安徽德力日用玻璃股份有限公司 关于开展商品期货套期保值业务的可行性分析报告 一、开展商品期货套期保值业务的目的 为有效规避和降低公司生产经营相关原材料价格波动风险，公司及子公司 拟根据生产经营计划择机开展商品期货套期保值业务，保证产品成本的相对稳 定，降低价格波动对生产经营的影响。 二、商品期货套期保值业务基本情况 1、交易品种：与公司生产经营相关的纯碱期货品种。 2、交易工具：包括但不限于期权、期货、远期等衍生品合约。 3、交易场所：境内合规公开的交易场所。 4、业务规模：公司及子公司开展商品期货套期保值的保证金金额上限不超 过人民币 0.3 亿元或等值其他外币金额。任一交易日持有的最高合约价值不超 人民币 1 亿元或等值其他外币金额。 5、资金来源：前述资金来源为自有及自筹资金。 6、期限及授权：授权期限自董事会审议通过之日起十二个月内有效。额度 在审批有效期内可循环滚动使用。如单笔交易的存续期超过了授权期限，则授 权期限自动顺延至该笔交易终止时止。 三、商品期货套期保值的风险分析 1、价格波动风险：当期货行情大幅剧烈波动时，可能无法在要求锁定的价 格买入套保或在预定的价格平仓，造成损失。 2、内部控制风 ...

鉴于重庆公司第一时间进行了整改，重庆市荣昌区生态环境局依据《中华人 民共和国水污染防治法》第八十三条及《重庆市环境行政处罚裁量基准》相关规 定，决定对德力玻璃(重庆)有限公司处以如下行政处罚：罚款伍拾捌万零玖佰参 拾柒元伍角。 上述违法行为重庆公司已按规定整改完毕。 二、对公司的影响 本次行政处罚对公司的生产经营活动未造成重大影响，也不会对公司的经营 业绩造成重大影响。公司将进一步提高环保意识，在生产过程中持续加强对环保 的控制和监督，加强对环境保护法律法规的学习，严格遵守执行环保法律法规， 切实履行环境保护责任。上述子公司处罚未触及《深圳证券交易所股票上市规则》 （2023 年修订）第九章中规定的重大违法强制退市情形。 证券代码：002571 证券简称：德力股份 公告编号：2023-039 安徽德力日用玻璃股份有限公司 关于子公司受到环保部门处罚的公告 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。 安徽德力日用玻璃股份有限公司（以下简称"公司"）全资子公司德力玻璃 （重庆）有限公司（以下简称"重庆公司"）受到环保部门处罚，现将处罚主要 内容及相关情况公告如 ...

上海市锦天城律师事务所 法律意见书 上海市锦天城律师事务所 关于安徽德力日用玻璃股份有限公司 2023 年第一次临时股东大会的 法律意见书 地址：上海市浦东新区银城中路 501 号上海中心大厦 9/11/12 层 电话：02120511000 传真：02120511999 邮编：200120 2023 年第一次临时股东大会的 法律意见书 致：安徽德力日用玻璃股份有限公司 上海市锦天城律师事务所（以下简称"本所"）接受安徽德力日用玻璃股份 有限公司（以下简称"公司"）的委托，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》"）、 《上市公司股东大会规则》（以下简称"《股东大会规则》"）等法律、法规、 规范性文件和《安徽德力日用玻璃股份有限公司章程》（以下简称"《公司章程》"） 的有关规定，指派律师列席公司 2023 年第一次临时股东大会（以下简称"本次 股东大会"），对本次股东大会相关事项进行见证，并依法出具本法律意见书。 本法律意见书仅就本次股东大会的召集和召开程序、出席本次股东大会人员 的资格、召集人资格、表决程序及表决结果发表意见，而不对本次股东大会 ...

