一、审议通过《关于部分募集资金投资项目延期的议案》 股票简称：富瑞特装 股票代码：300228 公告编号：2023-071 张家港富瑞特种装备股份有限公司 第六届董事会第七次会议决议公告 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。 张家港富瑞特种装备股份有限公司（以下简称"公司"）第六届董事会第七次 会议于2023年11月27日在公司会议室以现场结合通讯方式召开。会议通知于2023 年11月23日以电子邮件方式送达全体董事。会议应出席董事7名，实际出席董事7 名，其中董事杨备先生，独立董事姜林先生、袁磊先生以通讯方式参加会议，会 议由公司董事长黄锋先生主持。会议的召集、召开符合《公司法》、《深圳证券 交易所上市公司自律监管指引第2号——创业板上市公司规范运作》、《公司章 程》和《董事会议事规则》的有关规定，会议合法有效。经与会董事表决，通过 如下决议： 表决结果：同意七票、反对 0 票、弃权 0 票。 特此公告。 张家港富瑞特种装备股份有限公司董事会 2023 年 11 月 27 日 受外部环境、行业发展状态、项目整体进度等因素的影响，公司 2020 年度 ...

张家港富瑞特种装备股份有限公司独立董事 关于第六届董事会第七次会议相关事项的独立意见 我们作为张家港富瑞特种装备股份有限公司（以下简称"公司"）的独立董 事，根据《深圳证券交易所创业板股票上市规则》、《深圳证券交易所上市公司自 律监管指引第 2 号——创业板上市公司规范运作》及公司《独立董事工作制度》、 《公司章程》等相关法律法规、规章制度的规定，基于独立判断的立场，本着对 公司、全体股东和投资者负责的态度，秉持实事求是的原则对公司第六届董事会 第七次会议相关事项发表如下独立意见： 一、对《关于部分募集资金投资项目延期的议案》发表如下独立意见 经核查，公司本次对部分募集资金投资项目延期是根据项目实际进展情况做 出的审慎决策，不存在改变或变相改变募集资金投向和其他损害股东利益的情 形，符合《上市公司监管指引第2号——上市公司募集资金管理和使用的监管要 求》、《深圳证券交易所创业板股票上市规则》、《深圳证券交易所上市公司自律监 管指引第2号——创业板上市公司规范运作》的相关规定。因此，同意本次部分 募集资金投资项目延期事项。 （以下无正文，下接签字页） 独立董事签字： 姜 林 袁 磊 郭静娟 2023 年 11 ...

一、募集资金基本情况 经中国证券监督管理委员会出具的《关于同意张家港富瑞特种装备股份有限 公司向特定对象发行股票注册的批复》（证监许可[2021]185 号）核准，公司 2020 年度向特定对象发行股票项目已发行完毕，实际发行 A 股股票 103,989,757 股， 每股发行价格为人民币 4.53 元，募集资金总额为人民币 471,073,599.21 元，扣除 发行费用不含税金额 11,664,141.29 元后的募集资金净额为 459,409,457.92 元。上 述资金到位情况已经公证天业会计师事务所（特殊普通合伙）于 2021 年 3 月 11 日出具的苏公 W[2021]B019 号《验资报告》审验。公司已对募集资金采取了专 项账户存储，并按规定与募集资金专项账户银行、中金公司签订了《募集资金三 方监管协议》《募集资金四方监管协议》。 中国国际金融股份有限公司 关于张家港富瑞特种装备股份有限公司 部分募集资金投资项目延期的核查意见 中国国际金融股份有限公司（以下简称"中金公司"）作为张家港富瑞特种 装备股份有限公司（以下简称"富瑞特装"或"公司"）持续督导的保荐机构， 根据《证券发行上市保荐业务管 ...

