2 | 非经营性资金占用 | 资金占用方名称 | 占用方与 上市公司 的关联关 | 上市公司核 算的会计科 | 2023 年期初 占用资金余 | 2023 年 1-6 月占用累计 发生金额 | 2023 年 1- 6 月占用 资金的利 | 2023 年 1- 6 月偿还 累计发生 | 2023 年 6 月 30 日占用资 | 占用形成原因 | 占用性质 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | 系 | 目 | 额 | （不含利 息） | 息（如 有） | 金额 | 金余额 | | | | 控股股东、实际控制人及 其附属企业 | | | | | | | | | | | | 小计 | - | - | - | | | | | | | - | | 前控股股东、实际控制人 及其附属企业 | | | | | | | | | | | | 小计 | - | - | - | | | | | | | - | | 其他关联方及附属企业 | | | | | | | | | | | | 小计 | | | | | | | | | ...

大连智云自动化装备股份有限公司 (以下无正文) 大连智云自动化装备股份有限公司独立董事 关于第五届董事会第四十一次会议 相关事项的独立意见 根据《上市公司独立董事规则》《深圳证券交易所创业板股票上市规则》等法 律法规、规范性文件及大连智云自动化装备股份有限公司(以下简称"公司")《公 司章程》《独立董事工作制度》的有关规定，作为公司第五届董事会独立董事，本 着认真、负责的态度，仔细审阅了公司第五届董事会第四十一次会议审议的相关事 项，发表如下意见： 一、关于 2023 年半年度第一大股东及其他关联方占用公司资金、公司对外担保 情况的独立意见 根据《上市公司监管指引第 8 号——上市公司资金往来、对外担保的监管要求》 等规定和要求作为公司独立董事，我们本着严谨、实事求是的态度对公司 2023 年半 年度关联方资金占用和对外担保情况进行了认真核查，现将核查情况说明如下： 经核查，报告期内，公司不存在第一大股东及其他关联方占用公司资金的情况， 也不存在以前年度发生并累计至 2023 年 6 月 30 日的关联方违规占用资金情况；公 司不存在为第一大股东及其他关联方提供担保的情况。 截至 2023 年 6 月 30 ...

大连智云自动化装备股份有限公司 信息披露义务人名称：师利全 通讯地址：深圳市宝安区福海街道大洋路126号 股份变动性质：持股数量及持股比例不变，被动成为第一大股东 详式权益变动报告书 上市公司名称：大连智云自动化装备股份有限公司 股票上市地点：深圳证券交易所 股票简称：智云股份 股票代码：300097 权益变动报告书签署日期：2023 年 8 月 16 日 1 信息披露义务人声明 一、本报告书系信息披露义务人依据《中华人民共和国证券法》、《上 市公司收购管理办法》、《公开发行证券的公司信息披露内容与格式准 则第 15 号——权益变动报告书》和《公开发行证券的公司信息披露内容 与格式准则第 16 号——上市公司收购报告书》等法律、法规及规范性文 件编制。 二、信息披露义务人签署本报告书已获得必要的授权和批准。 三、依据《中华人民共和国证券法》、《上市公司收购管理办法》等 规定，本报告书已全面披露信息披露义务人在大连智云自动化装备股份 有限公司（以下简称"智云股份"）中拥有权益的股份变动情况。截至 本报告书签署之日，除本报告书披露的信息外，上述信息披露义务人没 有通过任何其他方式增加或减少其在智云股份中拥有权益的 ...

