浙江友邦集成吊顶股份有限公司 简式权益变动报告书 签署日期：二〇二五年十二月 1 上市公司： 浙江友邦集成吊顶股份有限公司 上市地点： 深圳证券交易所 股票简称： 友邦吊顶 股票代码： 002718.SZ 信息披露义务人之一： 时沈祥 住所/通讯地址： 浙江省海盐县百步镇 信息披露义务人之二： 骆莲琴 住所/通讯地址： 浙江省海盐县百步镇 一致行动人： 骆旭平 住所/通讯地址： 浙江省海盐县百步镇 股份权益变动性质： 减持（协议转让+表决权放弃） 特别提示 本部分所述词语或简称与本报告书"释义"所述词语或简称具有相同含义。 为便于投资者更好理解本次权益变动所涉信息披露内容，特做如下特别提示： 本次权益变动前，友邦吊顶的控股股东为时沈祥、骆莲琴，持股数量为 86,162,331 股，占友邦吊顶总股本的 66.56%；时沈祥及其一致行动人骆莲琴、骆 旭平合计持有友邦吊顶 86,244,831 股，占友邦吊顶总股本的 66.63%，时沈祥、 骆莲琴为友邦吊顶的实际控制人。 2025 年 12 月 30 日，时沈祥、骆莲琴、上海徜胜科技有限公司与上海明盛 联禾智能科技有限公司、施其明、武汉明数湾科技合伙企业（有限合伙 ...

浙江友邦集成吊顶股份有限公司 简式权益变动报告书 股份权益变动性质： 减持（协议转让） 签署日期：二〇二五年十二月 1 上市公司： 浙江友邦集成吊顶股份有限公司 上市地点： 深圳证券交易所 股票简称： 友邦吊顶 股票代码： 002718.SZ 信息披露义务人： 上海徜胜科技有限公司 注册地： 上海市金山区亭林镇松育路 181 号 2 幢 10421 室 特别提示 本部分所述词语或简称与本报告书"释义"所述词语或简称具有相同含义。 为便于投资者更好理解本次权益变动所涉信息披露内容，特做如下特别提示： 本次权益变动前，时沈祥、骆莲琴合计持有友邦吊顶的股份 86,162,331 股， 占友邦吊顶总股本的 66.56%；时沈祥及其一致行动人骆莲琴、骆旭平合计持有 友邦吊顶 86,244,831 股，占友邦吊顶总股本的 66.63%，时沈祥、骆莲琴为友邦 吊顶的实际控制人。 2025 年 12 月 30 日，时沈祥、骆莲琴、徜胜科技与明盛智能、施其明、武 汉明数湾签署了《股份转让协议》，明盛智能拟以协议转让的方式受让骆莲琴所 持有的上市公司 10,610,109 股无限售条件流通股份及其所对应的所有股东权利 和权益，占 ...

Core Viewpoint - The company Aoyuan Ceiling (友邦吊顶) is undergoing a significant change in control, with a series of share transfers that will result in a new actual controller, impacting its stock performance and ownership structure [1][3][4]. Group 1: Stock Performance - Aoyuan Ceiling's stock resumed trading with a limit-up increase of 10.01%, reaching 35.94 yuan, following a previous close of 32.67 yuan, which also saw a 10.00% increase [1]. - The stock was initially suspended for trading on December 24, 2025, due to the announcement of control change discussions, with the suspension expected to last no more than two trading days [1]. Group 2: Share Transfer Agreements - On December 30, 2025, shareholders signed a share transfer agreement, where the actual controller, Luo Lianqin, will transfer a total of 30,020,811 shares (23.19% of total shares) to the new controller, Shi Qiming, along with other transfers to Shanghai Changsheng Technology [2][3]. - The total transaction value for the share transfers amounts to approximately 1,141,737,491.64 yuan, with a per-share transfer price set at 29.41 yuan, which is at least 90% of the closing price from the previous trading day [3]. Group 3: Future Plans - Following the completion of the share transfers, Ming Sheng Intelligent plans to issue a partial tender offer for an additional 19,430,119 shares (15.01% of total shares) to all shareholders excluding the transferees, at the same price of 29.41 yuan per share [4]. - After the transfer and registration, the new controlling party will hold a total of 29.99% of the company's shares and corresponding voting rights, marking a significant shift in the company's governance [4].