Group 1: Business Overview - The company's main products are categorized into LNG application equipment, heavy equipment, and LNG sales and operation services [2][3]. - LNG application equipment includes LNG vehicles, LNG tankers, and low-temperature valve products, with significant market growth observed this year [3]. - Heavy equipment primarily consists of pressure vessels such as towers and heat exchangers, with stable revenue and profit growth [3]. Group 2: Sales and Profit Growth - In the first three quarters of this year, the company experienced notable year-on-year growth in sales and profits across its three main business segments [3]. - The LNG vehicle supply system has seen a market recovery since February, with production capacity expected to increase steadily [3][4]. - The heavy equipment sales reached approximately 370 million in 2022, with 425 million in the first half of this year, indicating strong growth [4][5]. Group 3: Market Trends and Competition - The market share of LNG heavy trucks has reached around 30% as of September, reflecting a growing trend towards low-carbon and clean energy applications [4]. - The company's LNG vehicle supply system holds a market share of approximately 20%-30%, with major clients including leading domestic heavy truck manufacturers [4][5]. - The company faces competition from firms like Zhiyuan New Energy and Shandong Aoyang in the LNG vehicle supply system market [4]. Group 4: Future Development and Strategy - The company aims to promote clean energy and new energy applications, focusing on high-end equipment manufacturing and domestic substitution [8]. - There is a strong emphasis on integrating manufacturing and service sectors, particularly in the LNG operation service business, to enhance overall profitability [8]. - The company is also investing in hydrogen energy products, with ongoing research and development in liquid hydrogen supply systems and related components [7]. Group 5: LNG Sales and Operation Services - The company currently operates over ten LNG liquefaction service projects, with a daily liquefaction capacity of approximately 1.75 million cubic meters, expected to exceed 2 million cubic meters next year [6]. - The LNG sales and operation services align with national strategies to expand domestic natural gas development and reduce energy import dependence [6].

Financial Performance - The company's revenue for Q3 2023 reached ¥738,066,604.63, representing a 119.48% increase year-over-year[4] - Net profit attributable to shareholders was ¥21,502,964.46, up 135.36% compared to the same period last year[4] - The net profit after deducting non-recurring gains and losses was ¥16,884,960.84, reflecting a 135.47% increase year-over-year[4] - The basic earnings per share for the period was ¥0.0374, which is a 135.38% increase compared to the same period last year[4] - Operating profit improved significantly to ¥82,395,709.42, a 187.66% increase from a loss of ¥93,998,163.06 in the previous year[12] - Net profit for the current period was ¥54,914,849.43, marking a 157.50% increase from a net loss of ¥95,507,773.22 in the same period last year[12] - Total operating revenue for the period reached CNY 2,113,162,440.43, a significant increase from CNY 1,090,881,106.72 in the previous period, representing an increase of approximately 93.5%[23] - Net profit for the period was CNY 54,914,849.43, a turnaround from a net loss of CNY 95,507,773.22 in the same period last year[25] - The company reported a basic and diluted earnings per share of CNY 0.0681, compared to a loss per share of CNY -0.1738 in the previous year[26] Assets and Liabilities - The total assets at the end of the reporting period amounted to ¥4,197,060,359.94, a 10.73% increase from the end of the previous year[4] - The company’s total liabilities reached CNY 2,329,123,968.36, an increase from CNY 2,034,295,497.26 in the previous period[25] - The company’s equity attributable