董 事 会 中国海诚 关于独立董事独立性情况的核查意见 中国海诚工程科技股份有限公司董事会 关于独立董事独立性情况的核查意见 根据中国证监会《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》等法律法规的规定，中国海诚 工程科技股份有限公司（以下简称"公司"）于2025年4月22日召开第七届董事 会第十九次会议审议通过了《关于独立董事独立性的议案》，公司董事会对现任 独立董事季立刚先生、陈强先生、黄俊先生、江英女士的独立性情况进行了核查。 经核查公司独立董事的任职经历以及签署的《中国海诚工程科技股份有限公 司独立董事独立性自查表》，公司董事会认为：公司独立董事符合中国证监会《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》中有关独立董事独立性的要求。 中国海诚工程科技股份有限公司 2025 年 4 月 24 日 1 ...

中国海诚 独立董事述职报告 中国海诚工程科技股份有限公司 独立董事 2024 年度述职报告 本人江英，作为中国海诚工程科技股份有限公司（以下简称"公司"）的独 立董事，在 2024 年的工作中，能够严格按照《中华人民共和国公司法》《上市 公司独立董事管理办法》《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》等法律法规、规范性文 件和《公司章程》《公司独立董事制度》的规定，发挥独立董事"参与决策、监 督制衡、专业咨询"的作用，忠实、勤勉地履行独立董事职责，维护公司的整体 利益和公司股东特别是中小股东的合法权益。 现将本人 2024 年履职情况报告如下： 一、个人基本情况及独立性说明 江英，1976 年 6 月出生，民主党派（九三学社社员），本科学历，英国特 许公认会计师公会成员，金融风险管理师，中国注册会计师协会会员。现任上海 清新投资管理有限公司合伙人，上海姚记科技股份有限公司（002605.SZ）独立 董事，本公司独立董事。 本人符合中国证监会《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》中有关独 ...

中国海诚 独立董事述职报告 中国海诚工程科技股份有限公司 独立董事 2024 年度述职报告 本人陈强，作为中国海诚工程科技股份有限公司（以下简称"公司"）的独 立董事，在 2024 年的工作中，能够严格按照《中华人民共和国公司法》《上市 公司独立董事管理办法》《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》等法律法规、规范性文 件和《公司章程》《公司独立董事制度》的规定，发挥独立董事"参与决策、监 督制衡、专业咨询"的作用，忠实、勤勉地履行独立董事职责，维护公司的整体 利益和公司股东特别是中小股东的合法权益。 现将本人 2024 年履职情况报告如下： 一、个人基本情况及独立性说明 陈强，1969 年 11 出生，中共党员，博士研究生。现任同济大学经济与管理 学院长聘特聘教授，博士生导师，上海市产业创新生态系统研究中心执行主任， 南通通易航天科技股份有限公司（871642.BJ）独立董事，江苏华昌化工股份有 限公司（002274.SZ）独立董事，本公司独立董事。 本人符合中国证监会《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 ...

中国海诚（002116）公告，2025年第一季度营收为10.49亿元，同比下降15.32%；净利润为4554.79万 元，同比下降17.57%。 ...

中国海诚（002116）公告，2024年营业收入68.21亿元，同比增长2.54%。归属于上市公司股东的净利润 3.35亿元，同比增长8.06%。基本每股收益0.73元/股，同比增长1.39%。公司拟向全体股东每10股派发现 金红利3.09元(含税)，送红股0股(含税)，不以公积金转增股本。 ...

