| 证券代码：002775 | 证券简称：文科股份 | 公告编号：2025-084 | | --- | --- | --- | | 债券代码：128127 | 债券简称：文科转债 | | 广东文科绿色科技股份有限公司 一、2025 年第二季度（4-6 月）订单情况 注：1.由于上述相关数据为阶段性数据，且未经审计，因此上述经营指标和数据与定期报告披露的数据可 能存在差异，仅供参考； 2.已签约未完工订单未将长期停滞项目包含在内，金额为合同金额。 二、重大项目履行情况（注：重大项目指项目金额占公司上一会计年度经 审计营业收入 30%以上的项目） 公司全资子公司深圳文科绿色工程有限公司与襄汾晶旭绿能新能源有限公 司签署了《绿能襄汾光伏电站项目 EPC 总承包工程合同》，合同金额约为人民币 38,400.00 万元，详情见 2025 年 1 月 25 日在公司指定信息披露媒体《中国证券 报》《上海证券报》《证券时报》和巨潮资讯网（http://www.cninfo.com.cn/） 1 关于 2025 年第二季度经营情况的公告 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 ...

Group 1: Stock Performance - Yiming Pharmaceutical achieved a 10.00% increase over two consecutive days, driven by developments in Tibet and medical technology [3] - Kantai Medical saw a first board listing with a 20.03% rise, attributed to medical device advancements [4] - Zhengchuan Co. also debuted on the first board with a 9.99% increase, linked to medicinal glass [3] - Yuheng Pharmaceutical and Tianmu Pharmaceutical both recorded first board listings with increases of 10.09% and 10.00% respectively, related to the pharmaceutical sector [3] Group 2: AI and Robotics - Zhi Zhen Technology and Zhongdian Xinlong both debuted on the first board with a 10.01% increase, associated with computing power and machine learning [6] - Hubei Broadcasting and Duolun Technology also saw first board listings with increases of 10.04% and 9.95%, driven by computing power and AI applications [7] - The M-Robots open-source project was announced, aiming to create a unified robot operating system [11] Group 3: Infrastructure and Energy - The announcement of a 1.2 trillion yuan investment in a super hydropower project has led to significant interest in related stocks [13][16] - Nanfang Road Machinery and Tuoshan Heavy Industry both achieved consecutive board listings with increases of 9.99% and 10.01%, linked to engineering machinery [15] Group 4: Tourism and Hospitality - The demand for various types of tourism, including educational and family trips, has surged, with national railways reporting 341 million passenger trips [18][19] - Sizhizang Tourism and Tianfu Cultural Tourism both recorded first board listings with increases of 9.99% and 10.04%, reflecting the growing tourism sector [20] Group 5: Market Trends - The stock market has shown a strong focus on sectors such as robotics, AI, and infrastructure, with multiple companies achieving significant stock price increases [22][23]

