证券代码：300257 证券简称：开山股份 公告编号：2023-041 开山集团股份有限公司关于下属公司 Kaishan Renewable Energy Development PTE.,LTD.与 Symbion Power Holdings LLC 签署收购 Orpower Twenty Two Limited 公司 100%股份协议的公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假 记载、误导性陈述或重大遗漏。 特别提示： 1、本次股权收购不构成关联交易。 2、根据《公司章程》等相关规定，本次股权收购需提交公司董事会审议批 准，无需股东大会审议，不构成《上市公司重大资产重组管理办法》中规定的重 大资产重组。 一、交易概述 开山集团股份有限公司（以下简称"公司"）设立在新加坡的全资下属公司 Kaishan Renewable Energy Development Pte., Ltd.（以下简称"KRED"或"买方"） 与Symbion Power Holdings LLC （以下简称"Symbion Power"或"卖方"）于2023 年8月11日签署了《Orpower Twen ...

| 投资者关系活动类 | □特定对象调研 □分析师会议 | | --- | --- | | 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） | | 参与单位名称及人 | 线上参与公司开山股份 2022 年度网上业绩说明会的投 | | 员姓名 | 资者 | | 时间 | 2023 年 05 月 22 日（星期一）下午 15:00-17:00 | | 地点 | "开山股份投资者关系"微信小程序 | | 上市公司接待人员 | 董事长：曹克坚先生 | | 姓名 | 董事、副总经理、董事会秘书：杨建军先生 | | | 财务总监：周明先生 | | | 独立董事：林猛先生 | | | 1、印尼PGE关于低产热井项目是否有进展？目前处 | | | 于什么阶段？ | | | 印尼两大国有地热公司PGE和Geo Dipa均有低产井 | | | 和应用汽轮机地热电站的尾水。目前我公司与Geo Dipa | | | 已签署保密协议，本周双方将开始第一次专业团队讨 | | 投资者关系活动主 | 论。 | | 要内容介绍 | 与PGE低产井、 ...

理、董事会秘书杨建军先生；财务总监周明先生；独立董事林猛先生。 欢迎广大投资者积极参与。 证券代码：300257 证券简称：开山股份 公告编号：2023-029 开山集团股份有限公司 关于举行 2022 年度网上业绩说明会的通知 本公司及董事会全体成员保证信息披露内容的真实、准确和完 整，没有虚假记载、误导性陈述或重大遗漏。 开山集团股份有限公司（以下简称"公司"）2022年年度报告已于2023年4 月21日在中国证监会指定的创业板信息披露网站上公布。为了让广大投资者进一 步了解公司2022年年度报告和经营情况，公司定于2023年5月22日（星期一）下 午15:00-17:00举行2022年度网上业绩说明会（以下简称"本次说明会"），本次 说明会将采用网络远程方式召开，具体方式如下： 为做好中小投资者保护工作、增进投资者对公司的了解和认同，现就公司 2022年度网上业绩说明会提前向投资者征集相关问题。提问通道自发出公告之日 起开放，投资者可登陆"开山股份投资者关系"小程序进入公司本次说明会页面 进行提问。届时公司将在本次说明会上对投资者普遍关注的问题进行回答。 投资者依据提示，授权登入"开山股份投资者关系"小 ...

