证券代码：002692 证券简称：远程股份 公告编号：2025-066 远程电缆股份有限公司 第五届董事会第二十四次会议决议公告 表决结果：9 票同意，0 票反对，0 票弃权。 （二）关于修订《合同管理制度》的议案 修订后的《合同管理制度》详见公司指定信息披露媒体巨潮资讯网。 表决结果：9 票同意，0 票反对，0 票弃权。 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、董事会会议召开情况 远程电缆股份有限公司（以下简称"公司"）第五届董事会第二十四次会议通 知于 2025 年 10 月 24 日以邮件与电话方式发出，于 2025 年 10 月 27 日在公司会议 室以现场和通讯相结合的方式召开。会议由董事长赵俊先生主持。会议应出席董事 9 名，亲自出席董事 9 名，其中，独立董事吴长顺先生以通讯表决方式出席会议， 公司高级管理人员列席了会议。本次会议的召集和召开符合《公司法》和《公司章 程》的有关规定。会议审议通过了以下议案： 二、董事会会议审议情况 （一）2025 年第三季度报告 本报告已提前经公司董事会审计委员会审议全票通过。 《2025 年第三季度 ...

Market Overview - As of 14:00, the Shanghai Composite Index is at 3859.80 points, with an increase of 0.52% [1] - The total trading volume of A-shares today is 1,431.28 billion yuan [1] Technical Analysis - A total of 84 A-shares have seen their 5-day moving average cross below the 10-day moving average [1] - The stocks with the largest distance between their 5-day and 10-day moving averages include: - Yunnan Zhenye: 5-day MA is -2.45% below the 10-day MA [1] - Qiangli New Materials: 5-day MA is -2.22% below the 10-day MA [1] - Feirongda: 5-day MA is -2.14% below the 10-day MA [1] Individual Stock Performance - Yunnan Zhenye (002428): Today's change is -0.93%, with a 5-day MA of 27.71 yuan and a 10-day MA of 28.41 yuan [1] - Qiangli New Materials (300429): Today's change is +0.53%, with a 5-day MA of 13.95 yuan and a 10-day MA of 14.26 yuan [1] - Feirongda (300602): Today's change is +1.03%, with a 5-day MA of 33.00 yuan and a 10-day MA of 33.72 yuan [1] - Other notable stocks include: - Warner Pharmaceuticals (688799): Today's change is +0.43%, with a 5-day MA of 55.41 yuan [1] - Blue Ying Equipment (300293): Today's change is +0.34%, with a 5-day MA of 24.48 yuan [1] Additional Stock Data - The following stocks also show a downward trend in their 5-day moving averages compared to their 10-day moving averages: - Nanya New Materials (688519): -0.90% change, 5-day MA of 74.18 yuan [1] - Aerospace Morning Light (600501): -2.84% change, 5-day MA of 23.60 yuan [1] - Haichen Pharmaceutical (300584): +1.92% change, 5-day MA of 57.39 yuan [1]

Group 1 - The core viewpoint of the news is that YuanCheng Co., Ltd. has shown a significant stock price increase of 42.31% year-to-date, with a recent trading performance indicating a 2.02% rise in stock price on October 10, reaching 5.55 CNY per share [1][2] - As of June 30, the company reported a total revenue of 2.256 billion CNY for the first half of 2025, reflecting a year-on-year growth of 18.46%, while the net profit attributable to shareholders decreased by 1.67% to 41.956 million CNY [2] - The company's main business revenue composition includes special cables (78.48%), power cables (16.59%), bare wires (2.32%), electrical equipment cables (1.76%), and others (0.85%) [2] Group 2 - YuanCheng Co., Ltd. has been listed on the stock market since August 8, 2012, and has made a total cash distribution of 203 million CNY since its A-share listing, with 28.726 million CNY distributed in the last three years [3] - The company has appeared on the stock market's "Dragon and Tiger List" four times this year, with the most recent appearance on January 24 [2] - The stock has a market capitalization of 3.986 billion CNY, with a trading volume of 56.559 million CNY and a turnover rate of 1.44% as of October 10 [1]

Group 1 - The core viewpoint of the news is that the power equipment sector experienced a decline of 0.5% on the previous trading day, with 聚星科技 leading the losses [1] - The Shanghai Composite Index closed at 3883.69, up 0.22%, while the Shenzhen Component Index closed at 12996.38, up 0.13% [1] - The power equipment sector saw significant individual stock movements, with 崧盛股份 rising by 8.94% and 聚星科技 falling by 4.95% [1][2] Group 2 - The trading volume for the power equipment sector showed a net outflow of 9.35 billion yuan from institutional funds, while retail investors contributed a net inflow of 8.54 billion yuan [2] - The top gainers in the sector included 崧盛股份, 南网科技, and 大烨智能, with respective increases of 8.94%, 6.70%, and 5.76% [1] - Conversely, the top losers included 聚星科技, 温州宏丰, and 良信股份, with respective declines of 4.95%, 3.81%, and 3.31% [2]