Group 1 - Zhongyuan Tong plans to establish a joint venture with Zhengzhou Zhengfang Technology with a registered capital of 10 million yuan, where Zhongyuan Tong will contribute 5.1 million yuan for a 51% stake [1] - Weiguang Co. reported a net profit of 172 million yuan for the first half of 2025, representing a year-on-year increase of 11.32%, with total revenue reaching 750 million yuan, up 10% [1] - Tianlu Technology's actual controller plans to reduce his stake by up to 2%, amounting to 220,640 shares [1][2] Group 2 - Igor received approval from the China Securities Regulatory Commission for a stock issuance to specific investors, valid for 12 months [2] - Hualing Cable also received approval from the China Securities Regulatory Commission for a similar stock issuance [2] - Hongchang Technology's employee stockholding platform plans to reduce its stake by up to 2.56%, equating to 331,630 shares [3][4] Group 3 - Saiyi Information intends to invest 10 million yuan in Douma Technology to acquire a 3.23% stake [5] - Meino Biological's major shareholder plans to reduce his stake by up to 1%, which is 140,780 shares [5] - New Light Optoelectronics' shareholder plans to reduce his stake by up to 3%, totaling 3 million shares [6] Group 4 - Shenzhen Energy plans to invest 7.897 billion yuan in the construction of the Shantou Honghaiwan offshore wind power project, with 1.581 billion yuan from its own funds [7][8] - Zhongqi Co. plans to reduce its stake by up to 3%, which amounts to 39,717,000 shares [9] - Yirui Technology's two shareholders plan to reduce their combined stake by up to 2%, equating to 400,440 shares [11] Group 5 - Wenkai Co. is planning debt restructuring involving approximately 2.22 billion yuan in receivables and 1.24 billion yuan in cash payments [12] - Guangnong Sugar's application for a stock issuance to specific investors has been approved by the Shenzhen Stock Exchange [13] - Dalian Shengya is planning a stock issuance that may lead to a change in control, resulting in continued trading suspension [15] Group 6 - ST Saiwei has received a court decision for pre-restructuring and appointed a management team for the process [18] - Gaozheng Minexplosion's major shareholder reduced his stake by 128,100 shares during a period of stock price fluctuation [19] - Zhongfu Information's chairman has been detained, with responsibilities temporarily assigned to the deputy general manager [20] Group 7 - Huayu Mining plans to adjust the valuation of its 40% stake in Guizhou Yatai Mining and acquire an additional 11% stake for a total transaction value of 809 million yuan [21] - ST Jinbi intends to invest 50 million yuan in Cangqiong Digital, acquiring a 2.56% stake [23] - Xinxing Casting is planning to publicly transfer its 51% stake in Xinjiang Mining with a starting price of 205 million yuan [25]

Group 1 - The company, Guangdong Wenkai Green Technology Co., Ltd., has decided to expand its business scope to include housing leasing and non-residential real estate leasing [1] - The company held its sixth board meeting on July 23, 2025, where the proposal to amend the Articles of Association was approved [1] - The amendments to the Articles of Association are necessary to align with the new business scope and relevant regulatory requirements [2] Group 2 - The specific changes to the Articles of Association include the addition of housing leasing and non-residential real estate leasing to the company's business activities [1][2] - Other existing business activities remain unchanged, including various environmental and ecological services, property management, and solar energy services [2] - The amended Articles of Association will be submitted for approval at the upcoming shareholders' meeting [2][3]

Debt Restructuring Overview - The company is implementing a debt restructuring plan to reduce uncertainty in business receivables and accelerate the recovery of certain receivables by using "property for debt" as a means of debt restructuring [1] - The company plans to use 122 properties valued at 82.186 million yuan to offset payables amounting to 84.988 million yuan, constituting a debt restructuring transaction [1] - The board of directors approved the debt restructuring proposal on July 23, 2025, and it does not constitute a related party transaction or a major asset restructuring as per relevant regulations [1] Creditors Involved - The creditors involved in this debt restructuring are primarily suppliers related to the company's main business and are not related parties, ensuring no conflict of interest or harm to minority shareholders [2] Debt Restructuring Plan - The debt restructuring involves the company using the assessed value of the properties or the higher of the asset price at the time of debt restructuring to determine the amount for debt offset [2] - The total amount of debt being restructured is 84.988 million yuan, with specific creditors listed, including multiple projects from Suzhou and Taicang [2][4] Tax and Fees - All taxes and fees arising from the transfer and documentation of the debt assets will be borne by the creditors [5] Purpose and Impact of Debt Restructuring - The debt restructuring aims to revitalize assets, accelerate debt separation, optimize the company's debt structure, and improve cash flow, which is expected to have a positive impact on the company's financial condition and operational results [5] Previous Debt Restructuring Activities - In the past 12 months, the company has already undergone debt restructuring amounting to 15.2394 million yuan, with the current restructuring amount reaching 84.988 million yuan, which exceeds 10% of the company's latest audited net assets [6]

Group 1 - The company has issued 9,500,000 convertible bonds at a face value of RMB 100 each, raising a total of RMB 950 million, with net proceeds amounting to RMB 930,335,590 after deducting related expenses [1][2] - The funds raised have been fully received and verified by Zhongxi Accounting Firm, and the company has established a dedicated account for fund management [2] - A four-party supervision agreement has been signed to regulate the use of the raised funds, ensuring they are used solely for temporary liquidity support [2][3] Group 2 - The dedicated account for the raised funds is held at Guangdong Shunde Rural Commercial Bank, with the account balance as of July 22, 2025, being undisclosed [3] - The four-party supervision agreement includes the company, its subsidiary, the bank, and the underwriting institution, outlining the management and oversight of the funds [4][5] - The agreement stipulates that the funds must not be used for any purpose other than temporary liquidity support, with regular checks and oversight by the underwriting institution [4][5]