Financial Performance - The company achieved operating revenue of CNY 937.46 million, an increase of 5.20% year-on-year[14] - Net profit attributable to shareholders decreased by 27.48% to CNY 76.30 million compared to the same period last year[25] - The company reported a basic earnings per share of CNY 0.0768, down 27.48% from the previous year[25] - Net profit for Q1 2023 was ¥77,391,187.95, a decrease of 27.4% from ¥106,550,969.67 in Q1 2022[45] - Earnings per share for Q1 2023 were ¥0.0768, down from ¥0.1059 in the previous year[46] Cash Flow and Assets - The net cash flow from operating activities increased by 49.18% to CNY 125.60 million[25] - The company's cash and cash equivalents increased to approximately RMB 816.89 million from RMB 683.92 million at the beginning of the year, reflecting a growth of about 19.5%[33] - Cash and cash equivalents at the end of Q1 2023 were ¥565,458,610.57, an increase from ¥478,380,435.95 at the end of Q1 2022[48] - Total assets at the end of the period were CNY 13.39 billion, reflecting a growth of 2.15% from the previous year[25] - The total assets of the company reached RMB 13.39 billion, compared to RMB 13.11 billion at the beginning of the year, marking an increase of about 2.1%[34] - Total assets and equity as of March 31, 2023, were ¥13,394,274,061.05 and ¥5,775,066,881.67 respectively, compared to ¥13,112,319,825.40 and ¥5,814,168,520.02 at the end of the previous year[44] Liabilities and Financial Expenses - Total liabilities of the company increased to RMB 7.62 billion from RMB 7.30 billion, reflecting a rise of approximately 4.4%[34] - Financial expenses rose by 94.77% to CNY 55.42 million, primarily due to increased interest expenses[10] - Financial expenses increased significantly to ¥55,419,229.39 in Q1 2023 from ¥28,453,869.09 in the same period last year[44] Other Income and Expenses - Other income increased by 119.67% to CNY 10.09 million, attributed to an increase in government subsidies received[10] - Research and development expenses for Q1 2023 were ¥25,533,155.14, a decrease from ¥28,757,063.33 in Q1 2022[44] Shareholder Information - The total number of common shareholders at the end of the reporting period is 11,775, with the largest shareholder, Kaishan Holding Group Co., Ltd., holding 57.25% of shares, equating to 568,900,942 shares[28] Project Updates - The company reported a profit decrease of approximately RMB 30 million from the Sosian-Menengai project compared to the same period last year[32] - The company anticipates completing drilling of the T-13 well in the second quarter, following setbacks from the T-11 well[32] - The revenue from LMF products showed a decline of over RMB 10 million compared to last year, attributed to external factors affecting domestic business[32] - The company maintains a positive outlook for its domestic and international compressor product lines, which continue to show growth in revenue and profit[32] Other Financial Metrics - Other non-current assets increased by 255.55% to CNY 32.44 million due to the increase in other non-current assets at the end of the period[10] - Other payables increased by 45.96% to CNY 66.55 million, indicating a rise in other payables at the end of the period[10] - The weighted average return on net assets decreased to 1.32%, down 0.80% from the previous year[25] - Total operating costs for Q1 2023 were ¥848,879,898.33, up 9.5% from ¥774,964,425.79 in the same period last year[44] - The company reported a net cash outflow from investing activities of ¥261,225,859.67 in Q1 2023, compared to a net outflow of ¥413,804,565.65 in Q1 2022[48]

Compensation and Remuneration - The total remuneration paid to the board of directors, supervisors, and senior management in 2022 amounted to 4.1226 million yuan[6]. - Tang, Yan, the director and general manager, received a pre-tax remuneration of 2.7192 million yuan[6]. - The company has a total of 11 directors, supervisors, and senior management members[6]. - The remuneration for independent directors is determined based on the overall level of similar positions in the industry and region[5]. - The remuneration decision for directors and supervisors is based on the company's profitability and individual performance[5]. - The company’s independent directors received a total of 29.83 million yuan in remuneration collectively[6]. - The company’s employee compensation policy includes fixed and variable components, linking performance to remuneration[40]. - The company has established a comprehensive compensation and benefits system to enhance employee satisfaction and retention[102]. Corporate Governance - The company has not reported any penalties from securities regulatory agencies for its current and recently departed directors, supervisors, and senior management[2]. - The company has established a robust governance structure, ensuring compliance with regulations and enhancing the effectiveness of the board of directors and supervisory