证券代码：300340 证券简称：科恒股份 公告编号：2025-063 事项，或处于筹划阶段的重大事项； 三、不存在应披露而未披露信息的说明 公司董事会确认，公司目前没有任何根据《深圳证券交易所创业板股票上市 规则》等有关规定应予以披露而未披露的事项；董事会也未获悉公司根据《深圳 证券交易所创业板股票上市规则》等有关规定应予以披露而未披露的、对公司股 票交易价格产生较大影响的信息；公司前期披露的信息不存在需要更正、补充之 处。 四、风险提示 江门市科恒实业股份有限公司 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。 一、公司股票交易异常波动的情况 江门市科恒实业股份有限公司（以下简称"公司"）股票价格连续两个交易 日（2025 年 6 月 9 日、2025 年 6 月 10 日）收盘价格涨幅偏离值累计达到 43.55%， 根据深圳证券交易所相关规定，属于股票交易异常波动的情况。 二、公司关注及核实情况 针对公司股票交易异常波动，公司董事会通过电话及现场问询方式，对公司 控股股东、实际控制人及持股 5%以上股东、公司董事、监事及高级管理人员就 相关问题进行了核实 ...

Core Viewpoint - The report discusses the cancellation of certain stock options and the repurchase of restricted stocks by Jiangmen Keheng Industrial Co., Ltd. as part of its 2022 stock option and restricted stock incentive plan [1][2][4]. Group 1: Incentive Plan Procedures - The company held multiple meetings in September 2022 to approve the stock option and restricted stock incentive plan, including a board meeting on September 2 and a shareholder meeting on September 19 [2][3]. - The first grant of stock options and restricted stocks was completed on November 15, 2022, with 1.4294 million shares granted to 157 individuals [4][5]. Group 2: Cancellation of Stock Options - A total of 178,340 stock options will be canceled due to 11 incentive participants leaving the company and performance targets not being met [6][7]. - The performance targets for the stock options included a cumulative revenue of at least 15.657 billion yuan from 2022 to 2024, with a target of 20.419 billion yuan [6][7]. Group 3: Repurchase of Restricted Stocks - The company plans to repurchase and cancel a total of 378,650 restricted stocks due to the departure of 7 incentive participants and unmet performance conditions [8][9]. - The repurchase price for the restricted stocks is set at approximately 7.683 yuan per share for the first grant and 7.478 yuan per share for the reserved grant [10][11]. Group 4: Financial Advisor's Opinion - The independent financial advisor concludes that the actions taken by the company regarding the cancellation of stock options and repurchase of restricted stocks comply with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders [11][12].

Core Viewpoint - The company has announced the cancellation of certain stock options and repurchase of restricted stock due to the departure of some incentive recipients and failure to meet performance targets outlined in the 2022 stock option and restricted stock incentive plan [7][8][9]. Summary by Sections Stock Option and Restricted Stock Incentive Plan - The company held multiple board and supervisory meetings to review and approve the 2022 stock option and restricted stock incentive plan, including the assessment management measures and the list of incentive recipients [2][4][5]. - The plan included a total of 158,200 stock options granted to 158 incentive recipients, which were not exercised [7]. Reasons for Cancellation - A total of 113,200 stock options were canceled due to 11 incentive recipients leaving the company, which disqualified them from the incentive plan [7]. - Additionally, 21,000 stock options were canceled for one reserved incentive recipient who also left the company [7]. - The company did not meet the performance targets set for the incentive plan, with cumulative revenue for 2022-2024 being 9.113 billion and for 2023-2024 being 5.151 billion, falling short of the required thresholds [7]. Impact of Cancellation - The cancellation of stock options will not have a significant impact on the company's financial status or operational results, and it will not affect the stability of the management team [8]. - The company plans to continue optimizing its compensation system and improving performance assessment methods to motivate employees [8]. Supervisory and Legal Opinions - The supervisory board agreed that the cancellation of stock options complies with relevant laws and regulations, and does not harm the interests of the company or its shareholders [8][10]. - Legal and independent financial advisors confirmed that the actions taken by the company are in accordance with applicable laws and regulations [9][10].