to shareholders increased by 2.43% to ¥1,771,072,012.76 compared to the previous year[5] - As of September 30, 2023, total assets increased to approximately 4.20 billion yuan from 3.79 billion yuan at the beginning of the year, reflecting a growth of about 10.9%[21] - The company reported a total current liabilities of approximately 2.31 billion yuan, up from 1.95 billion yuan, reflecting an increase of about 17.6%[21] Cash Flow - Cash flow from operating activities for the year-to-date was ¥347,317,428.53, showing an 84.65% increase[4] - The net cash flow from operating activities increased by 84.65% to ¥347,317,428.53, up from ¥188,099,812.39 in the previous year, primarily due to increased customer payments[12] - The net cash flow from operating activities for Q3 2023 was CNY 347,317,428.53, an increase of 84.93% compared to CNY 188,099,812.39 in Q3 2022[28] - The total cash and cash equivalents at the end of Q3 2023 reached CNY 555,401,485.92, up 26.25% from CNY 439,954,176.31 at the end of Q3 2022[28] - Cash inflow from operating activities totaled CNY 2,331,645,832.10, up from CNY 1,598,921,839.25 in the previous period[27] Expenses and Costs - Research and development expenses rose to ¥74,434,415.06, reflecting a 60.16% increase from ¥46,474,205.83 in the previous year, indicating a focus on innovation[12] - Total operating costs amounted to CNY 2,030,547,914.81, compared to CNY 1,151,905,613.62 in the prior period, reflecting an increase of about 76.5%[23] - Financial expenses surged by 502.78% to ¥13,990,756.21, mainly due to a decrease in foreign exchange gains[12] Other Income and Gains - The company reported a significant increase in other income, which rose by 140.62% to ¥6,640,604.00, attributed to increased government subsidies[12] - The company’s non-recurring gains totaled ¥4,618,003.62 for the reporting period, compared to a loss of ¥4,692,959.70 in the previous year[7] - The company reported a significant reduction in comprehensive loss, with total comprehensive income for the period at CNY 55,120,715.32, compared to a loss of CNY -94,838,733.36 in the previous year[26] Investments and Financing - The company plans to terminate certain fundraising projects and permanently supplement working capital with 213.74 million yuan from the remaining funds[16] - The company completed a capital increase of 80 million yuan for its subsidiary, with the company contributing 56 million yuan and its partner contributing 24 million yuan[17] - The cash inflow from financing activities was CNY 596,656,788.00, an increase of 26.39% compared to CNY 472,258,964.94 in Q3 2022[28] - The net cash flow from financing activities showed a decrease to -CNY 64,007,182.36, compared to a positive cash flow of CNY 9,183,807.65 in Q3 2022[28] Inventory and Receivables - The company reported a significant increase in accounts receivable financing, which rose by 150.38% to ¥135,741,286.94[11] - The company experienced a 64.83% increase in accounts payable, totaling ¥712,215,460.12, due to increased procurement of main materials[11] - Inventory increased to approximately 953.98 million yuan from 864.21 million yuan, representing an increase of about 10.4%[21] - Accounts payable increased to approximately 712.22 million yuan from 517.43 million yuan, an increase of about 37.6%[21] Audit and Reporting - The company did not undergo an audit for the Q3 2023 report[29] - The report was released by the board of directors on October 25, 2023[30]

《《《张家港富瑞特种装备股份有限公司 2023 年半年度报告 股票简称：富瑞特装 股票代码：300228 张家港富瑞特种装备股份有限公司 2023 年半年度报告 二〇二三年八月 l 张家港富瑞特种装备股份有限公司 2023 年半年度报告 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。 公司负责人黄锋、主管会计工作负责人肖华及会计机构负责人(会计主管 人员)肖华声明：保证本半年度报告中财务报告的真实、准确、完整。 所有董事均已出席了审议本次半年报的董事会会议。 公司目前不存在影响公司正常经营的重大风险。公司日常经营中可能面 临的风险因素详见"第三节管理层讨论与分析"之"十、公司面临的风险和 应对措施"中相关风险因素。 公司计划不派发现金红利，不送红股，不以公积金转增股本。 2 张家港富瑞特种装备股份有限公司 2023 年半年度报告 目录 | 第一节 重要提示、目录和释义 . | | --- | | 第二节 公司简介和主要财务指标 | | 第三节 管理层讨论与分析 . | | ...