board[77]. - The board of directors emphasized ongoing improvements in corporate governance practices to enhance shareholder value[96]. - The company has received warning letters from the China Securities Regulatory Commission for various disclosure violations[170]. Financial Performance - The company reported a net profit of ¥571,830,487.20 for the fiscal year 2022, with a distributable profit of ¥1,673,675,878.29 by year-end[58]. - The company reported a significant increase in revenue, achieving a total of $1.5 billion, representing a 20% year-over-year growth[96]. - The company's operating revenue for 2022 was ¥3,754,252,369.52, an increase of 7.73% compared to ¥3,484,737,325.03 in 2021[148]. - Net profit attributable to shareholders for 2022 was ¥408,659,169.84, representing a growth of 34.58% from ¥303,647,259.97 in 2021[148]. - The total assets at the end of 2022 reached ¥13,112,319,825.40, a 12.96% increase from ¥11,608,200,646.68 at the end of 2021[148]. - The cash flow from operating activities net amount was ¥350,464,899.79, a decrease of 20.14% from ¥438,873,818.14 in 2021[148]. Project Development and Operations - The company has achieved 100% localization of its workforce in manufacturing bases in Austria and the U.S., as well as in geothermal power stations in Turkey and Hungary[19]. - The successful development and operation of the SMGP Phase I and II projects have demonstrated the company's comprehensive geothermal development capabilities, marking a significant breakthrough in the industry[22]. - The company is actively optimizing project construction progress and costs based on practical experience gained during the development process[22]. - The company is focused on providing cost-effective solutions to different markets, which has improved its competitiveness in the engineering and production sectors[20]. - The company is expanding its global market share in key compressor markets, focusing on high-end fields such as centrifugal compressors and magnetic suspension technology[192]. Strategic Initiatives - The company plans to invest over 80 million CNY in external investments and asset purchases in the next twelve months[44]. - The company is focused on developing energy-efficient products, including screw compressors and geothermal power generation projects in Indonesia, the USA, and Hungary[105]. - The company has engaged in community social responsibility activities, such as providing medical assistance and scholarships in project locations[106]. - The company is actively seeking cooperation opportunities with geothermal developers and power station operators in countries like Indonesia, Central and Eastern Europe, Kenya, and Turkey[192]. Employee and Workforce Management - The total number of employees at the end of the reporting period was 3,603, with 2,718 in production, 154 in sales, and 296 in technical roles[39]. - The company has a total of 105 employees with a master's degree or higher, and 470 with a bachelor's degree[39]. - The company has implemented a talent selection philosophy of "simplicity, efficiency, and confidence" in its overseas operations, emphasizing the importance of local team development[19]. - The company has established targeted training programs for different employee groups, including management and technical staff[41]. Compliance and Risk Management - The company has implemented a comprehensive internal control system to mitigate operational risks and enhance management quality[70]. - 100% of the company's total assets and operating income are included in the internal control evaluation scope, indicating full coverage of financial reporting[72]. - The company maintains compliance with various legal and regulatory commitments, ensuring transparency and accountability in its operations[116]. Market Expansion and Product Development - The company is expanding its market presence in Asia, targeting a 25% increase in market share over the next two years[96]. - Research and development expenses increased by 30%, totaling $300 million, to support innovation initiatives[96]. - New product launches included a state-of-the-art software platform, expected to drive an additional $200 million in revenue[96]. - The company completed a strategic acquisition of a competitor for $500 million, enhancing its product offerings[96]. Environmental and Social Responsibility - The management highlighted the importance of sustainability initiatives, committing to reduce carbon emissions by 40% by 2025[96]. - The company emphasizes its commitment to social responsibility, ensuring the protection of shareholder and investor rights through timely and accurate information disclosure[101]. - Employee rights are prioritized, with the company adhering to labor laws and providing timely salary payments and social insurance contributions[102]. - The company is actively involved in promoting green development and responding to global carbon neutrality initiatives[105].