Core Viewpoint - The company, Remote Cable Co., Ltd., is under scrutiny from regulatory authorities due to historical compliance issues, current profitability challenges, and potential investor litigation risks as it seeks to issue shares to specific investors [1][2]. Historical Compliance Issues - The company's historical compliance problems are a focal point of the regulatory review, stemming from violations by former actual controller Xia Jiantong between 2017 and 2019, which led to disciplinary actions and administrative penalties [2]. - Violations included failure to disclose guarantees, related party transactions, contingent liabilities, and significant lawsuits, with a reported guarantee balance of 544 million yuan, accounting for 36.31% of the audited net assets as of the end of 2017 [2]. - The change in actual control occurred in February 2020 when the Wuxi State-owned Assets Supervision and Administration Commission became the new controller, implementing corrective measures including financial data adjustments and management changes [2]. Current Operational Challenges - The company's main business gross margin has shown a declining trend, with figures of 10.82%, 10.89%, 10.17%, and 8.79% over recent reporting periods, indicating ongoing profitability challenges [3]. - The cable industry is characterized by high raw material costs, with copper and aluminum making up over 80% of total costs, and recent price fluctuations have added pressure on cost management and profitability [3]. - The company has adopted a price competition strategy to expand into the railway and urban rail transit markets, resulting in lower gross margins compared to industry peers [3]. - Cash flow from operating activities has been volatile, with negative cash flow reported in the past year, raising concerns about inventory turnover and payment collection pressures [3]. Regulatory and Market Considerations - The company's plan for a targeted stock issuance requires approval from the Shenzhen Stock Exchange and the China Securities Regulatory Commission [4]. - Ongoing issues such as historical violations, potential investor lawsuits, intense industry competition, and declining gross margins necessitate clear communication from the company to the market and investors regarding these risks [4].

Core Viewpoint - The document provides a supplementary legal opinion regarding the issuance of A-shares by Remote Cable Co., Ltd. for the year 2024, confirming compliance with relevant laws and regulations, and detailing the approval and authorization processes for the issuance [1][3]. Summary by Sections Approval and Authorization - The board of directors and shareholders of Remote Cable Co., Ltd. have approved the extension of the validity period for the resolution regarding the issuance of A-shares by 12 months, extending it to July 14, 2026 [4][5]. - The issuance plan remains unchanged aside from the extension of the resolution's validity period [5]. Issuer's Qualification - Remote Cable Co., Ltd. is a legally established joint-stock company with its stock listed on the Shenzhen Stock Exchange, holding a registered capital of 718.146 million RMB [6][7]. - The company is in good standing, with no legal circumstances necessitating dissolution, and its stock continues to trade on the Shenzhen Stock Exchange under the code "002692" [6][7]. Substantial Conditions for Issuance - The issuance of shares complies with the conditions set forth in the Company Law, Securities Law, and relevant regulations, including a share price of 3.22 RMB, which is not lower than the par value [7][10]. - The funds raised from this issuance will be used to supplement working capital, aligning with national industrial policies [10][12]. Shareholder Structure - The major shareholders include Su Xin Investment and its action partner, Lianxin Assets, holding 18.11% and 10.56% of shares, respectively [15][14]. - The document outlines the shareholding structure and confirms that there are no pledges or freezes on the shares held by the controlling shareholders [15][14]. Business Operations - Remote Cable Co., Ltd. holds various operational licenses, including for the manufacturing of wires and cables, and has maintained its business scope without significant changes over the past three years [16][18]. - The company has not engaged in any major illegal activities that would harm investor rights or public interests in the last three years [9][18].

Core Viewpoint - The company is responding to the second round of inquiry from the Shenzhen Stock Exchange regarding its application for a specific stock issuance, addressing various questions related to its financial performance and operational strategies. Financial Performance - The company's main business gross profit margins over the reporting period were 10.93%, 10.92%, and 10.29% respectively, indicating a downward trend [2][6] - The net cash flow from operating activities for the company was -59,588,044.04 yuan, 76,429,593.57 yuan, and 30,635,791.73 yuan over the last three years, showing significant fluctuations [2][6] - The net profit for the first half of 2025 was 54,278,200 yuan, representing a year-on-year increase of 93.46% [11] Sales and Marketing Strategy - The company relies on sales promotion consultants to assist in market channel development and sales, which is a common practice in the cable industry [3][5] - The sales promotion consultants primarily provide services related to market demand feedback, contract signing, and payment collection, without engaging in logistics or installation services [3][5] Industry Context - The cable industry in China has experienced rapid growth since the 1990s, becoming the second-largest producer globally, only behind the United States [4] - The industry has a low overall gross profit margin, typically ranging from 10% to 12%, due to intense competition and a predominance of low-end products [6][9] - The company’s gross profit margin is slightly below the average of comparable companies, reflecting the competitive landscape and product structure differences [9][11] Future Outlook - The cable manufacturing market is projected to remain significant, with ongoing investments in infrastructure and emerging industries such as renewable energy driving demand [12][14] - The company is increasing its research and development investments to enhance product quality and expand its market presence [14] - The company plans to improve its sales capabilities by expanding its sales team and establishing new regional offices, aiming for better customer service and market penetration [5][11]

