2023 年年度股东大会决议公告 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。 重要提示 ： 1、本次股东大会未出现否决议案的情形； 2、本次股东大会召开期间没有出现增加或变更提案的情况； 3、本次股东大会不涉及变更以往股东大会已通过的决议； 证券代码：002583 证券简称：海能达 公告编号：2024-042 海能达通信股份有限公司 4、本次股东大会采取现场会议和网络投票的表决方式。 一、会议召开和出席情况 1、召开时间 （1）现场会议于 2024 年 5 月 21 日 14：30 开始； （2）网络投票时间：通过深圳证券交易所交易系统投票的时间为 2024 年 5 月 21 日上午 9:15-9:25、9:30-11:30 和 13:00-15:00；通过深圳证券交易所互联网投票系 统投票的时间为 2024 年 5 月 21 日 9:15-15:00。 2、会议召开地点 深圳市南山区科技园北区北环路海能达大厦会议室。 3、会议方式 现场记名投票、网络投票相结合的方式。 4、会议召集人：公司董事会 5、会议主持人：董事、总经理蒋叶林先生 6、本次会议的召集 ...

国浩律师（深圳）事务所 关于 海能达通信股份有限公司 2023 年度股东大会 之 法律意见书 GLG/SZ/A1742/FY/2024-440 致：海能达通信股份有限公司 国浩律师（深圳）事务所（以下简称"本所"）接受海能达通信股份有限公司 （以下简称"公司"）的委托，指派律师出席了公司 2023 年度股东大会（以下简 称"本次股东大会"）。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》"）、《上市公司股东大会规 则》（以下简称"《股东大会规则》"）、《上市公司治理准则》（以下简称"《治 理准则》"）等法律、行政法规、规范性文件以及《海能达通信股份有限公司章程》 （以下简称"《公司章程》"）的规定，就公司本次股东大会的召集和召开程序、 召集人和出席人员资格、本次会议审议的议案、会议表决程序和表决结果等事宜出 具法律意见书。 为出具本法律意见书，本所律师出席了本次股东大会，并对本次股东大会的相 关资料和事实进行了审查，查阅了本所律师认为出具法律意见书所必需查阅的文 件，并对有关问题进行了必要的核查和验证。 本所同意将本法律意见书随公司本次股东大会的决议 ...

证券代码：002583 证券简称：海能达 公告编号：2024-041 海能达通信股份有限公司（以下简称"公司"）已于 2024 年 4 月 30 日在巨 潮 资 讯 网 上 披 露 了 《 2023 年 年 度 报 告 》 ， 详 见 信 息 披 露 媒 体 巨 潮 资 讯 网 （http://www.cninfo.com.cn）。 为便于广大投资者更加全面深入地了解公司 2023 年度的经营业绩、发展战 略等情况，公司将于 2024 年 5 月 24 日（星期五）15:00-17:00 举办 2023 年度业 绩说明会。本次业绩说明会将采用网络远程互动的方式举行，参会方式如下： 1.APP/小程序： 下载"进门财经"App 或登录"进门财经"微信小程序，搜索"002583"、 "海能达"或者扫描以下参会二维码，进入"海能达（002583）2023 年度业绩说 明会"，点击进入会议。 2.PC 端： 访问网址 https://s.comein.cn/A9GzQ ，进入 "海能达（002583）2023 年 度业绩说明会"，点击进入会议。 海能达通信股份有限公司 关于举行 2023 年度网上业绩说明会的公告 本 ...