证券代码：002571 证券简称：德力股份 公告编号：2023-038 安徽德力日用玻璃股份有限公司 2023 年度第一次临时股东大会决议公告 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、重要提示 1、为尊重中小投资者利益，提高中小投资者对公司股东大会决议的重大事 项的参与度，根据国务院办公厅《关于进一步加强资本市场中小投资者合法权益 保护工作的意见》（国办发〔2013〕110号）文件精神，本次股东大会采用中小 投资者单独计票，议案10需以特别决议通过，即由出席股东大会的股东（包括股 东代理人）所持表决权的2/3以上通过。中小投资者是指除上市公司董事、监事、 高级管理人员，或单独或合计持有上市公司5%以上股份的股东以外的其他股东。 2、对本次会议投反对票的中小投资者可以通过下列联系方式同公司取得联 系，公司将认真研究中小投资者意见，提高决策的科学性，民主性。 互动邮箱：deli@deliglass.com 互动电话：0550-6678809 3、本次会议上无否决或修改议案的情况。 4、本次会议上没有新提案提交表决。 5、"公司"或"本公司"均指安徽德力 ...

Financial Performance - The company's operating revenue for the first half of 2023 was ¥619,848,449.54, an increase of 18.41% compared to ¥523,493,466.17 in the same period last year[23]. - The net profit attributable to shareholders was a loss of ¥49,538,903.11, a decrease of 1,542.93% from a profit of ¥3,433,221.16 in the previous year[23]. - The basic and diluted earnings per share were both -¥0.1264, a decline of 1,536.36% from ¥0.0088 in the previous year[23]. - The total comprehensive loss for the first half of 2023 was CNY 72,288,601.04, compared to a loss of CNY 3,121,467.89 in the same period last year[168]. - The company reported a total revenue of 413.09 million for the first half of 2023, a decrease of 2.90% year-on-year[82]. - The overall gross profit margin for the first half of 2023 was reported at 14.18%, a decrease from the previous year[82]. - The company reported a net profit of approximately 44.65 million RMB for the first half of 2023, which is a decrease of 7.4% compared to the same period last year[183]. Cash Flow and Liquidity - The net cash flow from operating activities improved to ¥41,312,050.09, a significant increase of 254.64% compared to a negative cash flow of ¥26,714,585.75 in the same period last year[23]. - Cash and cash equivalents increased by 107.87% to ¥84,526,152.18, primarily due to increased cash flow from operating activities[52]. - The company reported a net cash outflow from investing activities of ¥108,108,929.37 for the first half of 2023, an improvement from a net outflow of ¥187,037,847.11 in the same period of 2022, indicating a reduction of about 42.2%[174]. - The company's cash and cash equivalents at the end of the first half of 2023 stood at ¥138,053,605.06, an increase from ¥117,903,416.34 at the end of the first half of 2022, representing a growth of about 17.1%[174]. Assets and Liabilities - The total assets at the end of the reporting period were ¥2,893,358,129.77, reflecting a growth of 3.49% from ¥2,795,914,849.53 at the end of the previous year[23]. - The total liabilities increased to ¥1,622,339,678.46 as of June 30, 2023, from ¥1,454,246,538.99 at the start of the year, marking an increase of about 11.5%[161]. - The total equity attributable to shareholders decreased to CNY 1,265,421,693.38 from CNY 1,319,573,266.85, indicating a decline of approximately 4.1%[161]. Operational Efficiency and Production - The company has completed technical upgrades to its glass furnace, which is expected to enhance production efficiency and capacity utilization[33]. - The company is focusing on expanding its product structure and quality, aligning with the national strategy of enhancing product variety and brand creation[45]. - The company’s photovoltaic glass furnace is expected to commence production in the third quarter after completing technical upgrades[33]. - The company has a production capacity of 400,000 glassware items per day and is undergoing a technical upgrade for lead-free optical glass products[101]. Market Strategy and Expansion - The company plans to enter the new glass materials sector and expand overseas to enhance profitability, addressing structural overcapacity and trade barriers[5]. - The company is actively expanding its overseas channels, including setting up an office in Europe to meet growing international demand[46]. - The company plans to enhance its core product competitiveness and improve risk management in response to market conditions[41]. - The company aims to launch two new product lines by the end of 2023, targeting a 15% increase in market share[179]. Research and Development - R&D expenditures increased by 239.49% to CNY 9.05 million, reflecting the company's commitment to enhancing its technological capabilities[49]. - The company is focusing on the development of new technologies and products in the glass manufacturing sector[80]. - Research and development expenses accounted for 6.8% of total revenue, indicating a focus on innovation and new product development[179]. Environmental Responsibility - The company reported a total emission of 41.37 tons of sulfur dioxide, 4.75 tons of particulate matter, and 90.37 tons of nitrogen oxides in the latest environmental report[103]. - The company has implemented advanced treatment methods for waste gas, including desulfurization, denitrification, and dust removal, to comply with local air quality standards[105]. - The company invested a total of 326.71 million yuan in environmental protection in the first half of 2023, with operational costs of 201.07 million yuan and equipment investment of 125.64 million yuan[107]. Corporate Governance and Compliance - The half-year financial report was not audited, indicating a potential area for future scrutiny[115]. - The financial statements comply with the latest accounting standards issued by the Ministry of Finance, reflecting the company's financial position, operating results, and cash flows accurately[197]. - The company has not engaged in any major litigation or arbitration matters during the reporting period[118].