Core Viewpoint - The company, Remote Cable Co., Ltd., is responding to a second round of inquiry from the China Securities Regulatory Commission regarding its application for a specific stock issuance, addressing issues related to past violations of information disclosure regulations and ongoing investor lawsuits [1][3]. Group 1: Company Violations and Penalties - The company failed to timely disclose external guarantees, related party transactions, contingent liabilities, and significant lawsuits, resulting in a warning and a fine of 500,000 yuan from the Jiangsu Regulatory Bureau [3][21]. - The former actual controller of the company, Xia Jiantong, received a warning and a fine of 600,000 yuan for his involvement in these violations [3][21]. - The violations occurred between 2017 and 2019, and the company argues that they do not constitute recent illegal activities within the last three years [3][20]. Group 2: Investor Lawsuits - The company has received one investor lawsuit related to false statements, with the plaintiff seeking compensation of 221,842 yuan for economic losses incurred from purchasing the company's stock based on misleading information [5][20]. - The company has engaged a law firm to handle the lawsuit, which is currently in the evidence exchange phase [6][20]. - The company believes that the statute of limitations for potential claims has expired, as the relevant disclosure violations were publicly known by April 2019 [10][20]. Group 3: Financial Impact and Future Outlook - The company estimates that the maximum potential compensation amount related to the ongoing lawsuit could reach 16.82 million yuan, but asserts that this will not significantly impact its operations or financial status [20][19]. - The company has taken steps to rectify past violations and improve governance, with a new management team in place since the actual controller changed to the Wuxi State-owned Assets Supervision and Administration Commission [21][28]. - The company has reported steady growth in revenue and net profit since 2020, indicating a positive market image and operational stability [28].

Core Points - The company, Yuancheng Cable Co., Ltd., has updated its financial data in the application documents for a specific stock issuance following the release of its 2025 semi-annual report on August 26, 2025 [1] - The issuance of stocks to specific targets requires approval from the Shenzhen Stock Exchange and the China Securities Regulatory Commission, with uncertainties regarding the approval process and timeline [1] Financial Data Update - The company has synchronized updates to the financial data and other changes in the application documents for the stock issuance with relevant intermediaries [1] - Detailed information regarding these updates can be found on the company's disclosures on the Giant Tide Information Network [1] Regulatory Approval Process - The stock issuance is contingent upon passing the review by the Shenzhen Stock Exchange and obtaining registration approval from the China Securities Regulatory Commission [1] - The company commits to timely information disclosure based on the progress of this matter [1]

Core Viewpoint - The company is responding to inquiries from the Shenzhen Stock Exchange regarding its stock issuance application, addressing issues related to investor lawsuits, sales promotion consultant models, profitability stability, cash flow, and financial investments [1] Investor Lawsuit Impact - The company received an investor lawsuit on March 4, 2025, claiming economic damages of 221,800 yuan and legal fees of 15,000 yuan due to past information disclosure violations. The case is currently in the material supplement stage after one court hearing [2] - The maximum potential compensation could reach 16.82 million yuan, but it is not expected to significantly impact the company's operations or financial status. The company has removed the statement regarding the event being incidental and added relevant risk disclosures [2] Sales Promotion Consultant Model Analysis - During the reporting period, the company paid sales service fees to sales promotion consultants amounting to 146.84 million yuan, 127.91 million yuan, and 152.01 million yuan, primarily to individuals. These consultants assist in market channel development, contract signing, and payment tracking [3] - The company maintains this business model due to historical reasons and plans to expand its sales team starting from the end of 2023, aligning with industry practices [3] Profitability Stability and Sustainability Discussion - The company's main business gross margin has been declining, recorded at 10.93%, 10.92%, and 10.29% during the reporting period, influenced by industry competition and raw material price fluctuations. The company’s gross margin is slightly below the industry average but follows a similar trend [4] - Despite the challenges, the company’s future profitability is expected to remain stable and sustainable due to the large market size of the wire and cable manufacturing industry, emerging opportunities from new industries, and ongoing investments in research and development [4] Cash Flow Discrepancy and Risk Analysis - There is a significant discrepancy between the net cash flow from operating activities and net profit, with negative cash flow in 2024 and the first half of 2025, primarily due to business expansion and a higher growth rate of receivables compared to payables [5] - The company shows improving accounts receivable and inventory turnover rates, indicating better inventory management and a low risk of deteriorating cash flow [5] Financial Investment Compliance - As of June 2025, the company's investment in a subsidiary is classified as a financial investment, but its book value is zero. The company has not made actual investments in its film subsidiary, as the related contributions are for bankruptcy liquidation purposes [6] Additional Information - No significant public opinion or media scrutiny has arisen that could affect the current stock issuance since its acceptance by the Shenzhen Stock Exchange [7]