大连智云自动化装备股份有限公司 关于持股 5%以上股东协议转让部分公司股份过户完成 暨第一大股东发生变更的公告 大连智云自动化装备股份有限公司 证券代码：300097 证券简称：智云股份 公告编号：2023-071 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。 大连智云自动化装备股份有限公司（以下简称"公司"）于近日接到公司持股 5%以上股东谭永良先生的通知，谭永良先生向宋长江先生协议转让公司部分股份 的事项已办理完成股份过户登记手续，现将具体情况公告如下： 一、本次协议转让的基本情况 公司持股 5%以上股东谭永良先生与宋长江先生于近日签署了《股份转让协 议》，谭永良先生拟以协议转让方式将其持有的 1,450 万股公司无限售流通股（占 公司股份总数的 5.03%）转让给宋长江先生。 具体内容详见公司于 2023 年 8 月 1 日在中国证监会指定的创业板信息披露 网站巨潮资讯网（http://www.cninfo.com.cn）披露的《关于持股 5%以上股东协议 转让部分公司股份暨权益变动的提示性公告》（公告编号：2023-069）及《简式权 益变动报告书》 ...

Group 1: Financial Performance and Projections - The company is scheduled to disclose its 2023 semi-annual report on August 30, 2023, with specific performance details to be provided in the regular report [1] - The company aims to turn a profit in 2023, with ongoing updates to be shared in future disclosures [1] - As of March 20, 2023, the company has received a total of ¥164,379,500.00 for equity repurchase, with a remaining amount of ¥155,944,597.88 to be paid by December 31, 2023 [2] Group 2: Shareholder Concerns and Market Position - The company has a current shareholding of 5.5454% in Jiutian Zhongchuang, which is no longer included in the consolidated financial statements [2] - The company acknowledges a 53% loss for shareholders who have held stock for five years and is exploring measures to enhance stock prices [3] - The company does not currently face risks of delisting as it meets the financial criteria set by the Shenzhen Stock Exchange [3] Group 3: Business Strategy and Future Directions - The company is focusing on the domestic semiconductor equipment market and plans to increase the sales and proportion of high-margin products [4] - The company is actively researching Micro LED technology for module processing equipment [4] - The company is committed to continuous R&D and innovation, maintaining a competitive edge in the automated equipment industry [5]

证券代码：300097 证券简称：智云股份 公告编号：2023-063 大连智云自动化装备股份有限公司 关于举办2022年度网上业绩说明会的公告 大连智云自动化装备股份有限公司 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。 大连智云自动化装备股份有限公司（以下简称"公司"）已于 2023 年 4 月 28 日在巨潮资讯网上披露了《2022 年年度报告》及《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，公司定 于 2023 年 6 月 29 日（星期四）15:30-17:00 在"价值在线"（www.ir-online.cn） 举办 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、业绩说明会召开的时间、地点和方式 1、会议召开时间：2023 年 6 月 29 日（星期四）15:30-17:00 2、会议召开地点：价值在线（www.ir-online.cn） 3、会议召开方式：网络远程方式 二、出席人员 公司董事长、总经理、董事会秘书（代）师利全先生，独立董事陈勇先生。 三 ...

Financial Performance - The company's operating revenue decreased by 36.56% compared to the previous year, amounting to 349 million CNY in the flat panel display module equipment business, which declined by 39.76%[6] - The net profit attributable to shareholders increased by 56.18%, despite the overall revenue decline[6] - The automotive intelligent manufacturing equipment segment's revenue was 85 million CNY, down 27.13% due to reduced demand from traditional automotive production lines[8] - The company faced a loss primarily due to a reversal of performance compensation amounting to 118.01 million CNY related to a subsidiary, impacting the net profit significantly[9] - The company's operating revenue for 2022 was ¥450,242,410.16, a decrease of 36.56% compared to ¥709,676,355.79 in 2021[24] - The net profit attributable to shareholders was -¥286,696,432.96, an improvement of 56.18% from -¥654,274,025.61 in the previous year[24] - The cash flow from operating activities showed a significant increase, reaching ¥24,976,137.04, compared to -¥76,288,231.32 in 2021, marking a 132.74% improvement[24] - The total assets at the end of 2022 were ¥1,413,646,335.74, down 24.98% from ¥1,884,406,344.06 at the end of 2021[24] - The basic earnings per share improved to -¥0.99 from -¥2.27 in 2021, reflecting a 56.39% increase[24] Revenue Breakdown - The company reported a quarterly revenue breakdown: Q1 at ¥48,679,224.18, Q2 at ¥231,581,495.51, Q3 at ¥70,102,696.18, and Q4 at ¥99,878,994.29[25] - The revenue from the automation equipment segment was CNY 434.39 million, accounting for 96.48% of total revenue, down 37.38% year-on-year[63] - The revenue from flat panel display module equipment was CNY 348.90 million, representing 77.49% of total revenue, down 39.76% year-on-year[63] - The automotive intelligent manufacturing segment generated ¥85,406,604.9 in revenue, with a gross margin of 14.28%, down 27.13% in revenue and 25.95% in cost