Financial Performance - The company's operating revenue for 2023 was ¥5,653,054,431.61, a slight increase of 0.00% compared to ¥5,652,823,157.64 in 2022[5] - The net profit attributable to shareholders was -¥387,856,453.48, representing a decrease of 195.18% from ¥407,477,047.27 in the previous year[5] - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥97,513,302.69, an increase of 64.34% from ¥59,335,184.26 in 2022[5] - The net cash flow from operating activities was ¥685,852,686.91, up by 10.04% from ¥623,269,824.62 in 2022[5] - The total assets at the end of 2023 were ¥11,820,097,763.22, a 2.70% increase from ¥11,509,573,258.82 at the end of 2022[5] - The net assets attributable to shareholders decreased by 5.34% to ¥5,871,114,485.32 from ¥6,202,305,926.13 in 2022[5] - Total revenue for the reporting period was approximately ¥5.65 billion, showing a slight increase of 0.00% compared to the previous year[77] - Revenue from professional wireless communication equipment manufacturing was approximately ¥4.64 billion, accounting for 82.01% of total revenue, a decrease of 1.56% year-over-year[77] - Domestic sales reached approximately ¥2.98 billion, representing 52.75% of total revenue, with a year-over-year increase of 6.99%[77] - Overseas sales were approximately ¥2.67 billion, accounting for 47.25% of total revenue, reflecting a decrease of 6.80% compared to the previous year[77] - The company reported a comprehensive diluted earnings per share of -¥0.2133 for the latest share capital calculation[164] Research and Development - The company has applied for a total of 536 patents, enhancing its intellectual property layout in growth-oriented businesses[44] - The company has applied for a total of 3,224 patents, with 1,969 patents granted, primarily consisting of invention patents[65] - The company has a total of 2,422 R&D personnel, with 1,656 holding a bachelor's degree[92] - The proportion of R&D personnel with master's degrees increased by 4.80% to 502 in 2023, while the number of personnel aged 30 and below rose by 2.22% to 784[115] - Research and development expenses decreased by 4.45% to 901,268,714.65 yuan, mainly due to a reduction in consulting fees[102] - Research and development expenditure amounted to approximately ¥835.72 million, a decrease of 9.91% from ¥927.66 million in 2022, representing 14.78% of total revenue[117] Product Development and Innovation - The company has increased its R&D investment in integrated communication, intelligent dispatch, satellite communication, AI, and chip technologies, forming a "2+3+1" product strategy[14] - The company launched several new products, including the rugged large-screen industry application terminal PNC460 and the explosion-proof commercial intelligent public network intercom P30[18] - The company launched a new generation of integrated portable base stations for emergency rescue scenarios, achieving full commercial use domestically and internationally[1] - The company launched new commercial walkie-talkie models G32/G36 and S series, targeting the commercial sector as a new profit growth point[47] - The company launched new products including the H series entry-level industry terminals and new generation Tetra handhelds, enhancing product performance significantly[191] - The company is developing a new generation of narrowband digital communication systems aimed at public safety, railways, and industrial markets, enhancing product performance and user satisfaction[102] Market Expansion and Sales - The company is focusing on digital marketing and expanding its sales model to include direct sales, channel sales, and digital marketing strategies[30] - The company is actively expanding its market presence in South Asia, Central Asia, the Middle East, the Americas, and Africa, with numerous pilot projects underway[58] - The company has established over 90 branches globally, covering more than 120 countries and regions, enhancing its ability to respond to communication needs[62] - The company is actively expanding its market presence along the "Belt and Road" initiative, with successful project deliveries and partnerships established in various regions[74] - The company aims to enhance its global marketing network and establish a one-stop marketing platform through digital means[142] Operational Efficiency - The company aims to enhance operational efficiency through refined management practices and has established a comprehensive service system to support global users[60] - The company has streamlined its operations and improved efficiency through process optimization and data automation[100] - The company has optimized its financing structure to lower costs and ensure cash flow safety[100] - The company’s comprehensive gross profit margin has improved, and the structure of interest-bearing liabilities has been optimized, leading to a reduction in interest expenses year-on-year[42] Strategic Partnerships and Collaborations - The company signed a strategic cooperation agreement with China Telecom Quantum Technology Co., Ltd. to collaborate on quantum intercom systems, advancing into cutting-edge communication technology[46] - The company has established "Hainengda Academy" to cultivate high-quality professionals with international perspectives in the specialized communication industry[143] Awards and Recognition - The company received three significant awards at the 2023 International Critical Communications Awards for its innovations in broadband private networks[58] - The company has been recognized with multiple honors, including "National High-tech Enterprise" and "National Technology Innovation Demonstration Enterprise," enhancing its reputation in technology innovation[65] Inventory and Cost Management - The cost of raw materials accounted for 96.74% of the total operating costs, showing a decrease of 16.17% compared to the previous period[86] - The company reduced its inventory level to 91,664 units, down 14.45% from 107,152 units in the previous year[98] Future Outlook - The company aims to maintain its leading position in the global narrowband digital private network sector through continuous innovation[102] - The company is committed to high-quality development driven by intelligent manufacturing and strong growth momentum in its EMS business[129] - The company emphasizes its mission to create value for users and enhance communication efficiency and safety in various sectors[189]

