证券代码：200771 证券简称：杭汽轮 B 公告编号：2025-93 杭州汽轮动力集团股份有限公司 关于公司董事辞职的公告 本公司及董事会全体成员保证公告内容的真实、准确和完整，没有虚假记 载、误导性陈述或者重大遗漏。 一、董事离任情况 杭州汽轮动力集团股份有限公司（以下简称"公司"）董事会于 近日收到公司董事王少龙先生的辞职报告。王少龙先生因个人原因， 申请辞去公司第九届董事会董事及审计委员会委员职务，其原定任期 至本公司第九届董事会届满之日止。根据《公司法》和《公司章程》 的规定，董事王少龙先生辞职不会导致董事会成员低于法定人数，不 会影响公司董事会和公司经营的正常运行，其辞职报告自送达董事会 之日起生效。辞职后王少龙先生将不再在本公司担任其他职务。 截至本公告日，王少龙先生未持有公司股份，不存在应该履行而 未履行的承诺事项。 公司及董事会对王少龙先生在任职期间所做出的贡献表示衷心 感谢！ 杭州汽轮动力集团股份有限公司董事会 二〇二五年十月十四日 二、备查文件 1、董事王少龙先生的辞职报告。 ...

Core Viewpoint - The approval of the merger between Hangzhou Qilun Power Group Co., Ltd. (Hangzhou Qilun B) and Hangzhou Hailianxun Technology Co., Ltd. marks a significant step towards Hangzhou Qilun B's return to the A-share market, indicating a positive trend in capital market reforms and industry integration [2][3]. Group 1: Merger Details - The China Securities Regulatory Commission has granted approval for Hailianxun to absorb and merge with Hangzhou Qilun B by issuing 1.175 billion new A-shares as consideration for the merger [2]. - Upon completion of the merger, Hangzhou Qilun B's legal status will be canceled, and all its assets, liabilities, business, personnel, and rights will be inherited by Hailianxun [2]. - The merger is valid for 12 months from the date of the approval [2]. Group 2: Industry and Business Implications - The merger is expected to enhance the traditional industrial turbine business through improved monitoring and energy management capabilities, driven by the integration of communication and information technology [2]. - The merger aligns with the "dual carbon" goals and the trend of intelligent manufacturing, suggesting significant potential for industry integration [2]. Group 3: Financial and Governance Aspects - The transition to the A-share market is crucial for Hangzhou Qilun B to alleviate long-term financing constraints, providing better funding support for technological upgrades and capacity expansion [4][5]. - The merger will reshape the company's governance structure and capital operation space, enhancing asset quality and operational efficiency [5]. - The share exchange method ensures that existing shareholders can smoothly transition to become shareholders of the merged entity, allowing them to benefit from the synergies and capital operations post-merger [5].

Core Viewpoint - The merger between Hailianxun and Hangqilun B is a significant asset restructuring and related transaction, with the approval from the China Securities Regulatory Commission marking the transition to the implementation phase of the deal [1][2]. Group 1: Merger Details - Hailianxun plans to absorb Hangqilun B through a share swap, with a swap price of 9.35 yuan per share for both companies, resulting in a 1:1 swap ratio [1]. - Following the completion of the merger, Hangqilun B will be delisted and its legal entity will be canceled, while Hailianxun will inherit all assets, liabilities, and operations of Hangqilun B [1]. Group 2: Ownership Structure - Both companies are under the control of the Hangzhou State-owned Assets Supervision and Administration Commission, which will remain the actual controller post-merger [2]. - Prior to the merger, Hangzhou State-owned Capital Investment Operation Co., Ltd. held 29.80% of Hailianxun and indirectly controlled 58.70% of Hangqilun B, while post-merger, it will hold 6.71% of Hailianxun directly and control 52.19% in total [2]. Group 3: Historical Context - Hangqilun, established in 1958, is a large state-owned enterprise focused on equipment manufacturing and has struggled to raise capital since its listing in 1998 [3]. - Hailianxun, listed on the Growth Enterprise Market in 2011, initially focused on power information system integration and became a subsidiary of Hangzhou Financial Investment Group in May 2020 [3]. Group 4: Financial Overview - As of June 30, 2025, Hangqilun's total assets were 17.545 billion yuan, with a net asset of 9.384 billion yuan, while Hailianxun's total assets were only 685 million yuan, with a net asset of 487 million yuan [4]. - Revenue figures for Hangqilun from 2022 to the first half of 2025 were 5.519 billion yuan, 5.924 billion yuan, 6.639 billion yuan, and 2.447 billion yuan, with net profits of 522 million yuan, 518 million yuan, 540 million yuan, and 153 million yuan respectively [4]. - In contrast, Hailianxun's revenues during the same period were 242 million yuan, 213 million yuan, 228 million yuan, and 75.164 million yuan, with net profits of 10.31 million yuan, 10.81 million yuan, 9.458 million yuan, and 1.566 million yuan [4].