第四届董事会第十九次会议相关事宜的独立意见 安徽德力日用玻璃股份有限公司第四届董事会第十九次会议 根据中国证券监督管理委员会《关于规范上市公司与关联方资金往来及上市公司对外 担保若干问题的通知》、《深圳证券交易所股票上市规则》等法律法规以及《公司章程》《独 立董事工作细则》的要求，我们作为安徽德力日用玻璃股份有限公司（以下简称"公司"） 的独立董事，现就公司 2023 年 8 月 22 日第四届董事会第十九次会议审议的相关事项发表 独立董事意见如下： 安徽德力日用玻璃股份有限公司独立董事对 一、关于控股股东及其他关联方占用公司资金和对外担保情况的独立意见 根据中国证监会《关于规范上市公司与关联方资金往来及上市公司对外担保若干问题 的通知》（以下简称"《通知》"）、《关于规范上市公司对外担保的通知》证监发（[2005]120 号）以及《公司章程》等相关法律、法规的有关规定，结合公司相关规章制度，作为公司 的独立董事，我们本着实事求是的态度， 依据客观公正的原则，我们对公司 2023 年上半 年控股股东及其他关联方占用公司资金和公司对外担保情况进行了认真负责的核查，现发 表独立意见如下： 1、公司不存在控股股东及 ...

Financial Performance - The company's revenue for Q1 2023 was CNY 297,037,435.98, representing a 21.16% increase compared to CNY 245,152,059.31 in the same period last year[6]. - The net loss attributable to shareholders was CNY -41,151,767.91, a significant decline of 1,695.09% from a profit of CNY 2,579,909.35 in the previous year[6]. - The company reported a net loss of CNY 52.7052 million for Q1 2023, a significant decline compared to a profit of CNY 2.4745 million in Q1 2022, marking a decrease of 2229.93%[23]. - Basic and diluted earnings per share were both CNY -0.1050, a decline of 1,690.91% compared to CNY 0.0066 in the same period last year[6]. - The company experienced a comprehensive loss of CNY 62,882,841.99 in Q1 2023, compared to a comprehensive income of CNY 448,326.35 in the same period last year[45]. Cash Flow - The net cash flow from operating activities improved to CNY 16,135,056.53, a 159.80% increase from a negative cash flow of CNY -26,983,812.84 in the same period last year[6]. - Cash inflow from operating activities totaled ¥288,078,247.94, up from ¥259,262,320.64 year-over-year, reflecting a growth of approximately 11.1%[47]. - Cash outflow from operating activities decreased by 14.3029 million yuan, a reduction of 5.00%, mainly due to a decrease in cash paid for purchasing goods and services[32]. - The company reported cash outflow from investing activities of ¥84,226,759.39, a decrease from ¥178,511,078.66 in the previous year, indicating a reduction of about 52.8%[48]. - The net cash flow from financing activities was ¥55,369,514.39, down from ¥149,796,898.38 in the same quarter last year[48]. Assets and Liabilities - The total assets decreased by 2.32% to CNY 2,731,114,283.05 from CNY 2,795,914,849.53 at the end of the previous year[6]. - The total liabilities decreased slightly by CNY 2.6271 million, a decline of 0.18%, indicating a stable financial position despite operational challenges[14]. - The total equity attributable to shareholders decreased by 3.57% to CNY 1,272,470,051.40 from CNY 1,319,591,882.07 at the end of the previous year[6]. - The company's total current assets amount to 912,390,778.95 CNY, a decrease from 929,268,897.82 CNY at the beginning of the year[41]. - The total liabilities decreased slightly to CNY 1,451,328,968.81 from CNY 1,453,956,087.58 year-over-year[43]. Operating Costs and Expenses - Total operating costs for Q1 2023 rose to CNY 344.0839 million, an increase of CNY 102.9509 million or 42.69% year-over-year, driven by higher sales volume and material procurement costs[23]. - Research and development expenses surged by CNY 42.544 million, a staggering increase of 625.56%, reflecting the company's intensified focus on R&D[23]. - Financial expenses increased by CNY 322.736 million, a rise of 562.44%, influenced by increased borrowing costs and foreign exchange losses[23]. - The company's gross profit margin decreased significantly, with a gross profit of CNY 34,495,861.35, resulting in a gross margin of approximately 11.6%[43]. - Other income decreased by 1.6345 million yuan, a reduction of 78.40%, mainly due to a decrease in government subsidies received compared to the same period last year[27]. Shareholder Information - The total number of common shareholders at the end of the reporting period is 22,225[37]. - The largest shareholder, Shi Weidong, holds 31.68% of shares, totaling 124,159,350 shares, with 49,000,000 shares pledged[37]. - Hangzhou Jinjiang Group holds 10.56% of shares, totaling 41,386,450 shares, with 31,570,064 shares pledged[37].