Market Overview - The ChiNext Index fell by 1.17%, closing at 2037.27 points, with a total trading volume of 411.80 billion yuan, an increase of 43.55 billion yuan compared to the previous trading day [1] - Among the tradable ChiNext stocks, 316 stocks closed higher, with 18 stocks rising over 10%, including Huaye Spice, Saiseng Pharmaceutical, and Zhongke Magnetic Materials, which hit the daily limit [1] Trading Activity - The average turnover rate for ChiNext stocks today was 4.56%, with 60 stocks having a turnover rate exceeding 20% [1] - The stock with the highest turnover rate was Kangliyuan, which closed up 13.17% with a turnover rate of 78.20% and a trading volume of 760 million yuan [1] - Other notable stocks with high turnover rates included Zhongke Magnetic Materials (59.04% turnover rate) and Guokang Biochemical (56.79% turnover rate) [1] Institutional Activity - Among the high turnover stocks, 11 were listed on the Dragon and Tiger List, indicating significant institutional trading activity [2] - Notable net purchases by institutions included Jinjiji Co. with a net buy of 58.05 million yuan and Fuchun Co. with a net buy of 48.92 million yuan [2] Fund Flow - In terms of fund flow, 33 high turnover stocks experienced net inflows, with the highest being Zhongwen Online (560 million yuan) and Fuchun Co. (221 million yuan) [3] - Conversely, the stocks with the largest net outflows included Runxin Technology (308 million yuan) and Hanyu Pharmaceutical (295 million yuan) [3] Performance of Specific Stocks - Kangliyuan and Zhongke Magnetic Materials were among the top performers, with significant price increases and high turnover rates [4] - Guokang Biochemical and Hailin Pharmaceutical faced notable declines, with Guokang Biochemical down by 10.32% [4][5] - The performance of new stocks like C Youyou, which had a turnover rate of 48.68%, was also highlighted [2]

Summary of Key Points Core Viewpoint - The supervisory board of Jiangmen Keheng Industrial Co., Ltd. has conducted a review of the 2022 stock option and restricted stock incentive plan, confirming the legality and compliance of the proposed cancellations and repurchases of stock options and restricted stocks due to performance failures and employee departures [1][2]. Group 1: Stock Options - The company plans to cancel a total of 1.7834 million stock options that have been granted but not exercised, due to the departure of some incentive targets and failure to meet performance assessments [1]. - The supervisory board verified the list of affected incentive targets and confirmed the accuracy of the number of stock options to be canceled [1]. - The cancellation of stock options complies with relevant laws and regulations, and does not harm the interests of the company and its shareholders [1]. Group 2: Restricted Stocks - The company intends to repurchase and cancel a total of 378,650 restricted stocks that have been granted but not released, with 362,600 from the initial grant and 15,050 from the reserved grant [2]. - The repurchase price for the initial grant is set at 7.683 yuan per share, while the reserved grant is set at 7.478 yuan per share [2]. - The supervisory board confirmed the accuracy of the number of restricted stocks to be repurchased and that the repurchase prices comply with the relevant provisions of the incentive plan [2].

Group 1 - The company held its 12th meeting of the 6th Supervisory Board on June 10, 2025, to discuss various matters, including risk management strategies related to commodity futures hedging [1][2] - The Supervisory Board unanimously agreed that the company's commodity futures hedging business is aimed at effectively controlling risks associated with raw material price fluctuations, and the relevant internal control measures are feasible [1][2] - The company plans to optimize its financing structure by securing financing from banks, with the controlling shareholder providing a guarantee of up to 114 million yuan [2][5] Group 2 - The Supervisory Board approved the cancellation of certain stock options, confirming compliance with relevant laws and regulations, and ensuring no harm to the company's or shareholders' interests [3][5] - The company also received approval for the repurchase and cancellation of certain restricted stocks, which was deemed legal and compliant with the company's incentive plan [3][5]

Meeting Information - The company will hold the fourth extraordinary general meeting of shareholders on June 26, 2025, at 14:30 [1] - The meeting will include both on-site and online voting options for shareholders [1][5] - Shareholders can vote through the Shenzhen Stock Exchange trading system and the internet voting system [1][8] Eligibility and Attendance - All shareholders registered with the China Securities Depository and Clearing Corporation Limited by June 19, 2025, are eligible to attend the meeting [2] - Shareholders can appoint proxies to attend and vote on their behalf, and the proxy does not need to be a shareholder [2][5] Meeting Agenda - The meeting will review specific proposals, with details available on the designated information disclosure website [4] - Certain shareholders are required to abstain from voting on specific proposals to ensure compliance with regulations [4] Registration Process - Registration for the meeting will occur from 14:00 to 17:00 on the day of the meeting, with provisions for remote shareholders to register via mail or fax by June 23, 2025 [5] - Both corporate and individual shareholders must provide specific documentation for registration [5] Voting Procedures - Shareholders can participate in voting through the Shenzhen Stock Exchange trading system and the internet voting system, with detailed procedures outlined in the attachments [8][9] - The first valid vote will be considered if there are duplicate votes on the same proposal [8]

