深圳市京泉华科技股份有限公司 章程 深圳市京泉华科技股份有限公司 公司章程 第一章总则 第一条 为维护公司、股东和债权人的合法权益，规范公司的组织和行为， 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》）和其他有关规定，制订本章程。 第二条 公司系依照《公司法》《中华人民共和国公司登记管理条例》和其 他有关规定由深圳市京泉华电子有限公司改制设立的股份有限公司(以下简称 "公司")。 2023 年 8 月 | 第一章总则 3 | | --- | | 第二章经营宗旨和范围 4 | | 第三章股份 4 | | 第一节股份发行 4 | | 第二节股份增减和回购 5 | | 第三节股份转让 6 | | 第四章股东和股东大会 7 | | 第一节股东 7 | | 第二节股东大会的一般规定 9 | | 第三节股东大会的召集 12 | | 第四节股东大会的提案与通知 13 | | 第五节股东大会的召开 15 | | 第六节股东大会的表决和决议 18 | | 第五章董事会 23 | | 第一节董事 23 | | 第二节董事会 26 | | 第六章总经理及其他高级管理人员 34 ...

Financial Performance - The company's revenue for Q1 2023 reached ¥781,105,581.98, representing a 72.16% increase compared to ¥453,704,335.47 in the same period last year[5] - Net profit attributable to shareholders was ¥55,660,437.65, a significant increase of 441.04% from ¥10,287,717.01 in the previous year[5] - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥51,690,622.89, up 575.76% from ¥7,649,207.86 year-on-year[5] - Basic and diluted earnings per share increased to ¥0.3068, reflecting a growth of 436.36% from ¥0.0572 in the same quarter last year[5] - Net profit for the current period was ¥55,903,309.28, compared to ¥9,276,055.23 in the previous period, representing a growth of 502%[30] - The net profit attributable to the parent company was CNY 55,660,437.65, compared to CNY 10,287,717.01 in the previous period, representing a significant increase[31] - The total comprehensive income attributable to the parent company was CNY 55,535,725.32, up from CNY 9,637,928.64 year-over-year[31] Cash Flow - Cash flow from operating activities showed a net increase of 552.34%, amounting to ¥80,432,523.59 compared to ¥12,329,855.98 in the previous year[5] - The net cash flow from operating activities increased to ¥80,432,523.60, a rise of ¥68,102,667.62 or 552.34% compared to the previous period, primarily due to increased sales collections[13] - Cash inflows from operating activities totaled CNY 700,597,302.26, an increase from CNY 536,131,881.54 in the prior period[34] - The net cash flow from operating activities was CNY 80,432,523.59, significantly higher than CNY 12,329,855.98 in the previous year[34] - The net cash flow from investing activities decreased to -¥106,666,675.06, a decline of ¥98,693,612.76, attributed to increased long-term asset investments[13] - The net cash flow from investing activities was -CNY 106,666,675.05, compared to -CNY 7,973,062.30 in the previous period, indicating increased investment outflows[35] - The net cash flow from financing activities rose to ¥394,729,023.70, an increase of ¥340,010,137.55 or 1,038.38%, mainly due to the issuance of shares for investment[13] - The net cash flow from financing activities was CNY 394,729,023.70, up from CNY 54,718,886.15 year-over-year, reflecting strong financing activities[35] Assets and Liabilities - Total assets at the end of the reporting period were ¥3,074,293,418.08, a 22.56% increase from ¥2,507,883,152.77 at the end of the previous year[5] - The company's total assets increased to ¥3,074,293,418.08 from ¥2,508,478,313.21, marking a growth of 22.6%[26] - Total liabilities rose to ¥1,647,942,349.94, compared to ¥1,566,374,627.92, indicating an increase of 5.1%[26] - Shareholders' equity attributable to the company reached ¥1,431,552,351.68, up 51.08% from ¥946,955,027.52 at the end of the last year[5] - The equity attributable to shareholders increased to ¥1,431,552,351.68 from ¥947,550,187.96, a growth of 51%[26] Investments and Expenses - Research and development expenses were ¥23,839,856.17, up from ¥19,209,407.39, reflecting a 24% increase[30] - The company reported a significant increase in accounts payable, which rose to ¥881,604,636.04 from ¥772,559,714.63, a growth of 14%[26] - The company recognized government subsidies amounting to ¥5,578,285.96, which is a 100.87% increase compared to the previous year[11] - The company raised a total of ¥435,499,974.90 from a non-public stock issuance, with a net amount of ¥420,573,138.41 after deducting issuance costs[18] - The company reported an increase in inventory to ¥587,625,525.26 from ¥499,780,203.47, indicating a strategic buildup of stock[22] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 22,063[15] - The largest shareholder, Shenzhen Yuan Zhi Fu Hai High-tech Investment Enterprise, holds 14.45% of the shares, totaling 26,220,766 shares[15] - The company has no preferred shareholders as of the reporting period[17] Liquidity - The company reported a significant increase in cash and cash equivalents, which rose by 101.71% to ¥670,180,495.72 due to funds raised from a private placement[8] - The company's cash and cash equivalents increased to ¥670,180,495.72 from ¥332,256,212.21 at the beginning of the year, reflecting a significant growth in liquidity[22] - The cash and cash equivalents at the end of the period amounted to CNY 593,003,641.13, compared to CNY 183,387,331.94 at the end of the previous period[35]

