2024 年度独立董事述职报告 （独立董事：邱冠周） 作为龙佰集团股份有限公司(以下简称"公司")第八届董事会独立董事，本着对全体 股东负责的态度，切实维护广大中小股东利益的原则，本人严格按照《中华人民共和国 公司法》《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》《上市公司独立董事管理办法》等有关法律、法规及《公 司章程》《公司独立董事工作制度》的规定和要求，勤勉尽责地履行独立董事的职责和 义务，审慎认真地行使公司和股东赋予的权利，积极参加股东大会、董事会会议，对公 司董事会审议的相关重大事项发表公正、客观的独立意见，切实维护公司和股东特别是 社会公众股股东的利益。现将2024年度履职情况汇报如下： 一、出席公司会议及投票情况 1、出席公司董事会会议情况 2024年度，本人参加董事会会议7次，具体参会情况如下： | 独立董事 | 应出席次数 | 现场出席 | 以通讯方式出席 | 委托出席 | 缺席次数 | 是否连续两次未 | | --- | --- | --- | --- | --- | --- | --- | | 姓名 | | 次数 | 次数 | 次数 | ...

承诺人：郭宇峰 2025 年 4 月 22 日 本人郭宇峰尚未取得独立董事资格证书，承诺参加最近一次独立 董事培训并取得深圳证券交易所认可的独立董事资格证书。上市公司 龙佰集团股份有限公司（002601）将公告本人的上述承诺。 独立董事候选人 关于参加最近一期独立董事培训 并取得独立董事资格证书的承诺函 ...

龙佰集团股份有限公司董事会 2025 年 4 月 22 日 1 龙佰集团股份有限公司 董事会对独立董事独立性自查情况进行评估的专项意见 龙佰集团股份有限公司（以下简称"公司"）董事会根据《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》《公司章程》《独立董事工作制度》等相关要求，就报告期内公司在 任独立董事邱冠周先生、梁丽娟女士及李力女士的独立性情况进行评估并出具如 下专项意见： 经核查，报告期内公司在任独立董事邱冠周先生、梁丽娟女士及李力女士的 任职经历以及签署的相关自查文件，上述人员未在公司担任除独立董事以外的任 何职务，也未在公司主要股东公司担任任何职务，与公司以及主要股东之间不存 在利害关系或其他可能妨碍其进行独立客观判断的关系。 因此，公司独立董事符合《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》《公司章程》《独立 董事工作制度》中对独立董事独立性的相关要求。 ...

龙佰集团（002601）公告，2025年第一季度营业收入70.54亿元，同比下降3.21%。净利润6.86亿元，同 比下降27.86%。 ...