Group 1: Overseas Market Development - Kaishan Compressor USA (KCA) established a dealer network with nearly 100 dealers in North America and Latin America, achieving sales of over $50 million in 2022, with a market share of approximately 9% in the North American oil-injected screw compressor market [2] - The South Asia marketing service center in Mumbai became profitable within two years, gaining recognition from major Indian groups like Tata and L&T [2] - Kaishan's presence in Australia has expanded to four major cities, with a market share of about 8% in the Australian market [2] - The Austrian factory LMF has entered the hydrogen compressor market, securing orders from companies like Uniper and the UK National Grid [2] Group 2: Future Market Focus - The company aims to enhance its presence in the North American market by manufacturing and selling oil-free screw compressors and developing new products like vacuum pumps and blowers [3] - In India, Kaishan plans to become a preferred supplier for major clients and explore local manufacturing opportunities [3] - The company will focus on high-value products in the Middle East market, including air compressors and oil-free screw compressors [3] - The Asia-Pacific market, particularly Vietnam, Indonesia, Malaysia, Thailand, and South Korea, shows significant growth potential [3] Group 3: Product Development and Strategy - Kaishan has a complete product range, with oil-injected screw compressors and oil-injected vacuum pumps already gaining market share [3] - The company plans to promote high-value products such as oil-free screw compressors, centrifugal air compressors, and hydrogen compressors [3] - Kaishan is working towards becoming a comprehensive solution provider, establishing an online quality management system and providing training and certification for dealers [3] Group 4: Geothermal Power Projects - In the U.S., Kaishan has several geothermal projects, including a 3MW plant in Wabuska and a 12.5MW plant in Star Peak, with total resource potential of 40-60MW [4] - In Indonesia, the Sorik Marapi project has a total capacity of 190MW across multiple phases, with the fourth phase expected to be operational in 2023 [5] - The Turawell project in Hungary has a capacity of 1.7MW, while the Transmark project in Turkey is set to expand to 15.8MW [5][6] - In Kenya, the Sosian-Menengai project is expected to be completed in 2023, providing a 35MW geothermal power station [6] Group 5: Future Development Plans - Kaishan's geothermal business will focus on three models: BOOT, EPC, and full-process development [7] - The BOOT model will leverage existing geothermal resources in Kenya and Indonesia to minimize drilling risks [7] - The EPC model will allow Kaishan to supply geothermal power equipment, capitalizing on its established reputation in major geothermal markets [7] - The company plans to develop geothermal resources in North America, Indonesia, and Europe, with a focus on full-process development in the U.S. due to favorable infrastructure and tax incentives [7]

开山股份调研记录 时间：2016 年 1 月 8 日 地点：国泰君安上海总部会议室 参与方： 开山股份—曹克坚（董事长）、毛永彪（董事） 参与调研机构：浙商证券、新进创投、国泰君安、普尔投资、国联安基金、华 宝兴业、中欧基金、信诚基金、浦银安盛 调研记录： 1、第一部分： 曹董事长介绍开山股份的发展历史、公司的愿景与价值观，主要内容如下： 2004 年：为民族工业造芯 开山的技术创新结束了中国不会制造螺杆主机的历史，打破了跨国公司对 该项核心技术的垄断。 2009 年：为节约中国做贡献 •螺杆式空气压缩机能效水平领先全部跨国公司产品 10%以上，工艺气压 缩机组、中央空调冷水机、工业冷冻压缩机、热泵和商业冷冻压缩机组能效水平 均明显高于国际同类产品。 •两级压缩螺杆空压机获 2015"十大最佳节能技术"，代表中国参加全球 最佳节能产品评选； •ORC 螺杆膨胀发电机可以利用 90 度以上的热流体发电，被国家发改委 列入战略性新兴产业，获国家财政资助项目。 2015 年：成为一家绿色公司 今后 5 年将依托公司自有的全球领先的蒸汽膨胀发电与 ORC 技术，将公 司发展成为绿色能源开发利用世界级公司。 2、第二部 ...