Core Viewpoint - The company plans to secure financing by obtaining a guarantee from its controlling shareholder, Gree Financial Investment Management Co., Ltd., for an amount not exceeding 114 million yuan, with additional backing from Mr. Wang Guojian [1][4]. Summary by Sections 1. Overview of Related Guarantees - The company and its wholly-owned subsidiaries intend to apply for financing from banks and other financial institutions, with Gree Financial Investment providing a joint liability guarantee of up to 114 million yuan, valid for three years [1][3]. - The company will pay a guarantee fee of 3‰ per year based on the actual guarantee amount to Gree Financial Investment [1][3]. 2. Related Party Relationships - Gree Financial Investment is the controlling shareholder, and Mr. Wang Guojian, who was the actual controller within the last twelve months, is associated with the company [2][3]. 3. Approval Process for Related Transactions - The related transaction was reviewed and approved by independent directors before being submitted to the board for approval, in compliance with relevant regulations [2][3]. 4. Purpose and Impact of the Transaction - The transaction aims to address the company's need for guarantees in securing financing from banks, with no significant impact on the company's financial status or independence [4][5]. 5. Historical Related Transactions - As of the announcement date, the total amount of related transactions with Mr. Wang Guojian since the beginning of the year is 222,600 yuan [4]. 6. Total External Guarantees - The total balance of external guarantees provided by the company and its subsidiaries is 331 million yuan, with no overdue guarantees or legal disputes related to guarantees [4][5]. 7. Opinions from Independent Directors and Supervisory Board - Both the independent directors and the supervisory board have expressed their agreement with the transaction, confirming that it adheres to legal and regulatory requirements and does not harm the interests of the company or its shareholders, particularly minority shareholders [5].

Group 1: Core Purpose and Business Overview - The company aims to conduct commodity futures hedging to reduce the impact of raw material price fluctuations on its production and operational costs, ensuring stable and sustainable development for itself and its wholly-owned subsidiaries [1][6] - The hedging business primarily involves futures contracts related to lithium carbonate, nickel, and cobalt, which are directly linked to the company's operations [1][6] - The maximum margin utilized for the hedging business will not exceed 50 million RMB, and this amount can be used in a rolling manner within a twelve-month approval period [1][6] Group 2: Risk Analysis - The company acknowledges several risks associated with its hedging activities, including market risk, funding risk, internal control risk, technical risk, and policy risk [2][3] - Market risk arises from significant fluctuations in commodity futures prices, potentially leading to trading losses [2] - Funding risk may occur if the investment amount is too large, causing liquidity issues or forced liquidation due to insufficient margin [2] Group 3: Risk Control Measures - The company implements strict controls on futures positions and continuously optimizes the scale and duration of hedging to protect its interests [3][5] - A dedicated management system for commodity futures hedging has been established, which includes training for personnel to enhance their professional skills [3][5] - Regular supervision and checks are conducted to ensure compliance with legal regulations and the effectiveness of internal controls [3][5] Group 4: Accounting Policies and Feasibility Analysis - The accounting policies for the hedging business will adhere to the relevant Chinese accounting standards, ensuring proper financial treatment of the hedging activities [4][6] - The company has developed a comprehensive internal control and risk management system for its hedging activities, which includes clear guidelines on the use of margin and approval processes [5][6] - Utilizing self-owned funds for hedging activities is expected to mitigate raw material price risks and enhance the company's financial stability and competitive ability [5][6]

证券代码：300340 证券简称：科恒股份 公告编号：2025-059 公司于 2025 年 2 月 13 日分别召开第六届董事会第八次会议、第六届监事会第 八次会议，审议通过了《关于变更控股股东为公司及子公司提供担保方式暨关联交 易的议案》。根据议案内容，公司及其全资子公司深圳市浩能科技有限公司（以下 简称"浩能科技"）、英德市科恒新能源科技有限公司（以下简称"英德科恒"）、 珠海科恒新能源材料有限公司（以下简称"珠海科恒"）、珠海市科恒浩能智能装 备有限公司（以下简称"珠海浩能"），拟向银行等金融机构申请融资，公司控股 股东格力金投为上述融资行为提供连带责任担保，担保额度不超过 11,400 万元（可 循环使用），有效期为自合同签署之日起三年。公司按实际担保金额的 3‰/年向格 力金投支付担保费；同时在上述额度范围内为格力金投提供反担保。具体内容详见 公司 2025 年 2 月 15 日在中国证券监督管理委员会指定的创业板信息披露网站上披 露的《关于变更控股股东为公司及子公司提供担保方式暨关联交易的公告》（公告 编号：2025-017） 江门市科恒实业股份有限公司 关于对外担保暨关联交易的公告 本公司及董 ...