经核查，我们认为：公司 2023 年预计的日常关联交易符合公司业务发展及生 产经营的正常需要，交易定价公允、合理。董事会在审议此议案时，关联董事已 回避表决，表决程序符合相关法律法规、规范性文件的规定，表决结果合法有效， 不存在损害公司及全体股东特别是中小股东利益的情形，不会对公司的独立性和 持续经营能力造成不良影响。因此，我们一致同意该事项。 独立董事：张蕾蕾、叶飞、郭鹏程 2023 年 8 月 22 日 1 中达安股份有限公司独立董事 关于第四届董事会第十八次会议相关事项的独立意见 我们作为中达安股份有限公司（以下简称"公司"）的独立董事，本着客观、 公正、审慎的原则，根据《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》等相关法律法规、规范性文件，以及《公司章程》和《独 立董事工作制度》的相关规定，对公司第四届董事会第十八次会议审议的关于公 司 2023 年度日常关联交易预计相关事项发表如下独立意见： ...

我们作为中达安股份有限公司（以下简称"公司"）的独立董事，本着客观、 公正、审慎的原则，根据《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》等相关法律法规、规范性文件，以及《公司章程》和《独 立董事工作制度》的相关规定，对公司拟提交至第四届董事会第十八次会议审议 的关于公司 2023 年度日常关联交易预计相关事项发表事前认可意见如下： 中达安股份有限公司独立董事 公司本次关联交易预计系由于日常经营业务开展所需，符合公司经营发展的 实际需要，交易定价公允、合理，不会对公司财务和经营产生不利影响，不存在 损害上市公司及全体股东特别是中小股东利益的情形。因此，我们一致同意将此 议案提交至公司第四届董事会第十八次会议审议。 关于第四届董事会第十八次会议相关事项的事前认可意见 独立董事：张蕾蕾、郭鹏程、叶飞 2023 年 8 月 22 日 1 ...

证券代码：300635 证券简称：中达 中达安股份有限公司 2022 年度业绩说明会投资者关系活动记录表 编号：2023-001 | --- | --- | --- | |----------------|------------------------------------|-----------| | | □特定对象调研 □分析师会议 | | | | □媒体采访 √业绩说明会 | | | 投资者关系活动 | | | | | □新闻发布会 | □路演活动 | | 类别 | | | | | □现场参观 □电话会议 | | | | □其他： （请文字说明其他活动内容） | | 参与单位名称 中达安2022年度业绩说明会采用网络远程方式进行，面向 全体投资者 及人员姓名 时间 2023 年 5 月 18 日 15:00-17:00 地点 深圳证券交易所"互动易平台"http://irm.cninfo.com.c n"云访谈"栏目 副董事长, 总裁：吴君晔 公司接待人员 副总裁、董事会秘书：张龙 姓名 财务总监：杨萍 独立董事：张蕾蕾 1.1、一季度营业收入 130,988,151.85 元，按地区划分的 话，各 ...

Financial Performance - The company's operating revenue for 2022 was ¥590,254,388.83, a decrease of 2.40% compared to ¥604,783,074.59 in 2021[19]. - The net profit attributable to shareholders was -¥179,669,710.84, representing a decline of 637.61% from ¥33,420,009.81 in the previous year[19]. - The cash flow from operating activities was ¥16,158,946.41, down 80.21% from ¥81,635,787.10 in 2021[19]. - Basic earnings per share were -¥1.3180, a decrease of 637.52% compared to ¥0.2452 in 2021[19]. - Total assets at the end of 2022 were ¥991,178,867.11, a reduction of 16.36% from ¥1,184,991,946.99 at the end of 2021[19]. - The net assets attributable to shareholders decreased by 26.82% to ¥487,165,544.31 from ¥665,753,066.74 in 2021[19]. - The company reported a quarterly revenue of ¥165,119,974.37 in Q4 2022, showing an increase from Q3's ¥156,855,232.27[21]. - The net profit attributable to shareholders in Q4 2022 was -¥201,237,002.01, a significant decline from previous quarters[22]. - The company's total revenue for 2022 was CNY 590,254,388.83, a decrease of 2.40% compared to CNY 604,783,074.59 in 2021[73]. - The operating profit for 2022 was CNY -21,760.8 million, down 608.94% from the previous year[70]. Risk Factors - The company is facing potential risks in future operations, which are discussed in detail in the management's outlook section[3]. - The company faces industry volatility risks due to macroeconomic factors, which could impact its operational performance if not managed effectively[125]. - The company is expanding its business across all provinces and municipalities, which poses challenges in cross-regional management and operational costs[126]. - The company is implementing measures to mitigate risks related to project management and talent retention, ensuring effective operations amidst rapid growth[127]. Corporate Governance - The financial report is guaranteed to be true, accurate, and complete by the company's management, including the CEO and accounting head[3]. - The company maintains independent operations and governance, ensuring no interference from the controlling shareholder in business activities[138]. - The company has a well-defined governance structure with independent financial management, ensuring no shared bank accounts with the controlling shareholder[142]. - The board's restructuring is expected to align with the company's long-term strategic goals[148]. - The company emphasizes transparency in information disclosure, adhering to relevant regulations to ensure timely and accurate information for investors[140]. Digital Transformation and Innovation - The company emphasizes its commitment to digital transformation and smart upgrades in its infrastructure services[12]. - The company is focusing on digitalization