Financial Performance - The company's revenue for Q3 2022 was ¥887,291,590.96, representing a 13.66% increase year-over-year[7]. - Net profit attributable to shareholders for the same period was ¥99,475,063.73, a 25.14% increase compared to the previous year[7]. - The net profit after deducting non-recurring gains and losses was ¥93,944,092.53, up by 20.99% year-over-year[7]. - Basic earnings per share for Q3 2022 were ¥0.1001, a 25.13% increase from the same period last year[7]. - The net profit for the current period is 334,909,575.95, an increase from 232,844,672.25 in the previous period, representing a growth of approximately 43.9%[35]. - The total comprehensive income for the current period is 847,849,294.25, compared to 215,997,572.26 in the previous period, indicating a significant increase of about 292.5%[35]. - The basic earnings per share for the current period is 0.3324, up from 0.2314 in the previous period, reflecting a growth of approximately 43.7%[38]. - The operating profit for the current period is 383,316,197.74, an increase from 264,072,807.24 in the previous period, reflecting a growth of approximately 45.1%[35]. Assets and Liabilities - The total assets at the end of the reporting period reached ¥12,862,008,670.15, reflecting a 10.80% increase from the end of the previous year[7]. - The company's total liabilities amounted to CNY 7.09 billion, up from CNY 6.68 billion, indicating an increase of about 6.16%[30]. - The total equity attributable to shareholders rose to CNY 5.77 billion, compared to CNY 4.93 billion, reflecting a growth of approximately 17.06%[32]. - The company's inventory as of September 30, 2022, was CNY 1.47 billion, up from CNY 1.27 billion, indicating an increase of approximately 15.00%[30]. - Long-term equity investments increased to CNY 71.83 million from CNY 64.60 million, reflecting a growth of about 11.00%[30]. - Deferred income tax assets rose to CNY 174.56 million from CNY 161.13 million, indicating an increase of about 8.33%[30]. Cash Flow - The net cash flow from operating activities for the year-to-date was ¥337,512,600.70, which is a 37.24% increase year-over-year[12]. - Cash flow from operating activities for the current period is 337,512,600.70, compared to 245,932,824.11 in the previous period, showing an increase of about 37.1%[39]. - Cash flow from investing activities resulted in a net outflow of 1,027,638,113.34, worsening from a net outflow of 984,444,734.79 in the previous period[42]. - Cash flow from financing activities generated a net inflow of 545,841,635.90, compared to 39,719,515.18 in the previous period, indicating a substantial increase[42]. Shareholder Information - The number of ordinary shareholders at the end of the reporting period was 11,743[13]. - The company has released 135,635,018 restricted shares, with 37,350,000 shares held by executive Cao Kejian remaining restricted[19]. - The company’s largest shareholder, Kaishan Holding Group, holds 58.49% of the shares, making it the controlling shareholder[18]. - The total number of shares held by the top 10 unrestricted shareholders is 504,965,379, representing a significant portion of the company's equity[19]. - The company has not disclosed any known relationships or concerted actions among other shareholders[19]. Project Developments - The company completed the acquisition of 100% equity in Inter Investment Pte. Ltd. for $60 million, which holds rights to explore and develop seven geothermal projects in Indonesia with a total power generation potential of 990 MW[20]. - The SGI first power station with a capacity of 5 MW commenced commercial operations on March 28, 2022[21]. - The Star Peak project successfully connected to the NV Energy grid and began power production, with electricity sold at $70.25 per MWh[21]. - The third unit of SMGP officially started commercial operations with a net power generation capacity of 46.150 MW[21]. - OME Eurasia signed an agreement to invest $21 million for a 49% stake in TTG, which is developing geothermal resources in Turkey with a fixed electricity price of $105 per MWh until December 31, 2030[22]. - The Gulpinar project is expected to have a P90 power capacity of 15-18 MW and a P50 capacity of 25-27 MW, with a total capital investment of approximately $58 million[25]. Financial Ratios - The weighted average return on equity was 1.70%, an increase of 0.08% compared to the previous year[7]. - The company reported a net interest expense of CNY 97.57 million, compared to CNY 61.08 million in the previous period, an increase of approximately 59.83%[33]. - The income tax expense for the current period is 47,726,855.72, compared to 30,459,508.17 in the previous period, which is an increase of about 56.8%[35].

开山集团股份有限公司 2022 年半年度报告全文 开山集团股份有限公司 2022 年半年度报告 2022-049 【2022 年 08 月】 1 开山集团股份有限公司 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。 公司负责人曹克坚、主管会计工作负责人周明及会计机构负责人(会计主 管人员)周明声明：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报告的董事会会议。 本报告中涉及的未来发展规划等前瞻性陈述，均不构成公司对投资者的 实质承诺，投资者及相关人士均应对此保持足够的风险认识，并且应当理解 计划、预测与承诺之间的差异。敬请广大投资者理性投资，注意风险。 公司已经在本报告中详述了可能存在的宏观经济风险、公司转型发展带 来的各类风险，敬请投资者查阅本报告"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"。 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 开山集团股份有限公司 2022 年半年度报告全 ...