Group 1 - The core viewpoint of the news is that Hangzhou Steam Turbine Co., Ltd. (杭汽轮B) has received approval from the China Securities Regulatory Commission for its share swap merger with Hailianxun, marking a significant step in its "B to A" transition plan and indicating the practical implementation of industrial integration in turbine equipment and power information technology [1][2][3] Group 2 - The merger will create a dual main business structure of "industrial turbine machinery + power information technology," aiming for deep integration in the intelligent transformation of the energy industry [2] - Hangzhou Steam Turbine reported a stable performance in the first half of 2025, with revenue of 2.447 billion yuan and a net profit attributable to shareholders of 153 million yuan, while the overall gross margin increased to 26.27% [2] - The company has seen significant growth in its core business, with over 80% of revenue coming from industrial turbines and a 39.6% year-on-year increase in hydropower generator sets, alongside a 66.39% surge in overseas business revenue [2] Group 3 - The restructuring addresses the challenges faced by B-share markets, where the average discount rate exceeds 60%, and the transition to A-shares is expected to enhance liquidity and valuation [3] - A-share market provides diverse financing tools that will support the company's independent turbine research and development and overseas market expansion, with a reported 17.12% reduction in boiler and prime mover costs [3] - The capital operation space will be significantly expanded, with the controlling shareholder committing to invest up to 1.5 billion yuan to stabilize the stock price [3]

Group 1 - Zhejiang Province has officially released the first batch of typical cases for AI-enabled manufacturing for 2025, with Hangzhou Steam Turbine New Energy Co., Ltd.'s project selected as a representative in the equipment sector [1] - The project focuses on the application of physically interpretable AI technology to promote intelligent operation and maintenance of integrated smart energy systems involving gas turbines, steam turbines, and new energy [1] - The recognition of this project highlights the company's innovative practices in the deep integration of AI and energy equipment, contributing to high-quality development in manufacturing [1] Group 2 - The China Securities Regulatory Commission has approved the merger of Hangzhou Steam Turbine with Hailianxun through the absorption of 1,174,904,765 new shares, which is valid for 12 months [2] - This merger is a response to government encouragement for mergers and acquisitions, aimed at improving asset quality and operational efficiency of the listed company, thereby enhancing its profitability and investment value [2] - Hangzhou Steam Turbine has faced challenges in capital market financing since its B-share listing in 1998, which has affected its development and the interests of minority shareholders [2] Group 3 - The development of domestically produced gas turbines is critical under the "carbon peak and carbon neutrality" strategy, with a focus on breaking foreign product monopolies and advancing independent innovation in the gas turbine industry [3] - Following the merger, the surviving company will focus on industrial turbine machinery as its main business, supported by power information system integration, aiming to become a world-class industrial drive service provider [3] - The company will leverage capital market resources to enhance its capabilities in the renewable energy sector, contributing to high-quality development in the industry [3]

Core Viewpoint - Hangzhou Steam Turbine's B-share to A-share conversion has made significant progress with regulatory approval received for the registration application [1] Group 1: Company Background - Hangzhou Steam Turbine, established in 1958, is a large state-controlled company focused on equipment manufacturing, particularly steam and gas turbines [1] - The company has evolved into a leading global manufacturer of industrial steam turbines, competing with international giants like General Electric, Siemens, and Mitsubishi [1] Group 2: Market Context - Hangzhou Steam Turbine was listed on the B-share market in 1998, becoming one of the early state-owned enterprises in Hangzhou to enter the capital market [2] - The B-share market has faced challenges such as low trading volume and lack of financing capabilities, leading to a trend of companies transitioning to A-shares or H-shares [2] Group 3: Recent Developments - The recent approval of the B to A share conversion marks the first such case in the B-share market in three years, representing a crucial step for Hangzhou Steam Turbine's return to the A-share market [1] - The management of Hangzhou Steam Turbine has attempted the B to A conversion multiple times over the past decade, finally launching a new plan in November 2024 [2] Group 4: Shareholder Support - The B to A share conversion plan received strong support from investors, with the proposal passing a shareholder meeting with a high vote count [3] - Following the approval, the company can proceed with the implementation of dissenting shareholder cash options and the share exchange merger [3]