Group 1 - Shengxin Lithium Energy plans to acquire 30% equity of Qicheng Mining for 2.08 billion yuan, aiming to hold 100% of Qicheng Mining post-transaction [1] - Qicheng Mining holds a 70.97% stake in Huirong Mining, which has confirmed Li2O resources of 989,600 tons with an average grade of 1.62% [1] - The acquisition is part of Shengxin Lithium Energy's strategy to enhance its lithium resource portfolio [1] Group 2 - Zhongju High-tech intends to repurchase shares worth 300 million to 600 million yuan, with a maximum price of 26 yuan per share [2] - Baili Tianheng plans to repurchase shares valued between 100 million to 200 million yuan, with a maximum price of 546 yuan per share [3] Group 3 - China Aluminum's subsidiary plans to acquire 51% of Yun Aluminum Logistics for approximately 264 million yuan [5] - Yilake Co. will be included in the consolidated financial statements of China Aluminum post-acquisition [5] Group 4 - Salt Lake Co. intends to acquire 51% of Wuku Salt Lake for 4.605 billion yuan, aiming to become the controlling shareholder [6] - The acquisition is part of Salt Lake Co.'s strategy to accelerate the development of a world-class salt lake industry base [6] Group 5 - Cobalt Co. plans to invest 1.741 billion yuan in the expansion of a lead-zinc mining project with an annual capacity of 1.65 million tons [7] - The investment aims to enhance the mining capacity of the Cobalt Co.'s subsidiary [7] Group 6 - Tianyuan Co. is investing 1.483 billion yuan in a new chlorination titanium dioxide project with an annual capacity of 100,000 tons [9] - The project is part of Tianyuan Co.'s expansion strategy in the titanium dioxide market [9] Group 7 - Jiangbo Long plans to purchase the remaining 19% equity of its subsidiary Zilia Eletrônicos for approximately 46.08 million USD [26] - The acquisition aims to strengthen Jiangbo Long's position in the storage business and expand its international investment layout [26] Group 8 - China National Airlines intends to purchase 60 Airbus A320NEO series aircraft at a total catalog price of approximately 9.53 billion USD [33] - The aircraft are scheduled for delivery between 2028 and 2032 [33]

Industry News - The Ministry of Finance and the State Administration of Taxation announced a new policy on the value-added tax for personal housing sales, effective from January 1, 2026. Homes sold within two years of purchase will incur a 3% VAT, while those sold after two years will be exempt from VAT [3]. - The Ministry of Education plans to continue promoting artificial intelligence in education, with related policy documents expected to be released next year [3]. - The Ministry of Industry and Information Technology and other departments issued a digital transformation implementation plan for the automotive industry, aiming for significant improvements in manufacturing capabilities and digital levels by 2027 [3]. - In November 2025, global automobile sales reached 8.59 million units, a year-on-year increase of 1%, with China's global market share rising to 40%, up 1 percentage point from the previous year [3]. - A new generation of the Honghu HH-200 commercial drone developed by Aviation Industry Corporation of China was unveiled, marking a breakthrough in low-altitude logistics transportation technology [4]. - In 2026, China will accelerate the construction of a digital economy, implementing the "East Data West Computing" project and fostering a national integrated data market [4]. - The Beijing Municipal Health Commission issued measures to support the innovation and development of the artificial intelligence industry in the healthcare sector for 2026-2027 [4]. Company News - Tianpu Co., Ltd. announced a cumulative stock price increase of 718.39% from August 22 to December 30, leading to a suspension for verification [5]. - Zijin Mining announced a projected net profit increase of 59%-62% for 2025, driven by rising sales prices of gold, copper, and silver [5]. - Wuzhou New Spring reported a recent reduction of 2.73% in total share capital by its controlling shareholder [5]. - Superjet Co., Ltd. announced the completion of its controlling shareholder's reduction plan [5]. - Jinpan Technology signed a contract for an overseas data center project worth approximately 696 million yuan [5]. - Shengxin Lithium Energy plans to acquire a 30% stake in Qicheng Mining for 2.08 billion yuan, with the latter's lithium mine under development [5]. - Mindray Bio-Medical Electronics announced a cash acquisition of 100% of Wuhan Bikaier Rescue Supplies Co., Ltd., expected to constitute a major asset restructuring [5]. - China National Airlines plans to purchase 60 Airbus A320NEO aircraft at a total catalog price of approximately 9.53 billion USD, with deliveries scheduled between 2028 and 2032 [5].