and smart technologies to improve service delivery and expand its market reach[34]. - The company has invested heavily in R&D since its listing, utilizing advanced technologies such as IoT, 5G, BIM, AI, big data, and cloud computing to create an integrated service platform for the construction industry[40]. - The company is committed to digital transformation in the engineering consulting industry, focusing on the development of smart products to drive efficiency and quality improvements[53]. - The company aims to enhance its competitive edge through digital transformation and the development of new technologies and products[87]. Market Expansion and Strategy - The company plans to deepen its market presence across all provinces and municipalities in mainland China, leveraging its extensive service network to expand its operational scale and market share[51]. - The company aims to integrate its full range of engineering consulting qualifications to strengthen its horizontal competitive advantage across various sectors, including construction, municipal, water conservancy, energy, and chemical industries[63]. - The company is actively pursuing high-level qualifications from the Ministry of Transport and other departments to strengthen its competitive edge in the engineering consulting sector[51]. - The company aims to deepen its national market presence, replicating the "Lushan model" to enhance operational scale and market share while supporting rural revitalization[122]. Employee and Talent Management - The company emphasizes talent acquisition and retention through various incentive programs, aiming to build a high-quality professional team to enhance its core competitiveness[52]. - The company has established an online learning platform to provide free learning resources for employees[175]. - The employee composition includes 2,488 production personnel, 42 sales personnel, 332 technical personnel, 24 financial personnel, and 135 administrative personnel[173]. - The company plans to continue optimizing its training resources and improving its training system to enhance employee skills and core competitiveness[175]. Social Responsibility and Sustainability - The company strictly adheres to environmental protection laws and promotes green office practices, contributing to sustainable development[193]. - A total of 183,000 RMB was donated to support rural revitalization and poverty alleviation efforts during the reporting period[194]. - The company emphasizes a low-carbon and eco-friendly approach in its daily operations, contributing to environmental sustainability[193]. - The company is committed to supporting the dual carbon goals and promoting sustainable development through innovative construction practices[41]. Financial Management and Investments - The company has reported a total of 31.87 million in liabilities, with a significant portion attributed to operational costs[147]. - The company is committed to improving its financial health by reducing operational inefficiencies and increasing revenue streams[146]. - The company plans to enhance its core business capabilities by obtaining higher-level qualifications from relevant departments, aiming to strengthen its competitive edge in the engineering supervision sector[118]. - The company is committed to increasing R&D investment to support high-quality development, with ongoing projects including the "isDC Smart Engineering Data Center" and various management platforms[118]. Internal Control and Compliance - The internal control system was continuously improved and optimized, effectively preventing operational risks and ensuring compliance with relevant regulations[180]. - The internal control self-evaluation report indicated that all units included in the evaluation accounted for 100% of the total assets and revenue of the consolidated financial statements[183]. - The company faced no major internal control deficiencies during the reporting period, maintaining a robust internal control environment[181]. - The company has implemented measures to address audit risks and ensure compliance with regulatory requirements[170].