Financial Performance - The company reported a profit distribution plan based on a total of 391,950,700 shares, with no cash dividends or stock bonuses proposed[6]. - The company's operating revenue for 2022 was ¥1,123,670,139.45, representing a 17.39% increase compared to ¥957,191,856.38 in 2021[22]. - The net profit attributable to shareholders was -¥109,931,896.40, a significant decline of 1,364.33% from ¥8,694,882.21 in the previous year[22]. - The basic earnings per share decreased to -¥0.2805, down 1,363.51% from ¥0.0222 in 2021[22]. - The company reported a quarterly revenue of ¥310,871,412.55 in Q4 2022, marking a steady increase from previous quarters[26]. - The net profit attributable to shareholders in Q4 2022 was -¥110,918,485.46, indicating ongoing financial challenges[26]. - The company achieved operating revenue of 1,123.67 million yuan in 2022, a year-on-year increase of 17.39%[45]. - The gross profit margin decreased by 1.12% to 15.89% due to a 19.17% increase in operating costs, which outpaced the 17.57% growth in main business revenue[45]. - The company recorded a net profit of -109.93 million yuan, a decline of 1,364.33% year-on-year, with basic earnings per share at -0.2805 yuan[45]. - The company reported a total revenue of 1,483.57 million CNY for the year 2022, reflecting a growth of 9% compared to the previous year[103]. Cash Flow and Investments - The cash flow from operating activities showed a substantial increase to ¥53,385,359.85, up 1,602.29% from ¥3,136,086.45 in 2021[22]. - The company reported a 48.34% increase in cash inflow from financing activities, totaling ¥679,261,794.24 compared to ¥457,894,688.43 in 2021[72]. - The company experienced a decrease in cash and cash equivalents by 23.71 million yuan, compared to a decrease of 97.45 million yuan in the previous year[79]. - The company reported an investment loss of 138.94 million yuan, accounting for 12.31% of total profit[81]. - The company recognized a fair value loss of 236.02 million yuan, representing 20.91% of total profit, primarily due to inventory write-downs[82]. - The company reported a total investment of CNY 2,227,838, marking a 47.86% increase compared to CNY 1,506,750 in the previous year[90]. Operational Challenges - The company faces risks related to slower-than-expected recovery in the consumer market, with significant uncertainty regarding global market recovery[4]. - There is a risk of funding gaps due to the need for substantial investment in new projects and technological upgrades[4]. - The company reported a significant increase in raw material costs, particularly soda ash, due to supply-demand imbalances[36]. - The company is facing low overall profitability in the industry due to rising energy prices influenced by the Russia-Ukraine conflict[36]. - The company’s overall production and sales rate reached a historical low, limiting the ability to raise product prices and resulting in increased inventory[40]. - The company’s production and sales rate did not meet expectations, with a reported shortfall of 13.14% in achieving projected sales[96]. Strategic Initiatives - The company plans