Financial Performance - The company's operating revenue for Q1 2022 was ¥891,092,218.86, representing a 12.40% increase compared to the same period last year[3] - Net profit attributable to shareholders was ¥105,222,248.27, a significant increase of 75.24% year-on-year[3] - Basic earnings per share (EPS) was ¥0.1059, up 75.33% from ¥0.0602 in the same period last year[3] - The net profit for the period reached 106,550,969.67, representing a significant increase of 78.49% from 59,675,924.89 in the prior year[31] - The total comprehensive income attributable to the parent company's owners was 76,053,666.76, down from 88,217,973.27, representing a decrease of approximately 13.3% year-over-year[35] Cash Flow - The net cash flow from operating activities reached ¥84,194,198.34, marking a remarkable increase of 1,243.40% compared to the previous year[3] - Cash inflows from operating activities totaled 984,106,040.38, a decrease of about 4.3% compared to 1,028,662,182.66 in the previous period[36] - Cash outflows from operating activities amounted to 899,911,842.04, down from 1,022,394,935.96, indicating a reduction of approximately 12.0%[39] - Cash flow from investing activities showed a net outflow of 413,804,565.65, compared to a net outflow of 375,371,280.89 in the previous period, indicating a worsening of approximately 10.2%[39] - Cash flow from financing activities generated a net inflow of 266,290,266.25, contrasting with a net outflow of 72,217,502.63 in the prior period, representing a significant turnaround[39] - The ending balance of cash and cash equivalents was 478,380,435.95, down from 1,031,046,039.52, reflecting a decrease of approximately 53.7% year-over-year[42] Assets and Liabilities - Total assets at the end of the reporting period were ¥12,021,821,090.61, reflecting a 9.20% increase from the previous year[5] - The company's total liabilities increased to 7,020,364,125.14, compared to 6,682,843,984.70, marking a rise of 5.06%[27] - The total equity attributable to shareholders rose to 5,000,675,043.80, up from 4,920,903,754.33, indicating an increase of 1.04%[27] - The company's cash and cash equivalents decreased to CNY 956,223,650.54 from CNY 977,261,632.24, reflecting a decline of about 2.67%[18] - Accounts receivable increased to CNY 673,969,710.64 from CNY 621,223,306.10, marking an increase of approximately 8.5%[21] - Inventory rose significantly to CNY 1,398,375,712.62 from CNY 1,271,616,685.65, indicating a growth of around 9.95%[21] - The company's fixed assets increased to CNY 4,089,115,875.75 from CNY 3,689,245,818.63, reflecting a growth of about 10.83%[21] - The company’s non-current assets totaled CNY 8,342,619,597.59, up from CNY 8,089,040,668.36, representing an increase of approximately 3.13%[21] - The company’s total current assets reached CNY 3,679,201,493.02, an increase from CNY 3,519,159,978.32, indicating a growth of about 4.54%[21] Expenses - Total operating costs amounted to 774,964,425.79, up from 720,225,143.82, reflecting a growth of 7.57%[28] - Research and development expenses for the quarter were 28,757,063.33, compared to 23,142,391.80, reflecting a growth of 24.5%[28] - Tax expenses rose by 74.66% to ¥8,456,532.39, attributed to increased tax liabilities[6] - Financial expenses increased by 63.51% to ¥28,453,869.09, primarily due to higher interest expenses[6] - The financial expenses increased to 28,453,869.09, up from 17,401,900.71, which is a rise of 63.5%[28] Investments and Projects - The company completed the commercial operation of its first phase geothermal power station (5 MW) on March 28, 2022, with an expected annual revenue of approximately USD 5 million[16] - The company signed an agreement to acquire seven geothermal projects in Indonesia for USD 60 million, with a total generation capacity of 990 MW[16] - The company plans to prioritize exploration of the Gunung Talang and Geureudong projects post-acquisition, with resource potentials of 180 MW and 220 MW respectively[16] Future Outlook - The company plans to continue expanding its market presence and investing in new technologies to drive future growth[30]