Financial Performance - The company's revenue for Q1 2023 was ¥130,988,151.85, a decrease of 7.59% compared to ¥141,750,855.96 in the same period last year[5] - Net profit attributable to shareholders increased by 40.48% to ¥10,517,071.90 from ¥7,486,391.53 year-on-year[5] - Basic earnings per share rose by 40.44% to ¥0.0771 from ¥0.0549 in the same period last year[5] - Net profit for Q1 2023 was ¥12,153,190.24, representing a 39.5% increase from ¥8,744,203.06 in Q1 2022[21] - Earnings per share (EPS) for Q1 2023 was ¥0.0771, compared to ¥0.0549 in the previous year, reflecting a 40.4% increase[22] Cash Flow - The net cash flow from operating activities was -¥29,942,874.89, a significant decline of 631.28% compared to -¥4,094,599.22 in the previous year[11] - Cash flow from operating activities showed a net outflow of ¥29,942,874.89, worsening from a net outflow of ¥4,094,599.22 in the same quarter last year[23] - The net cash flow from investing activities was -¥11,811,645.12, an increase of 271.48% compared to -¥3,179,623.54 in the previous year[11] - The net cash flow from financing activities was -7,124,593.26, an improvement from -19,171,236.59 in the same period last year[25] - The company reported a cash outflow of 54,490,767.40 from financing activities, slightly lower than 56,146,020.00 in the previous year[25] - The net increase in cash and cash equivalents was -48,879,113.27, compared to -26,445,459.35 in the previous year[25] Assets and Liabilities - Total assets at the end of the reporting period were ¥1,001,076,885.42, reflecting a 1.00% increase from ¥991,178,867.11 at the end of the previous year[5] - Total current assets amount to 645,940,562.15 RMB, an increase from 634,986,319.03 RMB at the beginning of the year[17] - Total current liabilities are 455,237,963.90 RMB, slightly down from 455,881,356.67 RMB[17] - Total liabilities amounted to ¥480,062,926.20, a slight decrease from ¥482,318,098.13 at the end of the previous quarter[22] - The company experienced a 43.29% reduction in current liabilities, totaling ¥20,460,731.30, down from ¥36,082,533.40[9] Shareholder Information - Total number of common shareholders at the end of the reporting period is 7,813[13] - The largest shareholder, Jinan Likong Disen Equity Investment Partnership, holds 10.29% of shares, totaling 14,031,261 shares[13] - The second largest shareholder, Wu Junye, holds 9.37% of shares, totaling 12,778,864 shares[13] Expenses - Sales expenses increased by 61.28% to ¥3,723,950.75, primarily due to higher market development costs[10] - The company recorded a significant increase in sales expenses, which rose to ¥3,723,950.75 from ¥2,309,021.66 year-on-year, marking a 61.5% increase[20] - Research and development expenses for Q1 2023 were ¥10,317,495.40, slightly down from ¥11,036,019.54 in Q1 2022[20] Other Financial Metrics - The weighted average return on equity improved to 2.14%, up from 1.12% in the same period last year[5] - The company reported a significant increase in credit impairment losses, amounting to ¥81,075,692.21, up 8690.40% from ¥922,321.17 year-on-year[10] - The company reported an investment loss of ¥699,977.39 in Q1 2023, contrasting with a gain of ¥47,000.63 in the previous year[21] - The company has a goodwill of 135,774,905.63 RMB, unchanged from the previous period[17] Cash and Equivalents - Cash and cash equivalents decreased to 93,022,500.16 RMB from 141,881,486.04 RMB[16] - The ending balance of cash and cash equivalents was 82,722,480.49, down from 113,621,887.21 at the end of the previous year[25] - The company had a beginning cash balance of 131,601,593.76, down from 140,067,346.56 in the previous year[25] Audit Information - The company did not conduct an audit for the first quarter report[26]

Financial Performance - The company's operating revenue for 2022 was ¥590,254,388.83, a decrease of 2.40% compared to ¥604,783,074.59 in 2021[20]. - The net profit attributable to shareholders was -¥179,669,710.84, representing a decline of 637.61% from ¥33,420,009.81 in the previous year[20]. - The cash flow from operating activities was ¥16,158,946.41, down 80.21% from ¥81,635,787.10 in 2021[20]. - The total assets at the end of 2022 were ¥991,178,867.11, a decrease of 16.36% from ¥1,184,991,946.99 at the end of 2021[20]. - The net assets attributable to shareholders decreased by 26.82% to ¥487,165,544.31 from ¥665,753,066.74 in 2021[20]. - The basic earnings per share for 2022 was -¥1.3180, compared to ¥0.2452 in 2021, marking a decline of 637.52%[20]. - The diluted earnings per share also stood at -¥1.3180, reflecting the same percentage decline as the basic earnings per share[20]. - The company reported a net profit of -¥201,237,002.01 in Q4 2022, following profits in the first three quarters[23]. - The company received government subsidies amounting to ¥2,136,276.86 in 2022, down from ¥2,486,890.60 in 2021[26]. - The total non-operating income and expenses for 2022 amounted to ¥3,906,860.20, compared to ¥1,007,889.98 in 2021[27]. Corporate Governance - The financial report is guaranteed to be true, accurate, and complete by the company's management, including the CEO and accounting head[3]. - The company has established a sound corporate governance structure, ensuring clear responsibilities among the rights, decision-making, supervisory bodies, and management[141]. - The board of directors consists of 9 members, including 3 independent directors, complying with legal requirements[142]. - The company maintains independence from its controlling shareholder in terms of business operations, personnel, assets, and finances[146]. - The company has a