compared to the previous year[64] Market Trends and Projections - The company anticipates continued growth in the small and medium-sized display panel market, with global shipments expected to reach 3.396 billion units by 2026[34] - The domestic display panel industry is projected to grow from 10,020 million square meters in 2021 to approximately 12,120 million square meters by 2025[35] - The overall economic environment, public health events, and intensified market competition were cited as major factors affecting revenue[8] - The rise of OLED technology is expected to drive significant investment in display equipment, with a projected increase in OLED panel penetration in the coming years[55] - The global OLED panel sales are projected to be $38.7 billion in 2023, a 7% decline from the previous year, with smartphone OLED panel shipments expected to remain flat but sales down by 8%[37] R&D and Innovation - The company has established a strong R&D team and a structured innovation system to support its product development[51] - The company is focusing on enhancing its core products in the flat panel display module automation equipment sector, which is closely tied to the demand for consumer electronics[34] - The company is enhancing its competitiveness in the semiconductor sector with the completion of a high-speed sorting device for wafers, achieving a precision of 25 microns[77] - R&D investment amounted to ¥90,103,100.86 in 2022, representing 20.01% of operating revenue, a significant increase from 14.87% in 2021[79] - The company completed several key R&D projects, including high-precision control technology for semiconductor equipment, enhancing core technology reserves for next-generation devices[74] Operational Challenges - The company is gradually exiting the automotive powertrain automation equipment sector, which has seen a decrease in orders[8] - The company maintains stable operating expenses, including R&D and management salaries, despite the revenue decline[9] - The management highlighted ongoing risks and uncertainties in future operations, urging investors to maintain awareness of potential risks[9] - The company faces intensified market competition due to the rapid development of domestic panel device manufacturers, which may compress profit margins[100] - The overall demand for LCD panels is expected to decline, potentially impacting the sales and revenue of the company's equipment products[101] Corporate Governance and Compliance - The independent auditors issued a qualified opinion on the financial statements, indicating concerns over the accuracy of certain disclosures[6] - The company has established and improved its internal control system, with no significant deficiencies reported during the fiscal year[152] - The company emphasizes investor relations management, ensuring timely, complete, and accurate information disclosure through various channels[158] - The company has a governance structure that includes independent directors and supervisors, ensuring compliance with corporate governance standards[118] - The company is committed to timely and accurate information disclosure to ensure all shareholders have equal access to information[114] Shareholder and Management Information - The company plans not to distribute cash dividends or issue bonus shares for the reporting period[11] - The total remuneration paid to the company's directors, supervisors, and senior management during the reporting period was 7.9953 million yuan, covering 12 individuals[129] - The company held its annual general meeting on May 19, 2022, with an investor participation rate of 22.90%[117] - The first extraordinary general meeting of 2022 took place on May 23, 2022, with a participation rate of 11.47%[117] - The company has a performance assessment standard and references market compensation for similar industries when determining remuneration[129] Legal and Regulatory Matters - The company is involved in a significant lawsuit with Tianchen New Energy, with a claim amount of RMB 13,674,500[179] - The company reported a total amount involved in litigation and arbitration of RMB 50.2001 million, with RMB 33.8652 million as the amount involved in cases where the company is the defendant and RMB 16.3358 million as the amount involved in cases where the company is the plaintiff[180] - The independent auditor issued a qualified opinion on the company's 2022 financial statements, highlighting issues related to the subsidiary Jiutian Zhongchuang's procurement pricing[174] - The company has not experienced any penalties or rectification situations during the reporting period[181] - There were no related party transactions in daily operations during the reporting period[182]