Financial Performance - The company's revenue for Q1 2025 was ¥7,053,846,913.21, a decrease of 3.21% compared to ¥7,287,686,883.56 in the same period last year[6] - Net profit attributable to shareholders was ¥686,117,748.26, down 27.86% from ¥951,100,033.95 year-on-year[6] - Basic earnings per share were ¥0.2900, a decline of 29.27% from ¥0.4100 in the same period last year[6] - Total operating revenue for the current period is ¥7,059,577,667.39, a decrease of 3.2% from ¥7,293,834,345.35 in the previous period[24] - Net profit for the current period is ¥695,077,352.97, down 26.2% from ¥941,556,327.85 in the previous period[25] - Earnings per share decreased to ¥0.29 from ¥0.41, reflecting a decline of 29.3%[26] - Comprehensive income for the current period is ¥700,050,918.59, down 25.7% from ¥941,564,939.40[26] Cash Flow and Liquidity - The net cash flow from operating activities decreased by 35.87% to ¥217,816,196.60, compared to ¥339,654,564.96 in the previous year[6] - Cash flow from operating activities generated ¥217,816,196.60, down 35.9% from ¥339,654,564.96 in the previous period[27] - Net cash flow from financing activities amounted to ¥1,135,251,579.64, a decrease from ¥1,503,572,376.71 in the previous period, indicating a decline of approximately 24.5%[29] - Total cash and cash equivalents at the end of the period reached ¥3,672,312,346.04, up from ¥2,969,816,509.44, reflecting an increase of about 23.6%[29] - Cash inflow from financing activities totaled ¥8,652,095,630.43, compared to ¥13,980,864,118.82 in the prior period, showing a decrease of approximately 38.5%[29] - Cash outflow from financing activities was ¥7,516,844,050.79, down from ¥12,477,291,742.11, representing a reduction of about 39.5%[29] - Net cash flow from investing activities was -¥401,681,586.44, an improvement from -¥480,868,868.99, indicating a reduction in cash outflow by approximately 16.5%[29] - Cash outflow from investing activities totaled ¥459,754,316.64, compared to ¥481,127,693.33 in the previous period, reflecting a decrease of about 4.4%[29] - The impact of exchange rate changes on cash and cash equivalents was ¥21,485,820.42, compared to ¥6,278,292.00, indicating a significant increase in foreign exchange gains[29] - The company’s cash and cash equivalents increased by ¥972,872,010.22 during the period, compared to an increase of ¥1,368,636,364.68 in the previous period, showing a decline of about 28.9%[29] Assets and Liabilities - Total assets increased by 1.55% to ¥67,228,305,440.10 from ¥66,200,879,676.09 at the end of the previous year[6] - The total assets of the company stood at CNY 67,228,305,440.10, up from CNY 66,200,879,676.09, reflecting a growth of about 1.55%[20] - Total liabilities decreased from CNY 29,894,692,058.86 to CNY 26,423,563,319.13, a reduction of about 11.06%[21] - Long-term borrowings increased significantly from CNY 9,212,678,697.65 to CNY 12,979,931,255.01, marking an increase of approximately 40.25%[21] - Total liabilities increased slightly to ¥40,720,141,464.61 from ¥40,408,571,305.08, reflecting a growth of 0.8%[22] - Total equity attributable to shareholders increased to ¥23,707,230,695.37, up 3.1% from ¥23,004,001,565.74[22] Operational Efficiency - The net cash flow impact from exchange rate changes increased by 242.22% to ¥21,485,820.42, compared to ¥6,278,292.00 in the same period last year[15] - The company reported a 60.16% decrease in commission expenses, totaling ¥2,004.49, compared to ¥5,031.96 in the previous year[13] - The company reported a decrease in sales expenses to ¥91,606,848.86, down 27.6% from ¥126,499,894.43[25] - Research and development expenses increased to ¥278,005,324.72, up 17.1% from ¥237,454,109.82[25] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 100,698[16] Inventory and Receivables - The company’s inventory increased slightly from CNY 7,736,809,246.16 to CNY 7,785,665,618.74, which is an increase of approximately 0.63%[19] - Accounts receivable rose to CNY 4,064,916,232.09 from CNY 3,553,318,594.68, indicating an increase of approximately 14.36%[19] Audit and Reporting - The first quarter report was not audited, which may affect the reliability of the financial data presented[30]

