关于西子清洁能源装备制造股份有限公司董事长增持公司股份之法律意见书 浙江金道律师事务所 新江金道律师事务所 ZHEJIANG BRIGHTEOUS LAW FIRM 网址:www.zjblf.com 关于西子清洁能源装备制造股份有限公司董事长增持公司股份之法律意见书 浙江金道律师事务所 关于西子清洁能源装备制造股份有限公司 董事长增持公司股份之 浙江金道律师事务所 法律意见书 二〇二五年十月十日 浙江会道律师事务所 浙江省杭州市文二路 391 号西湖国际科技大厦 A 座 9-12 楼 邮政编码:310012 总机: 0571-87006666 传真: 0571-87006661 关于西子清洁能源装备制造股份有限公司 董事长增持公司股份之法律意见书 (2025) 法意书第 349 号 致:西子清洁能源装备制造股份有限公司 第1页共5页 关于西子清洁能源装备制造股份有限公司董事长增持公司股份之法律意见书 浙江金道律师事务所 3、对于出具本法律意见书至关重要而又无法得到独立证据支持的事实,本 所律师依赖于有关政府部门、公司、增持人或其他有关单位出具的有关说明或证 明文件发表意见。 4、本所律师仅就与本次增持有关的法 ...

Core Insights - The other power equipment sector experienced a significant increase of 4.3% on October 9, with Yingjie Electric leading the gains [1] - The Shanghai Composite Index closed at 3933.97, up 1.32%, while the Shenzhen Component Index closed at 13725.56, up 1.47% [1] Sector Performance - Yingjie Electric (300820) saw a closing price of 62.26, with a remarkable increase of 20.01% and a trading volume of 162,100 shares, amounting to a transaction value of 932 million [1] - Aike Saibo (688719) closed at 44.80, up 14.05%, with a trading volume of 54,300 shares and a transaction value of 234 million [1] - Rongfa Nuclear Power (002366) closed at 8.31, up 10.07%, with a trading volume of 1,672,300 shares and a transaction value of 1.373 billion [1] - Other notable performers include Dongfang Electric (600875) with a 10.01% increase, closing at 21.22, and Shanghai Electric (601727) with a 9.96% increase, closing at 10.38 [1] Capital Flow - The other power equipment sector saw a net inflow of 2.194 billion in main funds, while retail funds experienced a net outflow of 990 million [3] - The overall capital flow indicates a mixed sentiment, with institutional investors showing interest while retail investors withdrew funds [3]

Core Viewpoint - The report highlights the successful completion of China's first ship-based green methanol refueling operation at Ningbo Zhoushan Port, marking a significant milestone in the development of green fuel capabilities in the region [3]. Market Review - In September, the CSI 300 Index rose by 3.20%, while the public utility index increased by 0.41% and the environmental index by 0.77%. The relative monthly returns for these indices were -2.80% and -2.43% respectively [2]. - Among the 31 primary industry sectors, public utilities and environmental sectors ranked 13th and 11th in terms of growth. The environmental sector saw a 0.77% increase, while the electricity sector's thermal power rose by 2.34%, and hydropower fell by 3.08% [2]. Important Events - The successful refueling of the "COSCO Shipping Libra" with 230 tons of green methanol at Ningbo Zhoushan Port signifies the port's capability to handle LNG, biofuels, and methanol, enhancing its status as an international hub [3]. - This operation involved collaboration between China Ship Fuel, Zhejiang Port Group, and Ningbo Zhoushan Port Group, utilizing seven specialized methanol transport tankers and explosion-proof refueling equipment [3]. Investment Strategy - Public Utilities: Recommendations include Huadian International for thermal power, Longyuan Power and Three Gorges Energy for renewable energy, and China Nuclear Power for stable nuclear power operations [4][5]. - Environmental Sector: Focus on companies like China Everbright Environment and Zhongshan Public Utilities, as well as opportunities in the domestic waste oil recycling industry due to upcoming EU SAF policies [5].

