证券代码：002259 证券简称：升达林业 公告编号：2025-024 四川升达林业产业股份有限公司 股票交易异常波动公告 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、股票交易异常波动的具体情况 四川升达林业产业股份有限公司（以下简称"公司"）股票于 2025 年 5 月 21 日、22 日、23 日连续 3 个交易日收盘价格涨幅相对于深证 A 股指数偏离值累 计达到 20.30%，根据深圳证券交易所的有关规定，属于股票交易异常波动的情 形。 二、公司关注并核实的相关情况 针对公司股票异常波动，公司董事会通过电话和微信方式，对公司第一大股 东、公司全体董事、监事及高级管理人员进行了核查，现就相关情况说明如下： 1、经核查，公司未发现前期披露的信息存在需要更正、补充之处。 2、经核查，公司未发现近期公共媒体报道了可能或已经对本公司股票交易 价格产生较大影响的未公开重大信息。 5、公司第一大股东的受托人华宝信托在公司股票异常波动期间未买卖公司 股票。 6、公司不存在违反公平信息披露规定的情形。 三、是否存在应披露而未披露的信息声明 1 公司董事会声明，公司 ...

Core Viewpoint - Six ST stocks will be delisted from risk warnings and will resume trading on May 20, indicating improved financial conditions and compliance with regulatory requirements [2][4][8]. Group 1: Stocks Resuming Trading - ST Aonong will change its name to Aonong Biological and has received a standard unqualified audit report for its 2024 financials, showing a net asset of 2.566 billion and a net profit of 579 million [4]. - ST Mingjia will change its name to ST Mingjia Hui and continues to face other risk warnings due to negative net profit and low revenue, but has received approval to resume trading [5][6]. - ST Zhongtai, ST Shengda, and ST Muyou will also resume trading with name changes, having rectified previous compliance issues and received standard unqualified audit reports [8]. Group 2: Major Asset Restructuring Announcements - Xunbang Intelligent plans to acquire control of Wuxi Yindi Chip Microelectronics through a combination of share issuance and cash payments, focusing on the automotive chip sector [12]. - Huibo Yuntong intends to purchase 67.91% of Baode Computer Systems, aiming to enhance its competitive edge by integrating software and hardware solutions [13].

Summary of Key Points Core Insights - The report highlights the upcoming listings and trading activities of several companies on May 19, 2025, indicating a busy market day with multiple new entries [1][2][3]. Upcoming Listings - Company 001390 Guqi Fur Material will be available for online subscription on May 19, 2025 [1]. - Companies 301595 N Taili and 603014 N Weigao will officially list on the same day, with allocations for general institutional investors [1]. - Company 920060 Wanyuantong will also list on May 19, 2025, specifically for the public portion [1]. Suspension Announcements - Company 002092 ST Zhongtai and 002259 ST Shengda will be suspended for one day due to the announcement of the withdrawal of other risk warnings [2]. - The Invesco Great Wall S&P Consumer Select ETF (QDII) and Guotai S&P 500 ETF will also be suspended until 10:30 AM on May 19, 2025, to protect investor interests [2]. - Company 300506 *ST Mingjia will be suspended for one day following the announcement of the withdrawal of delisting risk warnings [2]. Special Suspensions - Company 000151 Zhongcheng Co. will be suspended due to plans for issuing shares to acquire assets and raise matching funds, effective from May 16, 2025 [3]. - Company 000584 *ST Gongzhi and 000622 *ST Hengli will also face suspensions due to potential delisting risks and failure to disclose periodic reports within the legal timeframe [3]. - Company 002336 *ST Renle will be suspended for one day due to the announcement of potential delisting risks [3].

Core Viewpoint - ST Shengda has successfully completed the "hat removal" process after 7 years, with the Shenzhen Stock Exchange agreeing to lift the risk warning on the company's stock, which will now be traded under the name "Shengda Forestry" [2][4]. Group 1: Company Background - The stock of Shengda Forestry was placed under risk warning on October 9, 2018, due to financial misconduct by its former controlling shareholder, Sichuan Shengda Forest Products Group Co., Ltd., which included fund occupation and unauthorized guarantees [4]. - The company has undergone significant changes, including the emergence of Huabao Trust as the largest shareholder, holding 28.33% of the company's shares as of the announcement date [5][6]. Group 2: Resolution of Core Risks - The company has resolved two major risk issues: the absence of fund occupation by the controlling shareholder and the elimination of serious violations regarding guarantees [5][6]. - All guarantee responsibilities have been fulfilled or deemed invalid by court rulings, and the company has made provisions for potential liabilities related to past guarantees [6]. Group 3: Legal Actions and Financial Recovery - The former actual controller has been sentenced to four years in prison for damaging the interests of the listed company, with other executives also receiving prison sentences [7]. - The company plans to continue legal actions against the former controlling shareholder to recover losses related to unauthorized guarantees and will actively investigate the financial status of the former shareholder to identify assets for debt repayment [7]. Group 4: Financial Performance - For the year 2024, the company reported a revenue of 733 million yuan, a decrease of 5.90%, but a significant increase in net profit to 11.99 million yuan, up 1190.67% year-on-year [8]. - In the first quarter of 2025, the company achieved a revenue of 230 million yuan, a year-on-year increase of 52.20%, with net profit rising by 177.20% to 11.37 million yuan [8]. Group 5: Stock Performance - Since April, the stock price of ST Shengda has surged by 61.86%, closing at 3.82 yuan per share on May 16, with a total market capitalization of 2.874 billion yuan [9].

