash flow from operating activities increased by 10.36% to ¥120,789,771.31 from ¥109,448,289.74 year-on-year[5] - Operating cash flow net amount for the current period is CNY 120,789,771.31, an increase of 10.9% compared to CNY 109,448,289.74 in the previous period[20] - Total cash inflow from operating activities decreased to CNY 1,358,909,869.25 from CNY 1,411,825,270.69, a decline of 3.7%[20] - The net increase in cash and cash equivalents for the current period is -CNY 70,766,453.77, compared to an increase of CNY 6,679,281.03 in the previous period[20] - The ending balance of cash and cash equivalents is CNY 212,419,184.68, down from CNY 551,147,533.79 in the previous period[20] Assets and Liabilities - The company's total assets at the end of the reporting period were ¥7,664,955,036.00, a decrease of 0.50% from ¥7,703,523,315.77 at the end of the previous year[5] - Total assets decreased to ¥7,664,955,036.00 from ¥7,703,523,315.77, a decline of 0.5%[16] - Current assets totaled ¥3,190,246,304.75, slightly up from ¥3,158,782,822.98, indicating a growth of 1.0%[15] - Total liabilities decreased to ¥3,100,724,467.79 from ¥3,259,678,666.58, a decline of 4.9%[16] Shareholders' Equity - Shareholders' equity attributable to the parent company increased by 2.14% to ¥4,539,470,650.41 from ¥4,444,168,298.61 at the end of the previous year[5] - The total equity attributable to shareholders of the parent company increased to ¥4,539,470,650.41 from ¥4,444,168,298.61, a growth of 2.1%[16] Expenses and Financial Management - Research and development expenses were ¥8,832,827.88, down from ¥9,363,327.84, a decrease of 5.7%[18] - The company reported a decrease in financial expenses to ¥7,725,465.84 from ¥15,876,776.43, a reduction of 51.3%[18] Sales and Revenue Sources - The company reported a significant increase in sales revenue from its home textile and new materials projects, alongside a decrease in raw material costs[9] - The company received CNY 1,322,576,080.60 from sales of goods and services, a decrease from CNY 1,359,749,955.98 in the previous period[20] - The company paid CNY 888,133,368.32 for goods and services, down from CNY 954,603,156.02 in the previous period[20] Financing Activities - The company experienced a 10620.85% increase in receivables financing, primarily due to an increase in bank acceptance bills received[9] - Financing activities saw a net cash outflow increase of 909.22%, mainly due to a decrease in cash received from borrowings[10] - Cash inflow from financing activities decreased to CNY 1,026,100,000.00 from CNY 1,144,973,049.35, a decline of 10.4%[20] - Cash outflow from financing activities increased to CNY 1,181,195,458.86 from CNY 1,160,340,903.47, an increase of 1.8%[20] Investment Activities - Investment activities resulted in a net cash outflow that decreased by 58.28%, attributed to reduced cash payments for fixed assets and intangible assets[10] - Cash outflow from investing activities resulted in a net cash flow of -CNY 36,460,766.22, an improvement from -CNY 87,401,154.59 in the previous period[20] Audit Status - The first quarter report is unaudited[21]

Group 1: Company Performance and Market Position - The company has a market capitalization of approximately 40 billion, despite a profit of 300 million, indicating a low valuation compared to peers [2][3]. - The stock price has fallen below net asset value, suggesting it is severely undervalued [2][3]. - The company aims to enhance its market position through measures such as dividends, buybacks, and acquisitions [2][3]. Group 2: Revenue and Orders - The company has started accepting orders for July and August, indicating a full order book for April to June [7][18]. - Exports account for about 62% of the company's revenue, with nearly 50% of exports directed to the U.S. market [8][15]. - The domestic market revenue is projected to reach 7.4 billion in 2024, up from 6 billion in 2023 and 5 billion in 2022 [4][8]. Group 3: Impact of Tariffs and Market Strategy - The company faces a 36% tariff on products exported to the U.S., which has affected order volumes [6][16]. - To mitigate the impact of U.S. tariffs, the company is actively expanding into domestic and other international markets [6][16]. - The company has not established overseas warehouses to counteract tariff impacts [6][8]. Group 4: Shareholder Concerns and Management Responses - The management acknowledges the low stock price and is exploring strategies to improve market perception and shareholder value [2][3]. - There are concerns regarding the major shareholder's financial status and potential changes in ownership, but the current major shareholder remains unchanged [16][18]. - The company is committed to high-quality development and optimizing its asset allocation to enhance operational efficiency [5][18].