Summary of Xi Zi Energy Conference Call Company Overview - **Company**: Xi Zi Energy - **Major Shareholder**: Xi Zi Holding Group, which owns Xi Zi Elevator and Xi Zi Aviation, providing strong financial backing [2][5] Key Points and Arguments - **Management Change**: The company has undergone a significant management change with Wang Kefi, son of the actual controller Wang Shuifu, taking over as chairman in May 2023. This shift indicates a transition from a professional management team to direct control by the actual controller, potentially bringing more resources and development momentum [2][4][9] - **Financial Health**: The company has a solid financial position with approximately 3.4 billion RMB in cash. It has successfully resolved convertible bond pressures and delisted the bonds, eliminating negative market factors and laying a foundation for future growth [2][8] - **Core Growth Drivers**: The primary growth drivers for the company are in the nuclear power and solar thermal sectors. The company has established long-term strategic partnerships with China General Nuclear Power Group and China National Nuclear Corporation. The first phase of the nuclear power workshop at the Tongxian base has been put into operation, and a joint venture has been established, which is expected to accelerate business growth [2][6][7] - **Future Profitability Forecast**: The company is projected to achieve profits of approximately 400 million RMB in 2025 and 500 million RMB in 2026. In the long term, within the next 3 to 5 years, it is expected to reach a profit potential of 800 million to 1 billion RMB. Breakthroughs in controlled nuclear fusion could further enhance the company's valuation [2][10][11] - **Valuation Potential**: Currently, the company's valuation is in the range of 20 to 30 times earnings, with significant potential for both earnings and valuation increases in the future [3][10][11] Additional Important Information - **New Initiatives**: The management change has led to the establishment of a new nuclear electronics company, emphasizing the importance of the nuclear power business and promoting overall business development through both organic growth and external expansion [2][9] - **Market Confidence**: The chairman's plan to increase his shareholding by investing between 30 million to 50 million RMB without a price cap within the next six months reflects confidence in the company's future development [4]

Core Insights - Xizi Clean Energy's stock price increased by 0.53% on September 30, with a trading volume of 752 million yuan, indicating a stable market performance [1] - The company experienced a net financing outflow of 781.66 million yuan on the same day, with a total financing balance of 2.11 billion yuan, which is high compared to historical levels [1] - For the first half of 2025, Xizi Clean Energy reported a revenue of 2.794 billion yuan, a year-on-year decrease of 6.49%, and a net profit of 148 million yuan, down 56.81% year-on-year [2] Financing and Stock Performance - On September 30, Xizi Clean Energy had a financing buy-in of 59.6899 million yuan, with a financing balance of 2.11 billion yuan, accounting for 1.49% of its market capitalization [1] - The company's financing balance is above the 90th percentile of the past year, indicating a high level of leverage [1] - The stock's short selling activity showed a repayment of 9,900 shares with no new short sales, resulting in a short balance of 67.46 million yuan, also above the 80th percentile of the past year [1] Shareholder and Dividend Information - As of September 19, the number of shareholders increased by 14.84% to 29,900, while the average number of circulating shares per person decreased by 4.04% to 27,543 shares [2] - Since its A-share listing, Xizi Clean Energy has distributed a total of 1.923 billion yuan in dividends, with 295 million yuan distributed over the last three years [3] - Institutional holdings show that Hong Kong Central Clearing Limited is the fifth-largest shareholder, increasing its stake by 292,400 shares, while several ETFs have also increased their holdings [3]

Core Insights - The world's first "dual-tower single machine" solar thermal energy storage power station has commenced trial operation, marking a significant advancement in solar thermal power generation technology [1][2] - The "dual-tower single machine" model improves optical efficiency by 24% compared to the previous "single tower single machine" model, indicating China's leadership in the development of tower-type solar thermal power stations [1] - The upgraded "triple-tower single machine" technology has passed feasibility verification, with a project set to be developed by Kesen Technology in Qinghai [1][2] Industry Developments - Kesen Technology has submitted a prospectus to the Hong Kong Stock Exchange, holding a leading market share of 57.9% in total design capacity and 55.0% in project quantity for tower-type solar thermal projects in China from 2021 to 2024 [2] - The National Development and Reform Commission and the National Energy Administration have set a target for new energy storage installations to reach over 180 million kilowatts by 2027, driving direct investment of approximately 250 billion yuan [2] Company Strategies - The company is focusing on various new energy storage technologies, including molten salt storage, green hydrogen, green ammonia, and thermal chemical storage [3] - The company has established partnerships and investments in battery storage technologies, including SOFC and vanadium flow batteries, to enhance its energy storage capabilities [3] Financial Outlook - The company is projected to achieve net profits of 423 million, 550 million, and 700 million yuan for the years 2025 to 2027, with corresponding PE ratios of 33.5x, 25.8x, and 20.3x [3] - The company has a strong financial position with cash reserves of 3.413 billion yuan as of mid-2025, indicating robust operational cash flow and improving profitability [3]