Financial Performance - The company's operating revenue decreased by 36.56% compared to the previous year, amounting to 349 million CNY in the flat panel display module equipment business, which declined by 39.76%[6] - The net profit attributable to shareholders increased by 56.18%, despite the overall revenue decline[6] - The automotive intelligent manufacturing equipment segment's revenue was 85 million CNY, down 27.13% due to reduced demand from traditional automotive production lines[8] - A significant loss was recorded due to a reversal of performance compensation amounting to 118.01 million CNY related to a subsidiary, impacting the net profit[9] - The company's operating revenue for 2022 was ¥450,242,410.16, a decrease of 36.56% compared to ¥709,676,355.79 in 2021[24] - The net profit attributable to shareholders was -¥286,696,432.96, showing an improvement of 56.18% from -¥654,274,025.61 in the previous year[24] - The cash flow from operating activities was ¥24,976,137.04, a significant increase of 132.74% compared to -¥76,288,231.32 in 2021[24] - The total assets at the end of 2022 were ¥1,413,646,335.74, down 24.98% from ¥1,884,406,344.06 at the end of 2021[24] - The basic earnings per share for 2022 was -¥0.99, an improvement of 56.39% from -¥2.27 in 2021[24] - The company reported a quarterly revenue of ¥231,581,495.51 in Q2 2022, which was the highest among the four quarters[25] - The net profit attributable to shareholders in Q4 2022 was -¥179,939,814.70, marking a significant loss for the quarter[25] Business Strategy and Focus - The company decided to gradually exit the automotive powertrain automation equipment business, leading to a decrease in orders and revenue in this area[8] - The company will continue to focus on R&D and management stability despite the challenging market conditions[9] - The company is actively adjusting its business focus towards the 3C flat panel display module automation equipment sector, which has significant market growth potential[49] - The company aims to enhance its R&D capabilities and expand into new business areas related to OLED equipment, maintaining its competitive edge in the industry[46] - The company is focusing on enhancing its technological innovation and R&D capabilities to maintain its competitive edge in the industry[57] - The company is expanding its equipment process categories, focusing on high-end, high-margin products, and increasing the sales proportion of these products in 2023[101] Market Trends and Projections - The company expects continued growth in the global small and medium-sized display panel shipments, projected to reach 3.396 billion units by 2026[34] - The domestic display panel industry is expected to grow from 10,020 million square meters in 2021 to approximately 12,120 million square meters by 2025[35] - In 2022, the global AMOLED panel market saw a 25% year-on-year decline in TFT LCD panel shipments, while car-mounted TFT LCD panel shipments slightly increased by 4% to 195 million units[36] - The overall shipment of small and medium-sized AMOLED panels (9.0 inches and below) in 2022 was 762 million units, representing a 6% year-on-year decrease[37] - The global OLED panel sales are projected to be $38.7 billion in 2023, a 7% decline from the previous year, with smartphone OLED panel shipments expected to remain flat but sales down by 8%[37] - The domestic OLED panel market is expected to grow rapidly, with a forecasted CAGR of 6.9%, reaching 1.22 billion units by 2027[42] - The market for Mini LED and Micro LED equipment is projected to reach 27 billion yuan by 2025, driven by their superior performance characteristics[39] - The market size for smart manufacturing equipment in China is expected to exceed 28.1 trillion yuan by 2023, reflecting a growing demand for automation[40] R&D and Innovation - The company has established a strong R&D team and focuses on customized automation equipment based on client needs[51] - The company completed several key R&D projects, including high-precision control technology for