Group 1: Stock Trading Anomalies - Chengfei Integration reported severe abnormal stock fluctuations, indicating a potential market sentiment overheating, with 96.91% of revenue from automotive parts and tooling, and only 1.74% from aerospace components [3] - Lijun Co. noted short-term market sentiment overheating in its stock, attributed to increased attention on military aircraft-related stocks due to geopolitical changes [4][5] - Yuzhong A stated that its stock has seen significant short-term gains, but there have been no major changes in its operational environment [8] Group 2: Risk Warnings and Suspensions - Zitian Technology received a delisting risk warning due to false financial reporting, with a deadline for rectification that was not met, leading to a potential delisting [6] - ST Mingjia announced the removal of its delisting risk warning but will continue to face other risk warnings, with a temporary suspension of trading [7] - ST Shengda's stock will be suspended for one day before resuming trading after the removal of other risk warnings [11] Group 3: Mergers and Acquisitions - Guangyang Co. is planning to acquire 100% of Ningbo Yinqiu Technology, leading to a suspension of its stock trading [9] - Electric Power Investment is also planning to acquire shares in Baiyin Hua Coal Power, with its stock set to resume trading [10] Group 4: Shareholder Reductions - Ruiling Co.'s controlling shareholder plans to reduce its stake by up to 3%, with specific figures provided for individual executives [13] - New Meixing's controlling shareholder intends to reduce its stake by up to 3% as well [14] - Yujian Intelligent's actual controllers plan to collectively reduce their stake by up to 2.99% [15] Group 5: Major Contracts - Qunxing Toys announced a 113 million yuan contract with Tencent for providing computing power services [23]

Group 1 - ST Shengda announced the removal of risk warnings and the change of its stock name from "ST Shengda" to "Shengda Forestry" effective May 20 [1] - ST Shengda's main business has shifted from home products to natural gas liquefaction and urban gas operations after significant restructuring [1][2] - The company has resolved issues related to the misuse of funds by its former controlling shareholder and has no current major shareholder or actual controller [2] Group 2 - ST Shengda is pursuing litigation related to the illegal guarantees provided by Shengda Group and aims to recover losses [3] - *ST Mingjia announced that it met the conditions for the removal of delisting risk warnings, with an audited revenue of 117 million and a net asset of 96.44 million for 2024 [3] - Despite the removal of delisting risk warnings, *ST Mingjia will continue to face other risk warnings due to negative net profits in the last three accounting years [3]

Core Viewpoint - The legal opinion letter issued by King & Wood Mallesons addresses the inquiries from the Shenzhen Stock Exchange regarding Sichuan Shengda Forestry Industry Co., Ltd.'s 2024 annual report, focusing on issues related to fund occupation and illegal guarantees by the former controlling shareholder [1][2]. Group 1: Legal Compliance and Responsibilities - King & Wood Mallesons has conducted thorough verification and ensured that the facts presented in the legal opinion letter are true, accurate, and complete, adhering to the principles of diligence and good faith [2][3]. - The law firm emphasizes that it only provides opinions on legal matters related to the inquiry and does not guarantee the accuracy of accounting or auditing data [2][3]. Group 2: Issues Raised in the Inquiry - The inquiry highlights that the former controlling shareholder, Sichuan Shengda Forest Products Group Co., Ltd., occupied company funds and provided guarantees without board or shareholder approval, leading to risk warnings for the company [3][4]. - The company claims that since the first major shareholder, Huabao Trust, took over in March 2020, there are no longer issues of fund occupation or illegal guarantees [3][4]. Group 3: Remedial Measures and Legal Actions - The company has taken several remedial measures to address the issues of fund occupation and illegal guarantees, including comprehensive audits, improving internal controls, and enhancing governance structures [5][6]. - Specific actions include pursuing legal claims against the former controlling shareholder for fund recovery, with a total of 13.53 million yuan recovered through litigation [7][8]. - The company is actively involved in ongoing litigation against banks and creditors to recover funds that were wrongfully deducted due to illegal guarantees [13][14]. Group 4: Current Legal Status and Financial Implications - As of the date of the legal opinion, the company has maintained effective internal controls and has not incurred new instances of fund occupation or illegal guarantees since January 1, 2021 [7][8]. - The company is currently involved in multiple legal proceedings, with some cases still pending in higher courts, which may impact its financial standing and obligations [22][23].