Performance Forecasts - Yinglian Co., Ltd. expects a net profit growth of 1531.13% to 1672.97% year-on-year for the first three quarters [1] - Dalian Heavy Industry anticipates a net profit growth of 19.91% to 28.52% year-on-year for the first three quarters [1] Project Investments - Wharton Technology plans to invest in the enhancement of membrane materials and membrane components [1] - Jiufeng Energy intends to invest in a coal-to-natural gas project in Xinjiang [1] Contract Awards - Qiaoyin Co., Ltd. is pre-awarded a contract worth approximately 512 million yuan for integrated sanitation operations in Laishui County, Baoding City, Hebei Province [1] - Dash Smart signed a contract for a smart hospital project worth 113 million yuan [1] Equity Acquisitions - Conch New Materials plans to acquire 51% equity in North China Plastics [1] - Suochen Technology intends to acquire 60% equity in Likong Technology [1] - Jingye Intelligent plans to acquire 51% equity in Hefei Shengwen for 108 million yuan [1] - Landi Group plans to acquire 20.1667% equity in Jujia Technology for 121 million yuan [1] Share Buybacks - Hanshuo Technology plans to repurchase shares worth between 150 million yuan and 300 million yuan [2] - Youke De intends to spend between 8 million yuan and 10 million yuan on share buybacks [2] H-Shares - Jinghe Integrated Circuit has submitted an application for H-share issuance and listing on the Hong Kong Stock Exchange [2] - Lingyi Manufacturing is planning to issue H-shares and list on the Hong Kong Stock Exchange [2] - Changchun High-tech has submitted an application for the issuance of H-shares [2] Shareholding Changes - Senba Sensor's actual controller plans to reduce holdings by no more than 1.09% [3] - Erkang Pharmaceutical's controlling shareholder intends to reduce holdings by no more than 2.04% [3] - Andeli's BVI Donghua plans to reduce holdings by no more than 1.00% [3] - Zhiyang Innovation's controlling shareholder and its concerted actioner plan to reduce a total of no more than 4.225 million shares [3] - Xizi Clean Energy's chairman plans to increase holdings by 30 million to 50 million yuan [3] Other Activities - Luoxin Pharmaceutical plans to raise no more than 842 million yuan for innovative drug research and development projects [3] - Huaxin Xinchang has received project designation notification from Jiangqi Group [3] - Jinpu Garden plans to raise no more than 129 million yuan through a private placement to Nanjing Lisen [3]

Core Viewpoint - The chairman of Xizi Clean Energy, Wang Kefe, plans to increase his holdings in the company's A-shares between September 29, 2025, and March 29, 2026, with an investment amount ranging from 30 million to 50 million yuan [1] Summary by Relevant Sections - **Investment Plan** - The planned increase in shareholding will be executed through centralized bidding transactions [1] - The investment amount is set to be no less than 30 million yuan and no more than 50 million yuan [1] - There is no specified price range for the share purchase; the implementation will depend on the stock price fluctuations and overall market trends [1] - **Funding Source** - The funds for this share purchase will come from the chairman's own resources [1]

Core Viewpoint - The chairman of Xizi Clean Energy, Wang Kefa, plans to increase his holdings in the company's A-shares through centralized bidding, with a total investment amount between 30 million and 50 million yuan starting from September 29, 2025 [1]. Summary by Categories - **Company Announcement** - Xizi Clean Energy announced that its chairman, Wang Kefa, intends to increase his shareholding in the company [1]. - **Investment Details** - The planned increase in shareholding will occur within six months, with a total investment amount not less than 30 million yuan and not exceeding 50 million yuan [1].

Group 1 - Yinglian Co., Ltd. expects a net profit of 34.5 million to 37.5 million yuan for the first three quarters of 2025, representing a year-on-year increase of 1531% to 1673% [1] - China CNR Corporation signed major contracts totaling approximately 54.34 billion yuan, accounting for 22% of its expected revenue for 2024 [1] - Shengmei Shanghai reported a total order amount of 9.072 billion yuan, a year-on-year increase of 34.1% [2] Group 2 - Fulian Precision plans to increase capital in its subsidiary Jiangxi Shenghua with a total investment of 35.63 billion yuan, which is expected to constitute a major asset restructuring [3] - Aimeike has obtained a drug registration certificate for Minoxidil topical solution, which is used for treating male pattern baldness [4] - Guolin Technology is planning to acquire 91.07% of Kailianjie’s equity for cash, which is expected to constitute a major asset restructuring [5] Group 3 - Baicheng Co. plans to purchase 55% of Shanghai Canxi Engineering Equipment Co. and will suspend trading of its stock starting September 30, 2025 [6][7] - Diaowei is planning to acquire equity in Rongpai Semiconductor and has suspended trading of its stock [8] - Xiatun New Energy signed a strategic cooperation framework agreement with Zhongwei Co. to establish a long-term partnership in the supply chain for solid-state lithium battery materials [9] Group 4 - Lingyi Zhi Manufacturing is planning to issue H-shares and list on the Hong Kong Stock Exchange to enhance its international strategy [10] - Baicheng Pharmaceutical received clinical trial approval for its innovative drug BIOS-0623-Z4, which targets cancer pain treatment [11] - Weide Information announced a preliminary transfer price of 40.33 yuan per share, representing a 26% discount to its closing price [12] Group 5 - Huayou Cobalt's subsidiary signed contracts with LGES for the supply of 76,000 tons of ternary precursor materials and 88,000 tons of ternary cathode materials from 2026 to 2030 [13] - Hubei Energy signed a cooperation agreement with the Xiangyang Municipal Government to invest 26.7 billion yuan in clean energy projects [14]