Financial Performance - The company's operating revenue for 2024 was ¥27,513,124,442.06, representing a 2.80% increase from ¥26,764,876,739.31 in 2023[25]. - The net profit attributable to shareholders for 2024 decreased by 32.79% to ¥2,168,585,326.01 from ¥3,226,436,981.81 in 2023[25]. - The cash flow from operating activities increased by 11.54% to ¥3,797,295,902.47 in 2024 compared to ¥3,404,357,756.08 in 2023[25]. - Basic earnings per share for 2024 were ¥0.91, down 34.06% from ¥1.38 in 2023[25]. - Total assets at the end of 2024 were ¥66,200,879,676.09, a 3.74% increase from ¥63,817,240,694.66 at the end of 2023[25]. - The company's net assets attributable to shareholders increased by 2.32% to ¥23,004,001,565.74 at the end of 2024 from ¥22,482,081,594.41 at the end of 2023[25]. - The company reported a significant decline in net profit, with the weighted average return on equity dropping to 9.78% in 2024 from 14.56% in 2023[25]. - The fourth quarter of 2024 saw a net profit attributable to shareholders of -¥395,069,886.72, indicating a loss for that period[29]. - The company recorded non-operating losses of -¥33,513,445.59 in 2024, compared to -¥9,464,198.05 in 2023[31]. - The total profit for the period was 2.912 billion yuan, a decrease of 25.66% compared to the previous year, while net profit attributable to shareholders was 2.169 billion yuan, down 32.79% year-on-year[105]. Dividend Policy - The company reported a plan not to distribute cash dividends, issue bonus shares, or increase capital from reserves[6]. - The company distributed a cash dividend of ¥6 per 10 shares in May 2024, totaling ¥1.43 billion, and a cash dividend of ¥3 per 10 shares in December 2024, totaling ¥713 million[115]. - The total accumulated dividends since the company’s listing have exceeded ¥18 billion, demonstrating a commitment to shareholder returns[116]. - The company plans to distribute cash dividends of RMB 6 per 10 shares in Q1 2024 and RMB 3 per 10 shares in Q3 2024, totaling RMB 2.144 billion[175]. - The company has maintained a consistent cash dividend policy, distributing over RMB 18 billion to shareholders since its listing[180]. Market Position and Industry Insights - The company has a strong position in the titanium industry, being a leading player with over 30 years of experience and a robust R&D capability[35]. - The global titanium dioxide (TiO2) production capacity is projected to reach 9.93 million tons in 2024, with China contributing 6.117 million tons, representing a dominant market share[43]. - The titanium dioxide market is expected to grow at a compound annual growth rate (CAGR) of 4%-5% from 2023 to 2030, potentially reaching a market size of $25-28 billion by 2030[45]. - The company’s titanium dioxide exports increased by approximately 15.84% year-on-year, totaling about 1.9017 million tons in 2024[49]. - The company has established a comprehensive production chain from titanium ore mining to titanium dioxide production, enhancing its competitive edge in the market[39]. - The company’s titanium dioxide brand "Xuelian" is recognized as one of the most influential brands globally, with products sold in over 110 countries and regions[67]. - The company is the largest producer of titanium dioxide in the world, with a production base in Jiaozuo, Henan Province, having an annual capacity of 650,000 tons[86]. Research and Development - The company has increased R&D investment and introduced high-end talent, accumulating advanced large-scale production technologies for lithium battery materials such as iron phosphate and lithium iron phosphate[78]. - R&D investment reached a new high, with a focus on developing differentiated products and improving process quality, including new products like non-TMP coating-grade titanium dioxide[110]. - Research and development (R&D) investment increased by 15.84% to approximately ¥1.17 billion in 2024, up from ¥1.01 billion in 2023, with R&D expenditure accounting for 4.27% of operating revenue[134]. - The number of R&D personnel rose to 2,363 in 2024, a 6.06% increase from 2,228 in 2023, with a notable increase in the 30-40 age group by 24.67%[134]. - The company holds over 1,270 patents in China, including more than 410 invention patents, demonstrating strong R&D capabilities[96]. Strategic Initiatives - The company has implemented a dual-driven development strategy of mergers and acquisitions alongside organic growth, acquiring several companies to enhance its market position[75]. - The company is actively pursuing digital transformation, having built a distributed multi-level monitoring network with a coverage rate of 97%[101]. - The company is focusing on technological innovation and efficient operational models to enhance its service capabilities in the titanium and related industries[65]. - The company is committed to continuous innovation and has a robust technical reserve, ensuring a competitive edge in production costs and quality[86]. - The company is expanding its overseas layout to maintain competitiveness, establishing overseas production bases and optimizing sales channels[160]. Environmental and Regulatory Compliance - The company has received environmental assessment approvals for several projects, including a project for comprehensive utilization of 300,000 tons of titanium white waste acid, approved in April 2024[82]. - The company is committed to sustainable development by upgrading existing processes to achieve comprehensive resource utilization and reduce waste output[162]. - The company faces environmental policy risks due to stricter regulations and plans to increase investment in environmental protection measures[165]. - The company has obtained various environmental permits, including a wastewater discharge permit valid from October 15, 2024, to October 14, 2029[83]. Governance and Management - The company has established a governance system that ensures effective checks and balances, optimizing decision-making and supervision mechanisms to support sustainable development[187]. - The management team has implemented an economic responsibility assessment system across various business units, expanding the titanium industry base to five provinces and enhancing core competitiveness and profitability[188]. - The company is focused on ensuring compliance with corporate governance standards during the transition of board members[199]. - The company has received an A rating for information disclosure from the Shenzhen Stock Exchange for four consecutive years, reflecting its commitment to transparency[175]. - The company aims to enhance its governance structure and maintain high-quality development, focusing on investor needs and rights protection[183].

Core Viewpoint - The titanium dioxide industry in China is experiencing significant growth, with a focus on the chloride process for production, which generates substantial waste that poses environmental risks. Dragon Group's subsidiary has developed a comprehensive recycling technology for waste and wastewater from titanium dioxide production, enhancing resource recovery and reducing environmental impact [1][2]. Group 1: Technology and Process - The new technology utilizes a process of "wet separation + chemical transformation + resource recovery," allowing for the recovery of valuable resources such as titanium, chlorine, and sodium from waste [1]. - The technology has increased the titanium resource recovery rate from less than 20% to 85%, equivalent to reducing the need for 80,000 tons of titanium ore extraction annually [2]. - The process involves multiple steps, including dissolution, filtration, neutralization, and evaporation concentration, which require precise control and technical expertise [2]. Group 2: Environmental and Economic Impact - The implementation of this technology reduces waste generation by 120,000 tons annually and decreases carbon dioxide emissions by 0.7 tons for every ton of waste processed [2]. - Since its operation began in 2022, the technology has alleviated environmental pressures from waste storage and generated significant economic benefits, with sales of by-products reaching 140 million yuan in 2023 and projected to increase to 160 million yuan in 2024 [3]. - The company plans to further research the comprehensive utilization of hydroxide slag to recover additional elements such as iron, magnesium, and aluminum, promoting sustainable development in the industry [3].