complete asset ownership structure, with clear property rights and no shared operational facilities with the controlling shareholder[147]. - The company has implemented a performance evaluation and incentive mechanism for senior management, linking their performance to compensation[145]. - The company emphasizes transparency in information disclosure, ensuring timely and accurate communication with investors[144]. - The company actively engages with stakeholders to balance interests and promote sustainable development[145]. - There were no significant deviations from the legal and regulatory requirements regarding corporate governance[145]. - The company has established independent financial management systems, ensuring autonomous financial decision-making[147]. Business Strategy and Market Position - The management discussion and analysis section includes insights into future development strategies and market expansion plans[3]. - The company plans to deepen its market presence across all provinces and municipalities in mainland China, leveraging its qualification advantages and technical management experience to expand its business scale and market share[52]. - The company aims to enhance its design and market capabilities in the power survey and design sector, focusing on total contracting as a primary business model[48]. - The company is aligned with national policies promoting innovative management models, including general contracting and full-process engineering consulting[44]. - The company is focused on utilizing advanced technologies such as IoT, AI, and big data to drive innovation and improve service delivery in the construction sector[69]. - The company plans to expand its market presence by replicating the "Lushan model" and enhancing resource sharing among project teams, targeting stable market growth and new market expansion[125]. - The company is transitioning from traditional supervision services to comprehensive engineering management consulting services, focusing on improving project gross profit margins[126]. - The company aims to diversify its revenue streams and enhance its market position through continuous product iteration and improved service offerings[134]. Research and Development - The company has invested heavily in R&D, utilizing advanced technologies such as IoT, 5G, BIM, AI, big data, and cloud computing to create an integrated service platform for the engineering construction sector[41]. - Research and development expenses for the year were RMB 45,068,202.64, a slight decrease of 0.41% compared to the previous year[91]. - The company is developing an Internet Engineering Safety Information Monitoring Platform to enhance project safety management and decision-making efficiency[91]. - The company has initiated the application of a Digital Infrastructure Communication Project Management Platform to improve project management capabilities[91]. - The company aims to improve labor productivity and project capacity through ongoing research and development initiatives[100]. Risk Management - The company is facing potential risks in future operations, which are discussed in the management's outlook section of the report[3]. - The company is implementing measures to strengthen internal management and risk control to mitigate financial risks associated with accounts receivable and goodwill[136]. - The company faces industry volatility risks due to macroeconomic factors, which may lead to cyclical fluctuations in operational performance[130]. - The rapid expansion of the company's business across regions has increased management pressure and operational costs, potentially impacting profitability[131]. Employee and Talent Management - The company emphasizes talent acquisition and retention through various strategies, including stock incentives, to build a high-quality professional team[53]. - The total number of employees at the end of the reporting period was 3,021, including 2,322 from the parent company and 699 from major subsidiaries[178]. - The company plans to continuously improve its fair and reasonable salary performance system to enhance employee motivation and competitiveness[179]. - A dedicated online learning platform has been established to provide free learning resources for employees, focusing on skill enhancement and knowledge improvement[180]. - The company aims to cultivate high-quality professional talent and enhance the core competitiveness of its workforce[180]. Environmental and Social Responsibility - The company emphasizes environmental protection and sustainable development, implementing energy-saving measures and promoting a low-carbon, green office concept[196]. - The company donated a total of 183,000 yuan to support poverty alleviation and rural revitalization efforts through various local government and charity organizations[198]. - The company has not faced any administrative penalties related to environmental issues during the reporting period[192]. - The company is committed to sustainable development in its irrigation practices, aiming to balance economic benefits with environmental sustainability[97]. Future Outlook - The company provided guidance for the next quarter, expecting revenue to grow by 10% to 1.32 billion RMB[162]. - New product launches are anticipated to contribute an additional 200 million RMB in revenue over the next fiscal year[162]. - The company is considering strategic acquisitions to enhance its service offerings, with a budget of 300 million RMB for potential deals[162]. - The company plans to enhance its digital marketing strategy, aiming for a 30% increase in online sales[162].