Core Viewpoint - The announcement reveals a significant change in the control of Aoyuan Ceiling (友邦吊顶), with the actual controller shifting from Shao Lianqin and Shi Shenxiang to Shi Qiming after a share transfer agreement. This transfer involves 29.99% of the company's shares and voting rights, with the stock set to resume trading on December 31, 2025 [2][4]. Share Transfer Details - The share transfer agreement includes Shao Lianqin transferring 30.02 million unrestricted shares (23.19% of total shares) and Changsheng Technology transferring 8.80 million unrestricted shares (6.80% of total shares) to Ming Sheng Intelligent [4]. - The transfer price is set at 29.41 yuan per share, totaling 1.142 billion yuan [4]. - Following the transfer, Ming Sheng Intelligent plans to issue a partial tender offer for an additional 19.43 million shares (15.01% of total shares) at the same price of 29.41 yuan per share [4][5]. Voting Rights and Shareholding Structure - After the transfer, the transferring parties will hold a combined 43.43% of shares but only 0.06% of voting rights, while the acquiring parties will hold 29.99% of shares and voting rights [5]. - Post-tender offer completion, the transferring parties will hold 28.42% of shares and voting rights, while the acquiring parties will increase their holdings to 45.00% [5]. Stock Performance - Prior to the announcement of the control change, Aoyuan Ceiling's stock had already hit the daily limit, closing at 32.67 yuan per share on December 23, reflecting a 10% increase [5]. - The transfer price represents a discount of approximately 10% compared to the stock's closing price before the suspension [5]. Company Background and Challenges - Aoyuan Ceiling primarily operates in the integrated ceiling sector, which is affected by pressures from the real estate industry. The company has faced operational challenges, with a projected revenue decline in 2024 and a shift from profit to loss [6]. - In the first three quarters of 2025, the company reported total revenue of 381 million yuan, a year-on-year decrease of 20.59%, but managed to achieve a net profit of 11.32 million yuan, reversing previous losses [6]. New Controller's Background - Shi Qiming, the new controller, has a strong background in internet operations and product planning, having previously served as the Vice President of Sina Weibo in Australia. His experience is expected to bring valuable resources to Aoyuan Ceiling [6][7]. - The new controller aims to leverage designer resources to enhance sales performance and assist in product upgrades through deeper involvement in research and design [7].

Core Viewpoint - The announcement by Aoyuan Ceiling (002718) indicates a significant change in control, with the actual controller shifting from the current shareholders to Shi Qiming, who will acquire a 29.99% stake in the company through a share transfer agreement [1][3]. Group 1: Share Transfer Details - The share transfer agreement involves the transfer of 30,020,800 shares from the current shareholders, representing 23.19% of the total share capital, and 8,800,600 shares from Changsheng Technology, representing 6.80% of the total share capital [3]. - The transfer price is set at 29.41 yuan per share, totaling 1.142 billion yuan [3]. - Following the transfer, the new controlling party will hold 29.99% of the shares and voting rights, while the current shareholders will retain a combined holding of 43.43% but with only 0.06% voting rights [4]. Group 2: Market Reaction and Financial Performance - Prior to the announcement of the control change, Aoyuan Ceiling's stock price had already reached its daily limit, closing at 32.67 yuan per share on December 23, reflecting a 10% increase [4]. - The transfer price represents a discount of approximately 10% compared to the closing price before the suspension of trading [4]. - The company is facing operational pressures, with a projected decline in revenue and a shift from profit to loss in 2024 [7]. Group 3: New Controlling Shareholder Background - Shi Qiming, the new controlling shareholder, has a background in internet operations and product planning, having previously served as the Vice President of Sina Weibo in Australia [7]. - The new shareholder aims to leverage designer resources to enhance sales performance and assist in product upgrades for Aoyuan Ceiling [8].

（记者 曾健辉） 每经头条（nbdtoutiao）——2025十大财经新闻出炉！护航、酣战、变局、狂飙分别指向哪些大事件？ 每经AI快讯，友邦吊顶12月30日晚间发布公告称，经公司向深圳证券交易所申请，公司股票（股票简 称：友邦吊顶，股票代码：002718）自2025年12月31日（星期三）上午开市起复牌。 ...