Financial Performance - The company's operating revenue for 2024 reached ¥6,821,450,241.28, an increase of 2.54% compared to ¥6,652,189,061.01 in 2023[6]. - The net profit attributable to shareholders for 2024 was ¥335,354,059.79, reflecting an 8.06% increase from ¥310,339,571.09 in 2023[6]. - The net cash flow from operating activities improved significantly to ¥277,178,004.88, a 217.03% increase from a negative cash flow of ¥236,843,097.16 in 2023[6]. - The basic earnings per share for 2024 was ¥0.73, a slight increase of 1.39% from ¥0.72 in 2023[6]. - Total assets at the end of 2024 amounted to ¥6,256,544,629.59, representing a 9.39% increase from ¥5,719,607,328.58 at the end of 2023[6]. - The net assets attributable to shareholders increased by 10.71% to ¥2,548,049,194.88 at the end of 2024, up from ¥2,301,477,001.86 in 2023[6]. - The total profit for 2024 was 375 million yuan, an increase of 4.49% compared to the previous year[46]. - The company achieved a total revenue of 6.821 billion yuan in 2024, representing a year-on-year growth of 2.54%[46]. - The company reported a total of ¥23,269,249.87 in non-recurring gains and losses for 2024, down from ¥32,185,627.15 in 2023[9]. Dividend Distribution - The company plans to distribute a cash dividend of 3.09379 RMB per 10 shares to all shareholders based on a total share capital of 466,056,258 shares as of December 31, 2024[7]. - The company’s cash dividend distribution is based on a distributable profit of 483,895,281.74 CNY[149]. - The company plans to distribute a cash dividend of 3.09379 CNY per 10 shares, totaling 144,188,019.04 CNY, which represents 100% of the total profit distribution[149]. Market Strategy and Expansion - The company is expanding its international operations under the "Belt and Road" initiative, but faces risks from international economic changes and compliance issues[13]. - The company plans to optimize its market layout by prioritizing countries with stable policies and healthy economic development for its overseas projects[13]. - The company aims to achieve internationalization in market expansion, building on the systematization achieved during the 14th Five-Year Plan[105]. - Plans to optimize international market layout by leveraging opportunities from the Belt and Road Initiative for sustainable growth[105]. - The company is focusing on market expansion and new product development to enhance its competitive edge[120]. - The company is actively pursuing mergers and acquisitions to strengthen its market position[120]. Technological Innovation and R&D - The company aims to enhance its core competitiveness by developing smart manufacturing solutions and carbon management systems, while also stabilizing its core market through strategic partnerships with leading light industry manufacturers[11]. - The company is focusing on technological innovation and digital transformation to improve efficiency and quality, with an emphasis on AI applications across its operations[12]. - The company has established a joint R&D mechanism with universities and research institutions to strengthen its technological capabilities[12]. - Research and development expenses rose to 263 million yuan, an increase of 3.39%, indicating a commitment to enhancing technological innovation[57]. - The company is focusing on the development of high-performance hydrophilic tubular membranes, with ongoing research on the formulation and preparation process, aiming for significant economic and social benefits in various industries such as food fermentation and environmental protection[80]. - The ongoing research and development efforts are expected to yield significant technological and economic impacts across various sectors, reinforcing the company's competitive position[80][81]. Risk Management and Compliance - The company is facing external environment risks due to market saturation and intensified competition in the light industry sector, leading to a decline in industry gross margins year by year[11]. - The company has established a risk management platform to enhance compliance and safety measures, ensuring high-quality development[107]. - The company has committed to reducing and standardizing related party transactions following the completion of the equity transfer, ensuring fair pricing and compliance with legal regulations[171]. - There are no violations of the commitments regarding the independence of the company and avoidance of competition with related parties[173]. - The company has not engaged in any violations regarding external guarantees during the reporting period[181]. Corporate Governance - The governance structure includes a clear decision-making process with defined responsibilities among the board, management, and supervisory bodies[112]. - The company has maintained a stable number of shares held by board members, with no significant increases or decreases reported[117]. - The management team is composed of experienced individuals, with most serving terms until 2026[117]. - The company is committed to transparency, as evidenced by the detailed disclosure of shareholder meeting outcomes[116]. - The company has appointed several independent directors and supervisors with extensive academic and professional backgrounds, including members from Fudan University and Shanghai University of Finance and Economics[123][124][126]. Employee Development and Training - The company has established a training program that includes courses on artificial intelligence and digital leadership, enhancing employee skills in these areas[148]. - A total of 514 employees across subsidiaries have participated in a performance-based bonus incentive program, which has been successfully executed for the 2023 fiscal year[154]. - The company has a diverse employee educational background, with 964 holding postgraduate degrees and 2,851 holding bachelor's degrees[143]. - The company increased its R&D personnel by 10.84% to 1,094, with the proportion of R&D personnel rising to 24.22% of total staff[84]. Financial Management - The company raised a total of ¥412,768,593.51 through the issuance of 37,086,127 shares at ¥11.13 per share, with a net amount of ¥407,509,146.18 after deducting issuance costs[96]. - The company plans to utilize the remaining raised funds for subsequent project payments[96]. - The company has established a comprehensive internal control system, including financial management and legal affairs management, to enhance risk prevention and resolution capabilities[156]. - The internal control evaluation report indicates that 100% of the company's total assets and operating income are included in the evaluation scope[159]. Litigation and Legal Matters - The company is involved in significant litigation, with amounts in dispute including 50.09 million RMB and 81.88 million RMB, both of which have not yet been executed[188]. - The company has other litigation matters totaling 64.50 million RMB, with an estimated liability of 6.48 million RMB[188]. - There are no penalties or rectification situations reported during the reporting period[189]. Environmental and Social Responsibility - The company invested CNY 205,900 in targeted poverty alleviation efforts and purchased CNY 454,400 worth of agricultural products from supported counties, benefiting over 4,300 employees[169]. - The company received two awards at the Second Shanghai International Carbon Neutrality Expo for its green low-carbon technology innovations[166]. - A smart energy management platform has been established to enhance energy efficiency and support carbon footprint tracking[165].