投资者关系活动记录表 投资者关系活动 类别 特定对象调研 分析师会议 □媒体采访 □ 业绩说明会 □新闻发布会 □ 路演活动 □现场参观 电话会议 □其他 （请文字说明其他活动内容） 活动参与人员 广发证券、长江证券、华创证券、中泰证券、国盛证券、华西 证券、国泰海通、东北证券、粤开证券、开源证券、同泰基金、 诺德基金、鹏扬基金、海富通基金、平安理财、深圳前海百创 资本。 时间 2025 年 4 月 8 日 参会方式 电话会议 公司参会人员 董事会秘书 彭仕强 交流内容及具体 问答记录 一、2024 年业绩情况 2024 年，孚日股份实现营业收入 53.46 亿元，同比增长 0.11%，归母净利润 3.48 亿元，同比增长 21.39%，扣除非经常 性损益后净利润 3.36 亿元，同比增长 21.70%。 公司盈利能力持续提升，2024 年毛利率为 18.33%，同比 增长 1.81 个百分点；净利率 5.93%，同比增长 1 个百分点。2024 年年末公司拟每 10 股派发现金红利 1.5 元，叠加中期分红和 回购注销等方式的全年分红总额达到 4.53 亿元。 家纺业务方面，2024 年，公司依托品牌、低成 ...

Core Viewpoint - Fuzhi Co., Ltd. reported a slight increase in total revenue for 2024, but faced challenges in the fourth quarter with a significant decline in net profit [1] Business Performance - Total revenue for 2024 reached 5.346 billion yuan, a year-on-year increase of 0.11% - Net profit attributable to shareholders was 348 million yuan, up 21.39% year-on-year - Non-recurring net profit was 336 million yuan, an increase of 21.7% year-on-year - In Q4, total revenue was 1.327 billion yuan, down 1.69% year-on-year, and net profit was 11.34 million yuan, a decrease of 72.23% [1] Profitability - The company's gross margin improved to 18.33%, an increase of 10.95% year-on-year - Net profit margin reached 5.93%, up 20.1% year-on-year, indicating effective cost control and enhanced product value [2] Costs and Expenses - Total sales, management, and financial expenses amounted to 353 million yuan, accounting for 6.61% of revenue, a decrease of 2.5% year-on-year, reflecting improved expense management [3] Assets and Liabilities - As of the end of 2024, cash and cash equivalents were 864 million yuan, a decrease of 38.43% from 1.403 billion yuan in 2023 - Accounts receivable stood at 777 million yuan, an increase of 20.17% year-on-year, raising concerns about collection efficiency [4] Interest-Bearing Debt - Interest-bearing debt was 2.214 billion yuan, down 29.86% from 3.156 billion yuan in 2023 - The interest-bearing asset-liability ratio was 28.73%, indicating a need to monitor debt repayment capacity [5] Cash Flow - Operating cash flow per share was 0.54 yuan, a decrease of 33.82% from 0.81 yuan in 2023 - The ratio of cash and cash equivalents to current liabilities was only 40.47%, suggesting a need for close attention to cash flow [6] Dividends and Financing - Since its listing, the company has raised a total of 1.815 billion yuan and distributed 1.845 billion yuan in dividends, resulting in a dividend-to-financing ratio of 1.02, indicating a commitment to shareholder returns [7] Main Business Analysis - The home textile business generated revenue of 3.853 billion yuan, a decline of 1.67% year-on-year, but the company maintained a solid market share in the industry [8] - The new materials business achieved revenue of 379 million yuan, a significant year-on-year growth of 127.57%, emerging as a new growth driver for the company [9]