Financial Performance - The company's revenue for Q1 2023 reached CNY 764,176,745.40, representing a 180.67% increase compared to CNY 272,268,723.15 in the same period last year[5] - The net profit attributable to shareholders was CNY 2,715,775.47, a significant turnaround from a loss of CNY 21,774,277.74 in the previous year, marking a 112.47% increase[5] - The company reported a basic earnings per share of CNY 0.0047, compared to a loss of CNY 0.0378 per share in the same period last year, indicating a 112.43% improvement[5] - Net profit for Q1 2023 was CNY 5,039,150.65, a turnaround from a net loss of CNY 20,940,923.21 in Q1 2022[25] - The company reported a gross profit of CNY 13,268,427.51 for Q1 2023, compared to a gross loss of CNY 18,327,156.91 in the same quarter last year[25] - The total comprehensive income for Q1 2023 was CNY 8,001,979.76, a recovery from a comprehensive loss of CNY 21,116,108.94 in Q1 2022[25] Cash Flow - The net cash flow from operating activities decreased by 70.37% to CNY 54,414,212.87, down from CNY 183,625,607.58 in the previous year, primarily due to reduced sales collections[12] - Cash inflow from operating activities totaled 787,147,759.35, up from 446,825,207.57 in the previous year, representing a 76% increase[26] - Cash inflow from investment activities was 212,209,569.37, down from 304,388,108.83, a decrease of 30%[28] - Net cash flow from investment activities increased significantly to 78,629,466.32 from 5,753,153.65, marking a substantial improvement[28] - Cash inflow from financing activities was 224,000,000.00, compared to 170,269,105.70 in the previous year, reflecting a 31% increase[28] - Net cash flow from financing activities improved to 50,719,069.69 from -48,863,091.29, indicating a positive turnaround[28] - The ending balance of cash and cash equivalents reached 542,743,162.96, up from 340,845,487.97, an increase of 59%[28] Assets and Liabilities - Total assets at the end of the reporting period were CNY 3,983,107,970.20, reflecting a 5.08% increase from CNY 3,790,522,306.25 at the end of the previous year[5] - Total liabilities rose to CNY 2,207,996,216.44, up from CNY 2,034,295,497.26, marking an increase of about 8.5%[22] - The equity attributable to shareholders of the parent company was CNY 1,735,312,888.62, compared to CNY 1,729,014,104.48 in the previous year, showing a slight increase[22] Shareholder Information - The total number of common shareholders at the end of the reporting period is 53,346[14] - The largest shareholder, Huang Feng, holds 7.52% of shares, totaling 43,280,000 shares, with 32,460,000 shares under lock-up[14] - The total number of restricted shares at the end of the period is 32,460,000, with no shares released during the period[16] Investment and Expenses - The company's investment income increased by 92.48% to CNY 1,952,882.17, driven by profits from associated companies[10] - The financial expenses surged by 307.64% to CNY 12,431,891.29, mainly due to foreign exchange losses incurred during the period[10] - Research and development expenses for Q1 2023 were CNY 11,943,564.55, down from CNY 14,301,479.14 in Q1 2022, indicating a decrease of approximately 16.5%[24] Inventory and Receivables - The company reported a significant increase in receivables, with accounts receivable rising by 139.48% to CNY 22,790,649.58, due to an increase in commercial bills received[9] - Accounts receivable increased to RMB 502,181,829.50 from RMB 425,357,540.34 at the beginning of the year[19] - The company’s inventory decreased to RMB 765,140,939.50 from RMB 864,208,956.34 at the beginning of the year[19] Other Information - The company plans to reduce the financial derivatives trading limit from RMB 1.6 billion to RMB 1.3 billion to mitigate exchange rate risks[17] - The company intends to use up to RMB 240 million of idle raised funds for cash management in safe and liquid financial products[18] - The company has a long-term equity investment valued at RMB 61,771,700.23, an increase from RMB 58,362,786.59 at the beginning of the year[19] - The company did not undergo an audit for the Q1 report[29] - The report was released on April 27, 2023, by the board of directors[29]

Financial Performance - The company's operating revenue for 2022 was ¥1,604,892,010.54, representing a 1.14% increase compared to ¥1,586,778,588.92 in 2021[27]. - The net profit attributable to shareholders for 2022 was -¥223,471,860.68, a decrease of 629.50% from a profit of ¥42,204,185.31 in 2021[27]. - The net cash flow from operating activities increased by 13.03% to ¥331,284,156.30 from ¥293,088,798.64 in 2021[27]. - The total assets at the end of 2022 were ¥3,790,522,306.25, a 7.15% increase from ¥3,537,581,997.40 at the end of 2021[27]. - The net assets attributable to shareholders decreased by 11.98% to ¥1,729,014,104.48 from ¥1,964,322,211.67 in 2021[27]. - The basic earnings per share for 2022 were -¥0.39, a decline of 587.50% from ¥0.08 in 2021[27]. - The weighted average return on equity was -12.10% in 2022, down from 2.31% in 2021[27]. - The company reported that its recent audit indicated uncertainty regarding its ability to continue as a going concern[27]. Market Challenges and Opportunities - The LNG vehicle market faced challenges in 2022, with heavy truck sales dropping by 51.85% year-on-year, impacting the sales of LNG vehicle supply systems[38]. - The company anticipates a recovery in the LNG vehicle market in 2023 due to economic recovery and increased demand for LNG trucks as prices stabilize[39]. - In 2022, China's total LNG imports decreased by 19.5%, but the company’s LNG unloading equipment continues to see sustained market demand due to ongoing infrastructure projects[40]. - The company has successfully entered the qualified supplier lists of several Fortune 500 companies, indicating strong international market opportunities for its heavy equipment and LNG applications[41]. - The company faced challenges in 2022 due to geopolitical tensions affecting energy prices and a significant decline in LNG heavy truck sales[48]. Research and Development - In 2022, the company invested CNY 70,411,337.15 in R&D, accounting for 4.39% of its revenue[49]. - The company holds a total of 308 authorized patents, including 50 invention patents and 253 utility model patents[49]. - The company has applied for 48 new patents in 2022, including 20 invention patents[49]. - The company is focusing on product innovation in the hydrogen energy sector to strengthen its market position[48]. - The company is in the sample testing phase for the development of a vehicle LNG high-pressure supply system, aiming for mass production[80]. Strategic Initiatives - The company plans to expand its LNG liquefaction processing services in remote wellhead gas resources in the central and western regions of China[42]. - The company aims to achieve a crude oil production target of 200 million tons and a steady increase in natural gas production in 2022[42]. - The company is focusing on expanding its market presence in the LNG unloading equipment sector, which is expected to benefit from national energy strategies aimed at enhancing energy storage and transportation capabilities[40]. - The company has established stable business relationships with major clients, including leading heavy-duty truck manufacturers and oil and gas companies, ensuring a strong customer base[56]. - The company has actively expanded its overseas market presence, leveraging its full industry chain advantages in LNG applications[60]. Financial Management and Investments - The company raised a total of RMB 471.07 million through the issuance of 103,989,757 A shares at a price of RMB 4.53 per share[107]. - The company has committed to various projects, including the "New Type LNG Intelligent Tank Container" and "LNG High-Pressure Direct Injection Gas Supply System," with varying completion percentages[109]. - The company has engaged in significant equity investments, including a new investment of ¥25,500,000 in a hydrogen fuel cell technology company[96]. - The company has a remaining unused raised fund amount of RMB 330.81 million, which is 8.71% of the total raised funds[107]. - The company has adjusted its fundraising project allocations, reducing the investment in the "LNG high-pressure direct gas supply system project" by ¥40 million to enhance the capital efficiency[65]. Governance and Management - The company has no controlling shareholder or actual controller, ensuring independence in asset, personnel, financial, and operational aspects[155]. - The company’s management team consists of experienced professionals with backgrounds in various sectors, ensuring effective leadership[161]. - The board of directors proposed remuneration adjustments, which were approved by the shareholders' meeting[173]. - The company emphasizes compliance with regulatory requirements regarding executive compensation disclosures[173]. - The total remuneration for directors, supervisors, and senior management during the reporting period amounted to 6.93 million CNY[176]. Employee and Training Initiatives - The total number of employees at the end of the reporting period was 1,642, with 1,081 in production, 98 in sales, 287 in technical roles, 39 in finance, and 137 in administration[185]. - The company has a training program aimed at enhancing employee skills and aligning with corporate development, focusing on internal trainers and talent development[188]. - The company’s remuneration policy emphasizes fair distribution based on performance, with management positions on a salary system linked to company performance[187]. Future Outlook - In 2023, the company aims to achieve a sales scale of RMB 2 billion by expanding its liquefied natural gas service business in the central and western regions of China[135]. - The company plans to enhance its overseas market development, focusing on high-end energy equipment and solutions, including LNG and liquid ammonia products[134]. - The company will continue to promote clean energy and new energy applications, aligning with the national "dual carbon" strategy in 2023[130]. - The company intends to diversify its product offerings by expanding into oxygen, nitrogen, and argon industrial bottles, as well as LNG regional micro-pipeline systems[132]. - The company aims to strengthen its group management capabilities and improve overall management levels in 2023[131].