Group 1 - The Shanghai Composite Index opened lower but rose later, with the CSI 300 Chemical Index reported at 2022.67 points [1] - The CSI 300 Chemical Index has decreased by 11.64% over the past month, 9.12% over the past three months, and 8.64% year-to-date [1] - The CSI 300 Index is categorized into 11 primary industries, 35 secondary industries, over 90 tertiary industries, and more than 200 quaternary industries [1] Group 2 - The top ten weights in the CSI 300 Chemical Index are: Wanhua Chemical (23.47%), Salt Lake Industry (14.14%), Baofeng Energy (7.62%), Juhua Co. (7.3%), Hengli Petrochemical (7.28%), Hualu Hengsheng (6.99%), Longbai Group (6.23%), Zangge Mining (6.19%), Satellite Chemical (6.02%), and Rongsheng Petrochemical (5.53%) [1] - The market share of the CSI 300 Chemical Index is 57.05% from the Shanghai Stock Exchange and 42.95% from the Shenzhen Stock Exchange [1] Group 3 - In terms of industry composition, other chemical raw materials account for 38.28%, polyurethane for 23.47%, potassium fertilizer for 20.33%, fluorochemical for 7.30%, titanium dioxide for 6.23%, and organic silicon for 4.39% [2] - The index samples are adjusted every six months, with adjustments implemented on the next trading day after the second Friday of June and December [2] - Weight factors are generally fixed until the next scheduled adjustment, with temporary adjustments made when the CSI 300 Index samples are modified [2]

Group 1 - The A-share market's three major indices closed mixed, with the CSI 300 Chemical Index reported at 2019.69 points [1] - The CSI 300 Chemical Index has decreased by 12.44% over the past month, 9.26% over the past three months, and 8.77% year-to-date [1] - The CSI 300 Index is categorized into 11 primary industries, 35 secondary industries, over 90 tertiary industries, and more than 200 quaternary industries [1] Group 2 - The top ten weights in the CSI 300 Chemical Index are: Wanhua Chemical (23.46%), Salt Lake Industry (14.15%), Baofeng Energy (7.49%), Juhua Co. (7.38%), Hengli Petrochemical (7.29%), Hualu Hengsheng (7.0%), Longbai Group (6.23%), Cangge Mining (6.23%), Satellite Chemical (5.96%), and Rongsheng Petrochemical (5.51%) [1] - The market share of the CSI 300 Chemical Index is 57.10% from the Shanghai Stock Exchange and 42.90% from the Shenzhen Stock Exchange [1] Group 3 - In terms of industry composition, other chemical raw materials account for 38.08%, polyurethane for 23.46%, potassium fertilizer for 20.38%, fluorochemical for 7.38%, titanium dioxide for 6.23%, and organic silicon for 4.47% [2] - The index sample is adjusted every six months, with adjustments implemented on the next trading day after the second Friday of June and December [2] - Weight factors are generally fixed until the next scheduled adjustment, with temporary adjustments made when the CSI 300 Index samples are modified [2]

证券代码：002601 证券简称：龙佰集团 公告编号：2025-006 立信会计师事务所作为公司 2024 年度财务报表及内部控制审计机构，原委 派王晓燕女士为质量控制复核人为公司提供审计服务。因立信会计师事务所内部 工作调整，为更好的完成公司 2024 年报审计工作，现改派王首一先生担任公司 2024 年报审计项目质量控制复核人。 二、变更后人员基本情况 龙佰集团股份有限公司 关于审计机构变更质量控制复核人的公告 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。 龙佰集团股份有限公司（以下简称"公司"）于 2024 年 10 月 28 日召开第八 届董事会第十五次会议、第八届监事会第十五次会议，于 2024 年 11 月 13 日召 开 2024 年第二次临时股东大会审议通过了《关于续聘会计师事务所的议案》， 同意续聘立信会计师事务所（特殊普通合伙）（以下简称"立信会计师事务所"） 作为公司 2024 年度财务报表和内控审计机构，具体内容公司在 2024 年 10 月 29 日、2024 年 11 月 14 日刊载于《中国证券报》《证券时报》《上海证券报》及 ...