Financial Performance - Total revenue for Q1 2024 reached CNY 1,421,692,574.12, an increase from CNY 1,206,897,374.20 in the same period last year, representing a growth of approximately 17.7%[8] - Net profit for Q1 2024 was CNY 100,544,059.87, compared to a net loss of CNY 61,292,975.90 in Q1 2023, indicating a significant turnaround[6] - Operating profit for Q1 2024 was CNY 125,632,817.36, a recovery from an operating loss of CNY 64,509,869.89 in the previous year[6] - The company's operating revenue for the reporting period increased by 408.62 million yuan, representing a growth of 47.68% compared to the previous year[29] - Net profit attributable to shareholders was ¥112,263,011.79, a significant turnaround from a loss of ¥56,325,223.36 in the same period last year, marking a 299.31% increase[47] - The net profit after deducting non-recurring gains and losses was ¥86,316,254.71, compared to a loss of ¥62,036,996.12 last year, reflecting a 239.14% improvement[47] - Basic earnings per share rose to ¥0.0617, compared to a loss of ¥0.0310 in the previous year, indicating a 299.03% increase[47] - The total comprehensive income attributable to the parent company was ¥90,067,583.03, compared to a loss of ¥79,397,727.54 in the previous period[84] - Basic and diluted earnings per share improved to ¥0.0617 from a loss of ¥0.0310[84] Cash Flow and Assets - Cash flow from operating activities for Q1 2024 was CNY 21,412,122.26, a decrease from CNY 79,946,286.80 in Q1 2023[9] - The company's cash and cash equivalents at the end of Q1 2024 were CNY 884,591,293.01, compared to CNY 820,445,520.21 at the end of Q1 2023, reflecting an increase of approximately 7.8%[10] - The total assets at the end of the reporting period were ¥11,907,582,748.99, a slight increase of 0.74% from the end of the previous year[47] - The company's total assets amounted to 11.91 billion yuan, an increase from 11.82 billion yuan at the beginning of the period[41] - Cash and cash equivalents rose to ¥1,321,154,894.68, up from ¥1,157,323,921.70, indicating an increase of about 14.1%[79] - The total current assets increased to ¥7,105,432,730.04 from ¥6,967,079,130.06, reflecting a growth of approximately 2.0%[79] - Inventory increased to ¥1,857,004,617.72 from ¥1,703,018,036.70, representing a growth of approximately 9.1%[79] Liabilities and Equity - Total liabilities as of the end of Q1 2024 amounted to CNY 5,787,683,846.03, slightly up from CNY 5,779,236,202.63 at the end of the previous year[4] - The company’s long-term borrowings increased to CNY 207,875,082.10 from CNY 199,268,235.11 year-over-year, indicating a rise of approximately 4.0%[4] - The total equity of the company remained stable at CNY 4,663,527,000.78, with no significant changes compared to the previous year[4] Operating Costs and Expenses - The company's total operating costs for the reporting period were 1.20 billion yuan, compared to 953.54 million yuan in the previous period[43] - The company's income tax expense increased by 27.61 million yuan, a significant rise of 478.49% year-on-year[34] - Financial expenses rose by ¥8.97 million (31.74%) primarily due to exchange rate fluctuations[56] - The company's operating costs increased by ¥215.79 million (49.51%) due to higher sales volume during the reporting period[55] Other Income and Gains - The company reported other income of CNY 56,561,475.52 in Q1 2024, up from CNY 30,234,213.71 in the same period last year, marking an increase of about 87.0%[6] - The company's non-current asset disposal gain was 107,117.83 yuan, while government subsidies recognized in the current period totaled 28,996,351.30 yuan[24] - The net cash flow from investment activities increased by 17.88 million yuan, up 25.13% year-on-year, primarily due to a reduction in investment expenditures[34] Accounts Receivable and Impairments - The company's accounts receivable financing increased by 21.60 million yuan, a rise of 42.46% compared to the beginning of the period[26] - The company's accounts receivable decreased by ¥73.6 million (-33.41%) due to increased cash recovery from matured receivables[50] - The company reported a decrease in accounts receivable from ¥2,550,501,017.36 to ¥2,501,124,002.21, a decline of approximately 1.9%[79] - The company's credit impairment losses increased by 820,000 yuan, reflecting a 42.08% increase year-on-year[32] Future Outlook and Strategy - The company plans to continue expanding its market presence and investing in new technologies to drive future growth[3] - The company is expected to continue focusing on market expansion and new product development, although specific future guidance was not detailed in the provided content[84] - The company maintained a focus on high-quality development, with a 50% increase in specialized communication business revenue and over 80% growth in EMS business driven by orders in the new energy vehicle sector[49] Audit Status - The company has not yet audited the first quarter report, indicating that the figures may be subject to change[88]

Financial Performance - The company expects a net loss attributable to shareholders of approximately 56.33 million RMB, compared to a loss of 56.33 million RMB in the same period last year[1]. - The net profit attributable to shareholders after deducting non-recurring gains and losses is expected to be a loss of about 62.04 million RMB, compared to a loss of 62.04 million RMB in the same period last year[1]. Revenue Growth - Operating revenue is projected to increase significantly, with a year-on-year growth exceeding 40%[5]. - The main specialized communication business is expected to grow by around 50% due to the success of domestic and overseas channel expansion[5]. - The EMS business is anticipated to grow by over 80% driven by increased orders in the new energy vehicle sector[5]. Business Philosophy and Compliance - The company adheres to a high-quality development approach and a "step-by-step profitability" business philosophy[5]. - The company emphasizes strict compliance with relevant laws and regulations for timely information disclosure[6]. - The company assures that the disclosed information is true, accurate, and complete without any false records or misleading statements[4]. Performance Forecast - The performance forecast is based on preliminary calculations by the finance department and has not been audited[6]. - The performance forecast period is from January 1, 2024, to March 31, 2024[7].