to enter the new glass materials sector and expand overseas to enhance profitability, although there are risks of investment misjudgments[4]. - The company is actively developing overseas channels, with self-operated export trade reaching a historical high[41]. - The company is preparing for the implementation of various industry standards to ensure stable and high-quality development[36]. - The company is investing in advanced manufacturing technologies to improve production efficiency and product quality[104]. - The company plans to enhance its export business, targeting a growth in international sales by 5.41% in the next fiscal year[108]. - The company aims to achieve a market expansion strategy that includes entering new geographical regions and increasing its product range by 9%[108]. Research and Development - Research and development expenses increased by 240.20% to CNY 8,258,126.03, up from CNY 2,427,439.31 in the previous year[67]. - The number of R&D personnel rose to 56 in 2022, a 300.00% increase from 14 in 2021, with a significant increase in the proportion of R&D staff to 2.15%[69]. - The company is actively engaged in the research and development of new glass products and technologies to enhance its competitive edge[105]. - The company has allocated 22.06 million for research and development in new technologies, focusing on photovoltaic components and conductive glass[108]. Governance and Compliance - The company emphasizes transparent information disclosure, utilizing multiple media outlets for timely updates[132]. - The company has established a comprehensive performance evaluation system linking executive salaries to annual operational targets[132]. - The company maintains complete independence from its controlling shareholder in terms of assets, business, personnel, and finance[134]. - The company has established a strong governance structure with independent directors ensuring compliance and oversight[145][148]. - The company has no related party transactions with shareholders holding more than 5% of shares, ensuring compliance with relevant laws and regulations[155]. Employee Relations - The company emphasizes the importance of mutual benefit in employee relations, aiming to create value for employees who contribute to the company's success[124]. - The total number of employees at the end of the reporting period is 2,601, with 1,744 in the parent company and 857 in major subsidiaries[170]. - The professional composition includes 1,146 production personnel, 162 sales personnel, 922 technical personnel, 42 financial personnel, and 329 administrative personnel[170]. Future Outlook - The company has set a performance guidance for 2023, aiming for a revenue growth of approximately 10% year-over-year[104]. - The company aims to increase total production capacity by 15% and achieve a sales revenue growth of no less than 18% in 2023 compared to the end of 2022[119]. - The company plans to navigate the challenges of 2023 by balancing stability and progress, preparing for both opportunities and risks in the market[193].

证券代码：002571 证券简称：德力股份 公告编号：2023-014 安徽德力日用玻璃股份有限公司 关于举行 2022 年年度报告业绩说明会的公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假 记载、误导性陈述或重大遗漏。 安徽德力日用玻璃股份有限公司（以下简称"公司"）将于2023年4月21日 （星期五）下午15:00～17:00在全景网举办2022年度业绩说明会，本次年度业绩 说明会将采用网络远程方式举行，投资者可登录全景网"投资者关系互动平台" （http://ir.p5w.net）参与本次年度业绩说明会。 参加本次说明会的人员有：本公司董事长施卫东先生，总经理俞乐先生，独 立董事王文兵先生，财务总监吴健先生，董事会秘书童海燕女士。 为充分尊重投资者、提升交流的针对性，现就公司2022年度业绩说明会提前 向投资者公开征集问题，广泛听取投资者的意见和建议。投资者可于2022年4月 20日（星期四）17:00前访问"全景• 路演天下"（https://ir.p5w.net/zj/） 或扫描下方二维码进入问题征集专题页面。公司将在2022年度业绩说明会上，对 投资者普遍关注的问题进行交 ...