semiconductor equipment, enhancing core technology reserves for next-generation devices[75] - The development of a high-precision bonding device module achieved a positioning accuracy of 2 microns, improving competitiveness in bonding products[77] - The company is expanding its product line with new technologies, including IJP spraying technology for VR displays and flexible surfaces, enhancing capabilities in future display fields[75] - The introduction of a vacuum heating pressure bonding machine aims to fill domestic and international technology gaps in VR/AR device bonding, improving production efficiency[77] - The company is developing a comprehensive management system for the tobacco industry, integrating production and circulation data to enhance competitive advantages[77] Financial Management and Governance - The company plans not to distribute cash dividends or issue bonus shares for the reporting period[11] - The overall operating expenses remained stable, but the expense ratio increased compared to the previous year due to the revenue decline[9] - The company is committed to improving its internal governance systems in line with regulatory requirements[62] - The company has established and improved internal control systems, with no significant internal control deficiencies reported during the fiscal year[154] - The company has implemented a performance-based salary structure for senior management, with no director allowances provided[151] - The company continues to strengthen its internal audit capabilities to enhance compliance and operational efficiency[154] Shareholder and Management Structure - The largest shareholder of the company is Mr. Tan Yongliang, holding 37,327,507 shares, which accounts for 12.94% of the total share capital[118] - The company maintains independence from its largest shareholder in terms of assets, personnel, finance, organization, and business operations[118] - The company has a diverse management team with backgrounds in various industries, including semiconductor management and accounting[124][125] - The company has appointed independent directors with extensive experience in auditing and consulting for listed companies[125][126] - The company has maintained a stable leadership structure with recent elections and appointments aimed at strengthening governance[123][128] Risks and Challenges - Future operational plans and performance forecasts are subject to risks, and the company advises investors to maintain awareness of these risks[9] - The company has faced uncertainty regarding its ability to continue as a going concern, as indicated by the negative net profit figures over the past three years[24] - The company recognizes the risk of product R&D and technology updates due to fast-paced industry changes and aims to maintain close technical communication with downstream clients[105] - The company is managing accounts receivable risks by strengthening monitoring and management processes to reduce the likelihood of bad debts[106] - The company is taking measures to mitigate inventory impairment risks by enhancing control over inventory management and production planning[107] Related Party Transactions and Commitments - The company has committed to reducing and regulating related party transactions, ensuring compliance with market principles and legal regulations[165] - The company has pledged not to engage in non-operational fund occupation with related parties, with penalties including interest at four times the bank's benchmark rate for any violations[166] - The company has established a framework for managing related party transactions to ensure they are conducted at fair market prices[165] - The company has committed to fulfilling all obligations related to the management of potential penalties arising from financial discrepancies[167]