Group 1 - The company has approved a proposal to purchase liability insurance for its directors, supervisors, and senior management to enhance its risk management system and reduce governance and operational risks [1][2] - The insurance will cover a liability limit of RMB 30 million, with a premium of RMB 155,000 for a duration of 12 months, subject to renewal or reinsurance in the future [2] - The board of directors has proposed to authorize the management team to handle all matters related to the purchase of the liability insurance, including selecting the insurance company and determining the insurance terms [1][2] Group 2 - The decision was made during the sixth meeting of the sixth board of directors held on July 23, 2025, and the proposal will be submitted to the shareholders' meeting for approval [1] - The board members recused themselves from voting on the proposal due to their status as insured parties under the liability insurance [1]

General Provisions - The company aims to protect the legal rights of shareholders and creditors, and to regulate its organization and behavior according to relevant laws and regulations [1] - The company was established as a joint-stock company through the overall change of Shenzhen Wenke Garden Industry Co., Ltd. and is registered in Foshan [1] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 30 million shares on June 29, 2015 [1] - The registered capital of the company is RMB 603,331,749 [1] Business Objectives and Scope - The company's business objective is to create a world-class living environment, focusing on environmental protection, safety, and balancing economic and social benefits [1] - The business scope includes solar power technology services, urban greening management, ecological restoration, solid waste treatment, and various environmental protection services [1] Shares - The company's shares are issued in the form of stocks, with a par value of RMB 1 per share [2][3] - The total number of shares issued by the company is 603,331,749, all of which are ordinary shares [2] - The company does not provide financial assistance to individuals or entities purchasing its shares [2] Shareholder Rights and General Meeting - Shareholders have rights to dividends, participate in meetings, supervise the company's operations, and transfer their shares [5] - The company must hold an annual general meeting within six months after the end of the previous fiscal year [46] - The company must provide a notice of the general meeting at least 20 days in advance for the annual meeting and 15 days for a temporary meeting [57] Decision-Making and Voting - Ordinary resolutions require a simple majority of votes, while special resolutions require at least two-thirds of the votes [78][79] - Certain significant transactions, such as capital increases or decreases, require special resolutions [80] - The company must ensure that the voting process is transparent and that results are disclosed promptly [23]

Group 1 - The company held its third meeting of the sixth Supervisory Board on July 23, 2025, with all three supervisors present, complying with relevant laws and regulations [1][2] - The Supervisory Board approved a proposal for debt restructuring of certain receivables, which will be submitted to the shareholders' meeting for voting [1][2] - The Supervisory Board also approved a proposal for debt restructuring, with the same voting outcome, requiring shareholder approval [2] - A proposal to expand the company's business scope and amend the Articles of Association was also approved, pending shareholder voting [2]

证券代码：002775 证券简称：文科股份 公告编号：2025-081 债券代码：128127 债券简称：文科转债 广东文科绿色科技股份有限公司 关于召开 2025 年第二次临时股东大会通知 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。 根据《中华人民共和国公司法》和《公司章程》的规定，经2025年7月 期五）下午3:00召开2025年第二次临时股东大会，本次会议采取现场投票与 网络投票相结合的方式进行，现将会议具体事宜通知如下： 一、召开会议的基本情况 （一）会议召集人：公司董事会 （二）会议召开的合法、合规性：本次临时股东大会的召开符合有关法 律、行政法规、部门规章、规范性文件、深圳证券交易所业务规则和《公司 章程》的规定。 （三）现场会议召开时间：2025年8月8日（星期五）下午3:00 （四）网络投票时间： 月8日9:15至15:00期间的任意时间。 （五）会议的召开方式：本次股东大会采取现场投票与网络投票相结合 的 方 式 召 开 。公 司 将通 过 深 圳 证 券交 易 所交 易 系 统 和 互联 网 投票 系 统 （http://wltp.cn ...