Financial Performance - The company's operating revenue for 2022 was CNY 2,584,290,568.61, representing a 35.33% increase compared to CNY 1,909,574,153.54 in 2021[20]. - The net profit attributable to shareholders for 2022 was CNY 142,373,961.61, a significant increase of 614.43% from CNY 19,928,319.96 in the previous year[20]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was CNY 117,811,854.41, compared to a loss of CNY 17,749,355.71 in 2021, marking a 763.75% improvement[20]. - The net cash flow from operating activities for 2022 was CNY 74,386,835.19, a turnaround from a negative cash flow of CNY 131,261,616.68 in 2021, reflecting a 156.67% increase[20]. - Basic earnings per share for 2022 were CNY 0.7941, up 617.34% from CNY 0.1107 in 2021[20]. - Total assets at the end of 2022 reached CNY 2,507,883,152.77, a 34.12% increase from CNY 1,869,861,010.14 at the end of 2021[20]. - The net assets attributable to shareholders at the end of 2022 were CNY 946,955,027.52, reflecting a 16.46% increase from CNY 813,096,567.23 in 2021[20]. - The weighted average return on equity for 2022 was 16.10%, significantly up from 2.47% in 2021[20]. Market Trends - The global photovoltaic market is expected to grow, with China's new photovoltaic installations reaching 87 GW in 2022, a year-on-year increase of 59%[28]. - The sales volume of new energy vehicles in China reached 6.87 million units in 2022, marking a 96% year-on-year growth, maintaining high growth momentum from 2021[30]. - By the end of 2022, the number of public charging piles in China reached 5.21 million, a year-on-year increase of 92.5%, with a significant reduction in the car-to-pile ratio[32]. - The global smart photovoltaic inverter market is projected to reach approximately CNY 105.13 billion by 2025, indicating substantial growth potential in this sector[30]. - The European market is expanding for photovoltaic installations, driven by favorable policies and increasing demand for renewable energy solutions[29]. Company Strategy and Operations - The company has no changes in its main business since its listing, indicating stability in its operational focus[19]. - The company is focusing on enhancing charging efficiency and developing high-power charging solutions to meet the growing demand in the electric vehicle market[31]. - The company aims to support the sustainable and high-quality development of the new energy vehicle industry through its innovative products and solutions[34]. - The company has established long-term stable partnerships with several Fortune 500 companies, ensuring a steady order flow[46]. - The company has completed the construction of production bases in the Pearl River Delta and Yangtze River Delta, which will gradually release production capacity[51]. Research and Development - The company has obtained 35 invention patents, 195 utility model patents, and 44 design patents, showcasing its strong R&D capabilities[44]. - The company focuses on the development of magnetic components and power supply products, emphasizing reliability, stability, and advanced technology[36]. - The company has made breakthroughs in GaN fast charging products and wireless chargers, expanding its product line significantly[41]. - The company aims to achieve 1-3 utility model patents and mass production for its automotive-grade magnetic components project[62]. - The company reported a total of 49,165,774 restricted shares at the end of the reporting period, with 1,364,100 shares released during the period[194]. Corporate Governance - The company has established a governance structure that complies with relevant laws and regulations, ensuring transparency and fairness in its operations[87]. - The board of directors consists of 9 members, including 3 independent directors, ensuring compliance with governance requirements and effective decision-making[88]. - The company operates independently from its controlling shareholders in terms of business, assets, personnel, and finance, with no significant related party transactions[91]. - The company has a complete and independent financial management system, with dedicated financial personnel and no shared bank accounts with controlling shareholders[93]. - The company has established effective channels for investor relations management, including a dedicated hotline and interactive platforms[89]. Employee Engagement and Development - The company emphasizes employee rights and offers competitive salary and benefits, including "five insurances and one fund," paid leave, and performance-based compensation[123]. - The company has established an education and training center to enhance employee skills and capabilities through qualification management and targeted training programs[155]. - The company provides various cultural and recreational facilities for employees, including sports courts and activity rooms[156]. - The company has a commitment to employee health, conducting annual health checks and providing necessary protective equipment for different job roles[155]. - The company has implemented a systematic training program to enhance the professional capabilities of key personnel[125]. Financial Management - The company aims to enhance its financial structure and reduce financial risks through a refinancing plan, with an emphasis on improving asset scale and net assets[82]. - The company reported a significant decrease in financial expenses, which were -¥9,421,876.13, a change of -151.58% compared to the previous year, mainly due to currency fluctuations[61]. - The company has committed to avoiding any related party transactions that could harm its interests or those of its shareholders[162]. - The company has ensured compliance with disclosure requirements and has taken steps to avoid misleading statements in its prospectus[162]. - The company has a robust organizational structure that supports its business development, ensuring independence from shareholder influence[92]. Shareholder Relations - The company plans to distribute a cash dividend of CNY 1 per 10 shares, with a capital reserve conversion of 4 shares for every 10 shares held[4]. - The total cash dividend amount represents 4.39% of the total profit distribution[128]. - The company has proposed a three-year shareholder return plan for 2022-2024[119]. - The company has established a performance-oriented differentiated compensation mechanism, providing various benefits such as social insurance and housing funds for all employees[154]. - The company has not yet initiated any poverty alleviation or rural revitalization projects during the reporting period[158].