Core Viewpoint - Hangzhou Qilun B (200771.SZ) announced that Hailianxun plans to absorb and merge with Hangzhou Qilun by issuing A-shares to all shareholders through a stock swap [1] Group 1: Merger Details - The China Securities Regulatory Commission (CSRC) approved the merger on September 26, 2025, allowing Hailianxun to issue 1,174,904,765 new shares to absorb Hangzhou Qilun [1] - The approval is valid for 12 months from the date of issuance [1] Group 2: Compliance and Obligations - The merger must be conducted in strict accordance with the application documents submitted to the Shenzhen Stock Exchange [1] - The companies involved are required to fulfill their information disclosure obligations in accordance with relevant regulations [1] - Any significant issues or major events that require disclosure must be reported to the Shenzhen Stock Exchange in a timely manner [1]

Core Viewpoint - The merger between Hangzhou Steam Turbine (杭汽轮) and Hailianxun (海联讯) has received approval from the China Securities Regulatory Commission, marking a significant step in Hangzhou Steam Turbine's transition from B-share to A-share market, which is expected to reshape the competitive landscape in the energy sector through business synergies in industrial turbine machinery and power information services [1] Group 1: Business Synergy and Financial Performance - The merger will create a "one main, one auxiliary" business structure, with Hangzhou Steam Turbine's industrial turbine machinery as the core and Hailianxun's power information services as the complement, targeting deep collaboration in the digital transformation of the energy industry [2] - Hangzhou Steam Turbine reported a revenue of 2.447 billion yuan and a net profit of 153 million yuan in the first half of 2025, with a gross margin of 26.27%, an increase of 6.86 percentage points year-on-year [2] - The company's overseas revenue surged by 66.39%, increasing its share from 6.04% to 10.72%, indicating the effectiveness of its global expansion strategy [2] Group 2: Technological and Market Positioning - Hangzhou Steam Turbine has established a comprehensive R&D system for industrial turbines below 150MW and power generation turbines below 200MW, enhancing its capabilities in high-end equipment manufacturing [2] - Hailianxun has over 20 years of experience in power information services, with projects in low-voltage line renovations and substation expansions, benefiting from the increasing investment in China's power grid, projected to reach 608.3 billion yuan in 2024, a 15.26% increase year-on-year [3] Group 3: Strategic Advantages Post-Merger - The merger will create synergies in three dimensions: integration of Hangzhou Steam Turbine's core equipment with Hailianxun's monitoring systems, leveraging Hailianxun's data for operational support, and shared customer resources due to low overlap [3] - The merger is expected to enhance Hangzhou Steam Turbine's service revenue, reflecting its transition from a manufacturing-focused company to a service-oriented enterprise [3] Group 4: Market Transition and Capital Dynamics - The merger addresses the challenges faced by Hangzhou Steam Turbine in the B-share market, where the average discount rate exceeds 60%, limiting its financing capabilities since its B-share listing in 1998 [4] - Transitioning to the A-share market is anticipated to improve liquidity, with A-share daily trading volume approximately 50 times that of B-shares, allowing for a valuation adjustment towards industry averages [4] - The A-share market offers diverse financing options, which will support Hangzhou Steam Turbine's strategic initiatives in technology development and capacity expansion [4] Group 5: Future Strategic Directions - Post-merger, the new company will focus on three strategic directions: enhancing R&D for gas turbine technology, expanding brand presence in international markets, and developing comprehensive smart energy solutions [6] - The merger is expected to optimize the overall profitability structure of the company, leveraging Hailianxun's high-margin business in power information services [6] Group 6: Market Recognition and Reform Implications - The merger has received broad support from shareholders, with 87.57% approval at Hangzhou Steam Turbine's shareholder meeting, indicating strong market confidence [6] - This merger could serve as a benchmark for B-share reform, addressing historical issues while creating new growth opportunities through business collaboration [7]

Group 1 - The company Hailianxun (300277) announced on September 28 that it plans to merge with Hangqilun B (200771) through a share exchange by issuing A-shares to all shareholders of Hangqilun B [1] - On September 26, the company received approval from the China Securities Regulatory Commission for the registration of this merger [1]

Group 1 - The company plans to merge with Hangzhou Turbine Power Group Co., Ltd. by issuing A-shares to all shareholders of Hangzhou Turbine [1] - The merger has received approval from the China Securities Regulatory Commission on September 26, 2025 [1]