Revenue and Profitability - Revenue for Q3 2022 reached ¥289,305,260.73, an increase of 22.01% compared to the same period last year[5] - Net profit attributable to shareholders was -¥2,446,632.10, a decrease of 12.66% year-on-year[5] - Net profit attributable to shareholders after deducting non-recurring gains and losses was -¥2,552,521.98, a decrease of 27.86% compared to the previous year[5] - Basic earnings per share for Q3 2022 were -¥0.0063, a decrease of 12.50% year-on-year[5] - Operating profit fell to 62.02 million yuan, a decrease of 68.72% compared to 198.27 million yuan in the previous year[30] - Total profit decreased by 1,520.27 million yuan, down 69.36%, influenced by lower operating profit and reduced investment income[31] - Net profit for the period was 3.92 million yuan, a dramatic decline of 97.19% from 139.54 million yuan year-on-year[32] - Net profit for the period was ¥392,118.44, a significant decrease of 97.2% from ¥13,954,091.85 in the previous year[51] Assets and Liabilities - Total assets at the end of the reporting period were ¥2,918,769,666.78, reflecting a growth of 12.70% from the end of the previous year[5] - The company's total assets reached 2.92 billion yuan, reflecting a 12.70% increase from the end of the previous year[21] - Total liabilities increased by 337.64 million yuan, a growth of 30.08% compared to the previous period[21] - The total liabilities increased to ¥1,460,283,588.96, up from ¥1,122,640,640.51 year-on-year, indicating a growth of 30.1%[50] - The company's total equity decreased by 8.64 million yuan, a decline of 0.59% compared to the previous period[21] - The total equity attributable to shareholders of the parent company was ¥1,437,587,006.49, slightly down from ¥1,442,235,113.08 in the previous year[50] Cash Flow - Cash flow from operating activities showed a net outflow of -¥35,756,516.12, a significant decrease of 3,854.82% year-on-year[5] - The net cash flow from operating activities decreased by ¥36.71 million, a decline of 3854.75% compared to the same period last year[35] - Cash received from sales of goods and services increased by ¥138.09 million, a growth of 21.06% year-on-year[35] - Cash outflow from operating activities increased by ¥167.22 million, a growth of 23.52% year-on-year[36] - The net cash flow from investment activities decreased by ¥17.94 million, a decline of 6.66% compared to the same period last year[38] - Cash inflow from investment activities decreased by ¥13.53 million, a decline of 37.40% year-on-year[37] - Cash inflow from financing activities increased by ¥246.68 million, a growth of 73.69% year-on-year[39] - Cash outflow from financing activities increased by ¥159.75 million, a growth of 102.32% year-on-year[39] - The ending balance of cash and cash equivalents decreased by ¥66.03 million, a decline of 78.16% compared to the beginning balance[35] - The company increased its borrowing from financial institutions, with cash received from loans increasing by ¥292.21 million, a growth of 151.01% year-on-year[39] Operational Performance - Total operating revenue for the first nine months of 2022 reached 812.80 million yuan, an increase of 18.30% compared to 687.09 million yuan in the same period of 2021[27] - Total operating costs increased to 798.48 million yuan, up 17.99% from 676.73 million yuan year-on-year[27] - Research and development expenses surged by 353.80 million yuan, a growth of 200.33%, reflecting increased investment in R&D due to capacity expansion and new channel development[27][28] - Financial expenses rose significantly by 1,502.63 million yuan, a 371.74% increase, primarily due to higher interest expenses from increased borrowings[28] - Investment income decreased by 1,879.80 million yuan, down 71.36%, largely due to reduced returns from joint ventures and the absence of prior year gains from asset transfers[28] Shareholder Information - The top shareholder, Shi Weidong, holds 31.68% of the shares, with a total of 124,159,350 shares, of which 49,000,000 are pledged[41] - The company has a total of 22,595 common shareholders as of the reporting date[41] Governance and Management - The company decided to terminate the transfer of equity in its wholly-owned subsidiary, ensuring no breach of contract or compensation obligations[43] - The company appointed a new independent director, Gao Lifang, to the board, enhancing governance and oversight[44] Other Financial Metrics - Other comprehensive income decreased by 6.31 million yuan, a reduction of 129.32%, primarily due to foreign currency translation losses[6] - The company's gross profit margin decreased, with operating profit at ¥6,201,878.80, down 68.7% from ¥19,827,223.45 year-on-year[50] - Other comprehensive income after tax was -¥9,715,483.26, compared to -¥5,618,414.96 in the previous year, indicating a decline in overall financial performance[51]