深圳市京泉华科技股份有限公司 证券代码：002885 证券简称：京泉华 公告编号：2023-020 关于举办 2022 年度网上业绩说明会的公告 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、误导性陈述或重大遗漏。 深圳市京泉华科技股份有限公司（以下简称"公司"）于 2023 年 4 月 22 日 在巨潮资讯网(www.cninfo.com.cn)刊登了《2022 年年度报告全文》《2022 年年 度报告摘要》，为便于广大投资者更加全面深入地了解公司经营业绩、发展战略 等情况，公司将于 2023 年 4 月 27 日（星期四）15:00-17:00 在"价值在线" （www.ir-online.cn）举办公司 2022 年度网上业绩说明会，与投资者进行沟通 和交流，广泛听取投资者的意见和建议。 一、说明会召开的时间、地点和方式 会议召开时间：2023 年 4 月 27 日（星期四）15:00-17:00 会议召开地点：价值在线（www.ir-online.cn） 会议召开方式：网络互动方式 二、参加人员 董事长张立品先生，董事总经理鞠万金先生，独立董事董秀琴女士，董事会 秘书辛广斌 ...

编号：2017001 证券代码：002885 证券简称：京泉华 深圳市京泉华科技股份有限公司 投资者关系活动记录表 | --- | --- | --- | |----------------|-------------------------------|----------------------------------------------------------| | | | | | 投资者关系活动 | ■ 特定对象调研 | □ 分析师会议 | | 类别 | □ 媒体采访 | □ 业绩说明会 | | | □ 新闻发布会 | □ 路演活动 | | | □ 现场参观 | | | | □ | 其他 （请文字说明其他活动内容） | | 参与单位名称及 | 民生证券：胡独巍 | | | 人员姓名 | 招商证券：王淑姬 | | | | 华泰证券：郭梁良 | | | | 中信建投：刘文溢、欧阳旭敏 | | | 时间 | 2017 年 11 月 22 日 | 10:00 | | 地点 | 公司一号会议室 | | | 上市公司接待人 | | | | 员姓名 | 董事会秘书：窦晓月女士 | | | 投资者关系活动 | 1 ...

证券代码：002885 证券简称：京泉华 公告编号：2022-088 深圳市京泉华科技股份有限公司 2022 年第三季度报告 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。 1 证券代码：002885 证券简称：京泉华 公告编号：2022-088 一、主要财务数据 （一）主要会计数据和财务指标 重要内容提示： 公司是否需追溯调整或重述以前年度会计数据 □是否 1.董事会、监事会及董事、监事、高级管理人员保证季度报告的真实、准确、完整，不存在虚假记载、误导性陈述或重 大遗漏，并承担个别和连带的法律责任。 2.公司负责人、主管会计工作负责人及会计机构负责人(会计主管人员)声明：保证季度报告中财务信息的真实、准确、 完整。 3.第三季度报告是否经过审计 □是否 公司不存在其他符合非经常性损益定义的损益项目的具体情况。 将《公开发行证券的公司信息披露解释性公告第 1 号——非经常性损益》中列举的非经常性损益项目界定为经常性损益 项目的情况说明 2 证券代码：002885 证券简称：京泉华 公告编号：2022-088 □适用不适用 公司不存在将《公开发行证券的公司信息披 ...