Financial Performance - The company's operating revenue for Q1 2025 was ¥1,049,346,048.16, a decrease of 15.32% compared to ¥1,239,140,780.92 in the same period last year[4] - Net profit attributable to shareholders was ¥45,547,942.92, down 17.57% from ¥55,259,118.86 year-on-year[4] - Total revenue for Q1 2025 reached 175,459.73 million RMB, a year-on-year increase of 5.80% compared to 165,834.89 million RMB in Q1 2024[14] - Engineering contracting business accounted for 71.38% of total revenue, generating 125,233.72 million RMB, down 1.63% from 127,304.97 million RMB in the previous year[14] - The company reported a significant increase in revenue from the pulp and paper industry, which rose by 97.32% to 84,039.66 million RMB compared to 42,590.82 million RMB in the same quarter last year[14] - Total operating revenue for the current period is ¥1,049,346,048.16, a decrease of approximately 15.3% compared to ¥1,239,140,780.92 in the previous period[19] - Net profit for the current period is ¥45,547,942.92, representing a decline of 17.5% from ¥55,259,118.86 in the previous period[20] - Operating profit decreased to ¥52,232,454.42, down 17.9% from ¥63,625,701.28 in the previous period[20] Cash Flow and Assets - The net cash flow from operating activities was -¥181,555,020.71, a decline of 209.72% compared to ¥165,472,474.97 in the previous year[4] - The company's cash and cash equivalents decreased to 3,148,853,677.76 RMB from 3,367,711,076.38 RMB at the beginning of the period[16] - Cash flow from operating activities shows a net outflow of ¥181,555,020.71, compared to a net inflow of ¥165,472,474.97 in the previous period[21] - Cash and cash equivalents at the end of the period amount to ¥3,064,620,574.88, down from ¥3,291,739,235.94 at the end of the previous period[22] Assets and Liabilities - The total assets at the end of the reporting period were ¥6,301,507,627.65, an increase of 0.72% from ¥6,256,544,629.59 at the end of the previous year[4] - Total assets amounted to 6,301,507,627.65 RMB, slightly up from 6,256,544,629.59 RMB at the start of the period[18] - The company's total liabilities decreased marginally to 3,706,598,740.07 RMB from 3,708,495,434.71 RMB[18] - Non-current assets totaled 602,694,932.50 RMB, an increase from 593,418,770.06 RMB at the beginning of the period[17] Shareholder Information - The number of ordinary shareholders at the end of the reporting period was 28,749[12] - The top shareholder, China Light Industry Group Co., Ltd., holds 46.51% of the shares, totaling 216,769,435 shares[12] Expenses and Earnings - The company's basic earnings per share decreased by 16.67% to ¥0.10 from ¥0.12 in the same period last year[4] - Research and development expenses for the current period are ¥38,481,557.95, a decrease of 19.1% from ¥47,587,657.95 in the previous period[19] - Other comprehensive income for the current period is -¥893,238.97, compared to ¥258,709.52 in the previous period[20] - The company reported a significant increase in tax expenses, with current period income tax expenses at ¥5,263,379.48, compared to ¥7,689,583.46 in the previous period[20] Operational Changes - Accounts receivable financing increased by 310.18% to ¥105,327,600 from ¥25,678,500 at the beginning of the period[7] - Prepayments rose by 93.46% to ¥522,777,100, primarily due to increased advance payments for equipment and subcontracting[7] - Inventory increased by 229.33% to ¥4,210,300, influenced by new project equipment purchases[7] - Accounts receivable increased to 783,656,057.38 RMB from 759,288,719.71 RMB, indicating a rise in outstanding payments[16] Future Outlook - The company plans to expand its market presence and invest in new technologies to enhance growth prospects[14]