Financial Performance - Total revenue for 2023 was approximately RMB 5.65 billion, remaining flat compared to the previous year, but showing a 5.17% growth when excluding the impact of the subsidiary Saipul[2] - Net profit attributable to shareholders was a loss of approximately RMB 387.86 million, a decrease of 195.18% year-on-year[3] - The net profit after deducting non-recurring gains and losses was approximately RMB 97.51 million, an increase of 64.34% compared to the previous year[3] - The weighted average return on net assets was -6.42%, down from 6.90% in the previous year, indicating a significant decline in profitability[2] Assets and Liabilities - The company recorded a total asset increase of 2.70%, reaching approximately RMB 11.82 billion at the end of the reporting period[2] - The company incurred an additional estimated liability of approximately RMB 1.77 billion due to cash guarantees related to litigation, impacting the financial results[5] - The total estimated liabilities from cash guarantees amounted to approximately RMB 5.04 billion, contributing to the net loss for the period[13] Legal Matters - The company plans to continue legal actions to protect its rights and interests amid ongoing litigation[7] Debt Management - The company has optimized its interest-bearing debt structure, resulting in a reduction in interest expenses year-on-year[3] Cautionary Note - The financial data presented is preliminary and subject to change upon final audit, highlighting the need for investors to be cautious[9]

[2024]146 China Chengxin International Credit Rating Co.,Ltd. 北京市东城区朝阳门内大街南竹杆胡同 2 号银河 SOHO5 号楼 邮编：100010 电话：（8610）6642 8877 传真：（8610）6642 6100 Building 5, Galaxy SOHO, No.2 Nanzhuganhutong,ChaoyangmenneiAvenue, Dongcheng District,Beijing, 100010 中诚信国际关于终止海能达通信股份有限公司 主体及债项信用评级的公告 海能达通信股份有限公司（以下简称"海能达"或"公司"）发行的"21 海 能 01"由中诚信国际信用评级有限责任公司（以下简称"中诚信国际"）进行信 用评级工作。中诚信国际于 2023 年 5 月 25 日出具《海能达通信股份有限公司 2023 年度跟踪评级报告》，维持公司主体信用等级为 AA-，展望由负面调整为稳 定，维持"21 海能 01"的信用等级为 AAA，上述评级结果自评级报告出具之日 起生效，有效期为受评债券的存续期。 "21 海能 01"兑付日期为 ...

二、股东股份累计质押情况 截至本公告披露日，上述股东及其一致行动人所持质押股份情况如下： | 股东 | 持股 | 持股比 | 本次质 | 本次质 | 占其 | 占公司 | 已质押股份情况 | | 未质押股份情况 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | 例 | 押前质 | 押后质 | 所持 | 总股本 | | | | | | 名称 | 数量 | | 押股份 | 押股份 | 股份 | 比例 | 已质押 | 占已质 | 未质押 | 占未质 | | | （股） | | 数量 | 数量 | 比例 | | 股份限 | 押股份 | 股份限 | 押股份 | | | | | | | | | 售和冻 | 比例 | 售和冻 | 比例 | | | | | | | | | 结数量 | | 结数量 | | | 陈清 | 712,90 | 39.21 | 286,93 | 331,13 | 46.45 | 18.21% | 322,818, | 97.49% | 211,857, | 55.49% | | 州 | 0,884 ...

中信证券股份有限公司 关于 海能达通信股份有限公司 重大诉讼进展的临时受托管理事务报告 债券代码：149460 债券简称：21 海能 01 受托管理人：中信证券股份有限公司 2024 年 4 月 重要声明 本报告依据《公司债券发行与交易管理办法》、《公司债券受托管理人执业 行为准则》、《海能达通信股份有限公司 2020 年公开发行公司债券受托管理协 议》（以下简称"债券受托管理协议"）及其他相关信息披露文件以及海能达通 信股份有限公司（以下简称"海能达"、"发行人"）出具的相关说明文件和提 供的相关资料等，由受托管理人中信证券股份有限公司（以下简称"中信证券"） 编制。中信证券编制本报告的内容及信息均来源于海能达提供的资料或说明。 本报告不构成对投资者进行或不进行某项行为的推荐意见，投资者应对相关 事宜作出独立判断，而不应将本报告中的任何内容据以作为中信证券所作的承诺 或声明。 1 一、公司债券基本情况 2019 年 7 月 9 日，发行人召开第三届董事会第四十次会议，审议通过了《关 于公司符合公开发行公司债券条件的议案》、《关于公开发行公司债券方案的议 案》和《关于提请公司股东大会授权董事会全权办理本次公开 ...