张家港富瑞特种装备股份有限公司 来访人员会谈纪要 | --- | --- | --- | |--------------|-------|----------------------------------------------------| | | | | | 来访人员姓名 | | 金榜（华泰证券）、李方新（华泰证券）、潘贻立（国 | | 及工作单位 | | 金证券）、郭一凡（国金证券）、姬静远（国金证券）、 | | | | 卞晨晔（国金证券）、徐柏乔（海通证券）、相姜（海 | | | | 通证券）、于志浩（海通资管）肖之良（集元资产）、 | | | | 樊艳阳（民生证券）、张文斌（网信证券）、汤启（华 | | | | 夏基金）、张钊（广发基金）、崔宇（天风证券）、孟强 | | | | | | | | （中邮基金）、周家伊（中邮基金）、李中阳（易方 | | | | 达）、戴畅（平安证券）、刘屾（新沃基金）、娄湘虹 | | | | （华创证券）、胡焜（中信证券）、刘芷冰（中信证 | | | | 券）、左腾飞（中信证券）、唐光英（浙商证券）、王志 | | | | 琦（西南证券）、钱建江（国元证券）、杨绍辉（中 ...

Group 1: Company Product and Market Insights - The company has the manufacturing and operational capacity for liquefaction plants with a daily processing capability of up to 500,000 cubic meters of natural gas, focusing on small-scale, modular, and portable solutions [2] - The market potential for the company's 20,000 to 200,000 cubic meter liquefaction units is significant, driven by national energy security strategies and environmental policies [2] - The company adopts a flexible sales model, offering not only direct sales but also leasing, gas recovery processing services, and operational management to enhance revenue [2] Group 2: Heavy-Duty Truck Market Analysis - In 2020, the total sales of heavy-duty trucks in China were approximately 1.6 million units, with 1 million units sold in the first half of 2021, driven by the replacement of "National III" vehicles and the concentration of "National V" vehicle registrations [3] - The heavy-duty truck market is expected to gradually return to normal levels after a recent surge, influenced by the implementation of "National VI" emission standards [3] - The market share of diesel heavy-duty trucks is declining due to increased costs associated with exhaust treatment, while the share of clean energy vehicles, such as natural gas and fuel cell trucks, is expected to rise [3] Group 3: Future Development and Investment Strategy - The company aims to deepen its focus on the LNG equipment industry, expanding its market presence in areas such as onboard gas supply systems and small liquefaction plants [3] - The company is committed to enhancing its research and development in high-pressure direct injection technology for natural gas trucks and liquid hydrogen technology for fuel cell trucks [3] - The company has no plans for cross-industry investments, prioritizing its core business to ensure stable growth and responsible management for shareholders [3] Group 4: Financial Overview - The total bank credit limit for the company and its subsidiaries is approximately 1 billion yuan, with actual usage being minimal, primarily to support normal business operations [4]