Group 1: Company Performance and Strategy - The company aims to efficiently convert numerous patents and software achievements into actual productivity to enhance market competitiveness and revenue growth [1][2] - The company plans to maintain performance growth by expanding traditional sectors like pulp and paper, food fermentation, and daily chemicals, while also exploring new business areas such as new energy materials and increasing overseas contract ratios [2][3] - The company has established EIM Digital Innovation Center and Smart Manufacturing Division to balance resource allocation between traditional and emerging businesses [2][3] Group 2: Market Adaptation and Innovation - The company is adapting to industry competition and changing customer demands by enhancing existing business structures to align with emerging fields like smart cities and green buildings [3][4] - The integration of AI technologies, such as DeepSeek, into the "Spring and Autumn Academy" knowledge platform has improved accuracy and is expected to enhance business outcomes through knowledge extraction and dissemination [4][5] Group 3: Risk Management and Compliance - The company employs risk management strategies for overseas expansion, including identifying country-specific risks and establishing a legal database to avoid high-risk projects [3][4] - Internal training and talent development are emphasized to strengthen compliance and risk management in international operations [3][4] Group 4: ESG and Sustainability Initiatives - The company focuses on low-carbon technologies and has established a "Dual Carbon" Innovation Center to research energy-saving and low-carbon solutions [4][5] - The company integrates green and low-carbon principles into all project phases to help clients reduce energy consumption and enhance efficiency [4][5] Group 5: Value Management and Corporate Governance - The company conducts value management through value creation, excavation, and operation, enhancing management and efficiency via digital transformation [5][6] - The company has implemented stock incentive plans and aims to seek sustainable development through mergers and acquisitions or independent incubation [5][6]

Summary of Conference Call for China Haicheng Company Overview - China Haicheng is a large comprehensive engineering company providing full-process services in the light industry engineering sector, established in 2002 from the restructuring of eight design institutes under the former Ministry of Light Industry [1][2] - The company is a subsidiary of China Poly Group and has its headquarters in Shanghai, with 12 offices in major cities across China [1][2] Core Business and Services - The company offers a one-stop smart engineering service that includes consulting, design, procurement, research and development, construction, installation, training, and project operation across various industries [2] - Key sectors served include traditional industries such as food fermentation, fine chemicals, and tobacco, as well as emerging industries like energy conservation, environmental protection, biomedicine, theme parks, modern logistics, and green buildings [2] Financial Performance - New contracts signed amounted to 8.616 billion yuan, representing a year-on-year growth of 7.49% despite a downward trend in the construction industry [4] - The company achieved both profit and revenue growth, which is considered a significant accomplishment given the current market conditions [4] Industry Trends and Insights - The company identified several strong traditional sectors: self-manufacturing, paper-making, food fermentation, daily chemicals, pharmaceuticals, and environmental protection [5] - The self-manufacturing and paper-making sectors contribute approximately one-third to the company's revenue, with new orders in these areas accounting for about 37% of total new contracts [6] - The new materials sector saw a significant increase in new orders, with a growth rate of 23.79% [6] - The pharmaceutical sector is also experiencing rapid growth, although specific figures were not detailed [6] Challenges and Market Conditions - The power generation business is facing a significant decline due to market saturation, with new orders dropping by 46% compared to the previous year [7] - The company anticipates continued declines in the environmental protection sector due to market saturation [7] - The construction industry is experiencing a general downturn, impacting the quality of some orders and payment risks from clients [20] International Expansion and Opportunities - The company is optimistic about overseas growth, particularly in the new energy sector, and is actively pursuing international contracts [20][22] - There is a focus on markets in regions like Morocco and Mexico, where clients are establishing factories to avoid tariffs on Chinese batteries [21] - The demand for paper and food products in Belt and Road Initiative countries remains strong, providing opportunities for growth [21] Technological Advancements - The company is exploring the integration of AI in design processes, which is expected to enhance efficiency and reduce costs [12][14] - AI tools are being utilized for collaborative design work, allowing for quicker iterations and improved accuracy in design outputs [12][14] - However, the company emphasizes that human expertise remains crucial in final decision-making and quality assurance [17][18] Future Outlook - The company aims to achieve a revenue target of 7 billion yuan by 2025, with a focus on increasing new orders and maintaining quality [19] - There is a commitment to continue exploring overseas markets and leveraging technological advancements to drive growth [22] Additional Notes - The company has been proactive in addressing governance and management practices in line with national policies [28] - There is ongoing discussion about potential share buybacks and cash dividends as part of shareholder value enhancement strategies [29][30]

证券代码：002116 证券简称：中国海诚 公告编号：2025-003 中国海诚工程科技股份有限公司 特此公告。 中国海诚工程科技股份有限公司 董 事 会 2025年1月25日 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。 中国海诚工程科技股份有限公司（以下简称"公司"）第七届董 事会第十八次会议通知于 2025 年 1 月 20 日以电子邮件形式发出，会 议于 2025 年 1 月 24 日（星期五）以通讯表决方式召开。会议应参加 表决的董事 12 名，实际收到表决票 12 份，符合《公司法》及《公司 章程》的规定，会议的召开合法有效。 会议以 12 票同意，0 票反对，0 票弃权，审议通过《关于部分募 集资金投资项目延期的议案》，同意公司将"'双碳'科创中心项目" 投资建设完成时间延长至 2026 年 8 月。 第七届董事会第十八次会议决议公告 ...