Financial Performance - The company's revenue for Q1 2023 was ¥110,114,178.91, representing a 126.20% increase compared to ¥48,679,224.18 in the same period last year[5] - The net loss attributable to shareholders decreased to ¥23,245,629.40, a 49.46% improvement from a loss of ¥45,994,357.19 in the previous year[5] - Basic and diluted earnings per share improved to -¥0.08, a 50.00% increase from -¥0.16 in the same quarter last year[5] - The net profit for Q1 2023 was -24,640,998.08 CNY, compared to -49,149,044.25 CNY in Q1 2022, showing an improvement of approximately 50% year-over-year[29] - Operating profit for Q1 2023 was -28,606,808.31 CNY, a decrease from -49,387,185.21 CNY in the same period last year, indicating a reduction in operating losses[29] - The total comprehensive income for Q1 2023 was -24,640,998.08 CNY, an improvement from -49,149,044.25 CNY in Q1 2022[30] Cash Flow - The net cash flow from operating activities was ¥19,914,288.06, a significant increase of 240.58% compared to -¥14,165,797.97 in Q1 2022[5] - Operating cash inflow decreased by RMB 67.0508 million, a decline of 33.17%, primarily due to a reduction in operating sales receipts[16] - Operating cash outflow decreased by RMB 101.3089 million, a decline of 46.76%, mainly due to reduced operating procurement expenses and various taxes[16] - Cash and cash equivalents net increase amounted to RMB 3.2093 million, a turnaround of 119.33% compared to a decrease of RMB 16.5967 million in the same period last year[16] - Cash and cash equivalents at the end of Q1 2023 totaled 14,012,149.20 CNY, compared to 18,236,620.11 CNY at the end of Q1 2022, showing a decrease in liquidity[33] Assets and Liabilities - Total assets at the end of the reporting period were ¥1,397,165,532.24, a decrease of 1.17% from ¥1,413,646,335.74 at the end of the previous year[5] - Current liabilities totaled RMB 861,886,583.94 as of March 31, 2023, an increase from RMB 839,775,238.71 at the beginning of the year[27] - The company’s long-term borrowings decreased to RMB 33,222,000.00 from RMB 49,833,000.00 at the beginning of the year, a reduction of about 33.5%[27] - Inventory as of March 31, 2023, was RMB 521,298,251.20, compared to RMB 508,896,146.81 at the beginning of the year, reflecting an increase of approximately 2.5%[26] Operating Costs and Expenses - Operating costs increased by 80.25% to ¥69,119,941.80, driven by the growth in equipment acceptance volume[13] - Total operating costs for Q1 2023 were RMB 127,410,362.65, compared to RMB 102,036,870.25 in Q1 2022, indicating an increase of about 24.8%[28] - Research and development expenses for Q1 2023 were 19,531,927.79 CNY, slightly up from 19,124,867.59 CNY in Q1 2022, reflecting continued investment in innovation[29] - The company incurred financial expenses of 4,759,209.52 CNY in Q1 2023, slightly up from 4,621,148.39 CNY in the previous year[29] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 20,136[18] - The largest shareholder, Tan Yongliang, holds 12.94% of the shares, totaling 37,327,507 shares[18] Government Support and Subsidies - The company received government subsidies totaling ¥974,200.00, related to VAT exemptions and innovation funding[7] - Other income decreased by RMB 1.3223 million, a decline of 51.43%, mainly due to a reduction in government subsidies received during the reporting period compared to the previous year[14] Equity Transactions - The company plans to repurchase 75.7727% equity of Jiutian Zhongchuang for RMB 320,324,097.88 due to unmet performance commitments in 2021[21] - The company completed the buyback of 75.7727% equity in Jiutian Zhongchuang, with the first payment of RMB 62.03 million received on April 14, 2023[23] - The company has provided a guarantee of RMB 18 million for Jiutian Zhongchuang's financing, which will continue post-equity buyback[23] Impairment and Losses - The company experienced a 376.01% increase in credit impairment losses, amounting to -¥12,239,503.29, compared to a gain in the previous year[13] - Credit impairment losses increased by RMB 16.6739 million, a growth of 376.01%, mainly due to the provision for bad debts on receivables during the reporting period[14] Audit and Reporting - The company is focusing on improving its financial reporting accuracy and addressing issues related to abnormal procurement prices at its subsidiary[2] - The company has not undergone an audit for the Q1 2023 report[35]

证券代码： 300097 证券简称：智云股份 大连智云自动化装备股份有限公司 投资者关系活动记录表 编号：【2015 年】第 001 号 | --- | --- | --- | |--------------|------------------------------|--------------------------------------------------------| | | | | | | ■ | 特定对象调研 □分析师会议 | | 投资者关系 | □媒体采访 □业绩说明会 | | | | □ | 新闻发布会 □路演活动 | | 活动类别 | □现场参观 | □ 一对一沟通 | | | ■ | 其他 （电话会议，通过国泰君安电话会议系统召开） | | 参与单位名称 | CEIC-- 刘颖；爱建自营 | -- 章孝林；百毅资本--罗杰；宝盈投 | | 及人员姓名 | 资--曹小飞；北京金泰银安投资 | -- 王厚恩；北京星石投资 -- | | | | 曹恩祥；北京正心投资--孙伟；博时基金--甘传琦；博时基 | | | | 金--郭小林；常春藤资产--陈凯睿；常识资本 -- 刘清明；常 | | ...