Core Viewpoint - Sichuan Shengda Forestry Industry Co., Ltd. is facing significant financial challenges, including overdue debts and potential liquidity risks, as highlighted in the inquiry from the Shenzhen Stock Exchange regarding its 2024 annual report [1][2][3]. Financial Situation - As of December 31, 2024, the company had interest-bearing liabilities totaling 262 million yuan, with overdue debts amounting to 119 million yuan [1]. - The company reported a net cash flow from operating activities of 113 million yuan, a decrease of 7.82% year-on-year [1]. - The non-current liabilities due within one year amounted to 145 million yuan, showing a significant increase compared to the beginning of the period [1]. Debt Details - The company has a loan of 143.69 million yuan from Huabao Trust, with an interest rate of 8%, due on December 31, 2025 [2][3]. - The total amount payable at maturity, including principal and interest, is 155 million yuan [3]. - After accounting for judicial freezes and other factors, the company has 179 million yuan in disposable cash [3]. Overdue Debt and Negotiations - The overdue debts include amounts owed to various creditors, totaling approximately 118.55 million yuan, with no settlements reached as of the inquiry response date [6][9]. - The company is in discussions with creditors to negotiate debt restructuring or extension plans to reduce the scale of principal and interest [6][9]. Legal Matters - The company is involved in multiple lawsuits, with a total of 380 cases received by the court, amounting to 65.94 million yuan in claims [20]. - The company has recognized provisions for expected liabilities related to these lawsuits, totaling approximately 280 million yuan [22]. Operational Impact - The overdue debts and potential liabilities are not expected to have a significant adverse impact on the company's normal operations, as the management believes that available cash and expected cash inflows will cover operational needs [9][23]. - The company has taken measures to ensure the safety of its core assets, which include LNG plants and gas stations, and has isolated these from past liabilities [23]. Future Outlook - The company plans to continue optimizing its business model and enhancing cooperation with upstream and downstream partners to improve profitability and address overdue debts [23]. - The first major shareholder, Huabao Trust, is expected to provide ongoing support to the company in managing its debt crisis [24].

证券代码：002259 证券简称：ST 升达 公告编号：2025-023 四川升达林业产业股份有限公司 关于对深圳证券交易所 2024 年年报问询函的回复 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。 深圳证券交易所上市公司管理一部： 四川升达林业产业股份有限公司（以下简称"公司"或"升达林业"）于 2025 年 5 月 7 日收到贵部《关于对四川升达林业产业股份有限公司 2024 年年报的问询函》（公司 部年报问询函【2025】第 92 号），公司高度重视并组织相关部门对问询函涉及的问题 进行逐项分析和答复。截至目前，公司和相关中介机构已对问题相关事项完成了核实、 确认工作，公司对问询函问题的答复具体如下： 问题 1：四川华信（集团）会计师事务所（特殊普通合伙）（以下简称"华信所" 或"年审会计师"）对你公司 2024 年年度财务会计报告出具了带持续经营重大不确定 性段落的无保留意见，主要涉及事项如下：截至 2024 年 12 月 31 日，升达林业有息 负债本息余额 2.62 亿元，其中逾期债务 1.19 亿元。除上述债务之外，升达林业涉及 或有事项导致 ...

北京市金杜律师事务所 关于深圳证券交易所 《关于对四川升达林业产业股份有限公司 2024 年年报的问询函》 相关事项的法律意见书 致：四川升达林业产业股份有限公司 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》）、《深圳证券交易所股票上市规则（2025 年修 订）》等法律、行政法规、部门规章及其他规范性文件（以下简称法律法规）的 有关规定，北京市金杜律师事务所（以下简称金杜或本所）接受四川升达林业 产业股份有限公司（以下简称升达林业、公司或上市公司）委托，就深圳证券 交易所于 2025 年 5 月 7 日作出的《关于对四川升达林业产业股份有限公司 2024 年年报的问询函》（公司部年报问询函〔2025〕第 92 号）（以下简称《问询 函》）的相关法律问题，出具本法律意见书。 金杜及本所律师依据《证券法》《律师事务所从事证券法律业务管理办法》 和《律师事务所证券法律业务执业规则（试行）》等规定及本法律意见书出具日 以前已经发生或者存在的事实，严格履行了法定职责，遵循了勤勉尽责和诚实 信用原则，进行了充分的核查验证，保证本法律意见书所认定的事实真实、准 确、完整 ...