深圳市京泉华科技股份有限公司 2022 年半年度报告全文 深圳市京泉华科技股份有限公司 2022 年半年度报告 【2022 年 7 月 27 日】 1 | 第一节 | 重要提示、目录和释义 | 2 | | --- | --- | --- | | 第二节 | 公司简介和主要财务指标 | 6 | | 第三节 | 管理层讨论与分析 | 9 | | 第四节 | 公司治理 | 17 | | 第五节 | 环境和社会责任 | 19 | | 第六节 | 重要事项 | 20 | | 第七节 | 股份变动及股东情况 | 24 | | 第八节 | 优先股相关情况 | 29 | | 第九节 | 债券相关情况 | 30 | | 第十节 | 财务报告 | 31 | 深圳市京泉华科技股份有限公司 2022 年半年度报告全文 深圳市京泉华科技股份有限公司 2022 年半年度报告全文 第一节 重要提示、目录和释义 公司董事会、监事会及董事、监事、高级管理人员保证半年度报告内容 的真实、准确、完整，不存在虚假记载、误导性陈述或者重大遗漏，并承担 个别和连带的法律责任。 公司负责人张立品、主管会计工作负责人鞠万金及会计机构负责人(会计 主管人员) ...

Financial Performance - The company's revenue for Q1 2022 was ¥453,704,335.47, representing a 30.92% increase compared to ¥346,543,645.92 in the same period last year[3] - Net profit attributable to shareholders was ¥10,287,717.01, a significant turnaround from a loss of ¥6,657,699.89, marking a 254.52% increase[3] - Basic earnings per share rose to ¥0.0572, compared to a loss of ¥0.04 per share in the same period last year, representing a 243.00% increase[3] - Total operating revenue for Q1 2022 was CNY 453.70 million, an increase of 30.9% compared to CNY 346.54 million in Q1 2021[17] - Net profit for Q1 2022 reached CNY 9.28 million, a significant turnaround from a net loss of CNY 6.27 million in Q1 2021[18] - Total comprehensive income for Q1 2022 was CNY 8.63 million, compared to a loss of CNY 5.61 million in Q1 2021[18] Cash Flow and Operating Activities - The net cash flow from operating activities improved to ¥12,329,855.98, compared to a negative cash flow of ¥26,693,638.73 in the previous year, reflecting a 146.19% increase[3] - The company reported a net cash flow from operating activities of CNY 12.33 million, compared to a negative cash flow of CNY 26.69 million in the previous year[21] Assets and Liabilities - Total assets at the end of the reporting period were ¥1,923,702,096.80, up 2.88% from ¥1,869,861,010.14 at the end of the previous year[3] - The company's total liabilities amount to 1,109,638,287.25 RMB, compared to 1,060,436,590.80 RMB at the beginning of the year[16] - Current assets total 1,401,167,720.46 RMB, up from 1,344,304,230.07 RMB at the beginning of the year[15] - Cash and cash equivalents at the end of the reporting period are 260,620,754.66 RMB, an increase from 198,393,851.59 RMB at the beginning of the year[14] Shareholder Information - The total number of common shareholders at the end of the reporting period is 35,702[10] - The top shareholder, Zhang Lipin, holds 19.93% of shares, totaling 35,874,799 shares[10] - The company repurchased a total of 326,000 shares, accounting for approximately 0.1811% of the total share capital, with a total transaction amount of 5,251,590 RMB[12] Expenses and Costs - The company reported a significant increase in sales expenses, which rose by 72.78% to ¥12,011,196.56, attributed to expanded market efforts[7] - Total operating costs for Q1 2022 were CNY 447.95 million, up from CNY 358.08 million in the same period last year, reflecting a 25.1% increase[17] - The company incurred R&D expenses of CNY 19.21 million, slightly down from CNY 19.51 million in Q1 2021[17] - The company’s financial expenses increased to CNY 3.94 million in Q1 2022 from CNY 1.62 million in Q1 2021, primarily due to higher interest expenses[17] Tax and Investment Income - The company experienced a 496.72% increase in taxes payable, amounting to ¥7,515,474.40, due to a rise in the balance of value-added tax payable[7] - The company reported a decrease in investment income by 97.41%, down to ¥153,497.27, mainly due to reduced gains from foreign exchange forward contracts[7] Inventory and Receivables - Accounts receivable decreased to 547,079,193.33 RMB from 643,668,304.88 RMB at the beginning of the year[14] - Inventory increased to 511,410,586.22 RMB from 407,909,055.30 RMB at the beginning of the year[14] Return on Equity - The weighted average return on equity increased to 1.26%, compared to -0.83% in the same period last year, an improvement of 2.09%[3] - The total equity attributable to shareholders of the parent company is 818,747,619.22 RMB, slightly up from 813,096,567.23 RMB at the beginning of the year[16]