Group 1 - Dongjie Intelligent has decided to terminate the planning of a major asset restructuring involving the acquisition of control over Aobo Intelligent Technology, with no adverse impact on its business operations or financial status [2] - Aobo Intelligent's stock will resume trading on December 31, 2025, after a one-month commitment not to plan any major asset restructuring [2] - Aoyuan Ceiling announced a change in its actual controller to Shi Qiming, following a share transfer agreement involving significant shareholders [3] - The share transfer price is set at 29.41 yuan per share, with the new controller acquiring a total of 29.99% of the voting rights [3] Group 2 - Mingde Bio plans to acquire 100% of Wuhan Bikaier Rescue Supplies Co., Ltd. for cash, which is expected to constitute a major asset restructuring [4] - The acquisition will enhance Mingde Bio's emergency rescue business, extending its services from medical institutions to industrial and household scenarios [4] - China National Airlines intends to purchase 60 Airbus A320NEO aircraft for a total catalog price of approximately $9.53 billion, with deliveries scheduled between 2028 and 2032 [6] Group 3 - Guotou Zhonglu plans to issue shares to acquire 100% of China Electronic Engineering Design Institute for a transaction price of 6.026 billion yuan [7] - Jiangmei Packaging has experienced significant stock price fluctuations, with a potential application for suspension of trading if prices continue to rise abnormally [8] - Shichuang Energy's actual controller has undergone a divorce, resulting in a transfer of shares valued at approximately 446 million yuan [9] Group 4 - Shengxin Lithium Energy intends to acquire a 30% stake in Qicheng Mining for 2.08 billion yuan, aiming for full ownership post-transaction [10] - Yanshan Co. plans to acquire a 51% stake in Wukuang Yanshan for 4.605 billion yuan, with the transaction subject to shareholder approval [11] - Enjie Co. plans to use up to 3 billion yuan of idle funds to purchase bank wealth management products [12] Group 5 - Zijin Mining expects a net profit increase of 59%-62% for 2025, driven by higher production and sales prices of key mineral products [17] - Zhongju High-tech plans to repurchase shares worth between 300 million and 600 million yuan for capital reduction purposes [19] - Baili Tianheng intends to repurchase shares for 100 million to 200 million yuan, with a maximum price of 546 yuan per share [20] Group 6 - Shenxin Technology's major shareholder plans to reduce its stake by up to 3% due to funding needs [23] - Chaojie Co. has completed its previously disclosed share reduction plan, with a total reduction of 3.00% of the company's total shares [24] - Youbo Technology's major shareholder plans to reduce its stake by up to 2.96% for operational needs [25] Group 7 - Shensi Electronics has won a bid for a 200 million yuan project related to low-altitude flight management services [29] - Zhejiang Construction's subsidiary has signed an 1.8 billion yuan construction contract for a university campus project [30] - Jinpan Technology has signed a contract for an overseas data center project worth approximately 696 million yuan [31]

本次股份转让完成后，明盛智能拟向上市公司除受让方之外的全体股东发出部分要约收购，部分要约收 购的股份数量为19,430,119股（占目标公司总股本的15.01%）。本次股份转让过户登记及表决权放弃 后，受让方将合计拥有上市公司29.99%的股份及该等股份对应的表决权，上市公司实际控制人由骆莲 琴、时沈祥变更为施其明。公司股票（股票简称：友邦吊顶，股票代码：002718）自2025年12月31日 （星期三）上午开市起复牌。 自本次股份转让完成之日起，转让方应放弃行使其所持有的全部剩余上市公司股份的表决权，且除取得 受让方事先书面同意外，前述放弃行使的表决权始终不恢复。若转让方按照约定申报预受要约并办理预 受要约的相关手续，则本次要约收购完成后转让方持有的剩余上市公司股份的表决权自动恢复。在转让 方如约履行《股份转让协议》的前提下，如受让方未能在本次股份转让完成后的十二（12）个月内按照 《股份转让协议》约定发出部分要约收购，则转让方有权在本次股份转让完成后的十二（12）个月届满 后决定其放弃的表决权是否恢复；但如转让方未根据《股份转让协议》约定有效申报预受要约并办理预 受要约的相关手续的，转让方持有的目标公司股 ...