Revenue and Profitability - The company's revenue for Q1 2023 was ¥130,988,151.85, a decrease of 7.59% compared to ¥141,750,855.96 in the same period last year[5] - Net profit attributable to shareholders increased by 40.48% to ¥10,517,071.90 from ¥7,486,391.53 year-on-year[5] - The company's basic earnings per share rose by 40.44% to ¥0.0771 from ¥0.0549 in the same period last year[5] - Net profit for Q1 2023 was CNY 12,153,190.24, representing a 39.5% increase from CNY 8,744,203.06 in Q1 2022[21] - Earnings per share (EPS) for Q1 2023 was CNY 0.0771, compared to CNY 0.0549 in the previous year, marking a 40.4% increase[22] Cash Flow and Liquidity - The net cash flow from operating activities was -¥29,942,874.89, a significant decline of 631.28% compared to -¥4,094,599.22 in the previous year[11] - Cash inflow from operating activities totaled CNY 142,641,135.11, down 15.6% from CNY 169,114,598.52 in the same period last year[24] - The company's cash and cash equivalents decreased to 93,022,500.16 RMB from 141,881,486.04 RMB at the beginning of the year[17] - The ending balance of cash and cash equivalents decreased to 82,722,480.49 from 113,621,887.21, representing a decline of approximately 27.2% year-over-year[25] - The company reported a total cash outflow of 48,879,113.27 for the quarter, which is a larger outflow compared to 26,445,459.35 in the same quarter last year[25] Assets and Liabilities - Total assets decreased by 14.11% to ¥1,001,076,885.42 from ¥1,165,535,518.73 at the end of the previous year[5] - Total current assets as of March 31, 2023, amount to 645,940,562.15 RMB, compared to 634,986,319.03 RMB at the beginning of the year[18] - Total current liabilities are 455,237,963.90 RMB, slightly decreased from 455,881,356.67 RMB at the beginning of the year[18] - The total liabilities amounted to CNY 480,062,926.20, slightly down from CNY 482,318,098.13 at the end of the previous quarter[21] - The company’s cash outflow for the payment of debts was 49,439,248.03, slightly increased from 47,510,495.75 in the previous year, reflecting ongoing debt obligations[25] Shareholder Information - Total number of common shareholders at the end of the reporting period is 7,813[14] - The largest shareholder, Jinan Likong Disen Equity Investment Partnership, holds 10.29% of shares, totaling 14,031,261 shares[14] - The second-largest shareholder, Wu Junye, owns 9.37% of shares, amounting to 12,778,864 shares, with 9,584,148 shares pledged[14] Expenses and Costs - Sales expenses increased by 61.28% to ¥3,723,950.75, primarily due to higher market development costs[10] - Total operating costs increased to CNY 141,234,201.59, up 0.4% from CNY 140,657,386.23 year-on-year[20] - Research and development expenses decreased to CNY 10,317,495.40, down 6.5% from CNY 11,036,019.54 in the previous year[21] - Cash paid for purchasing goods and services was CNY 33,167,961.52, a decrease of 19.3% compared to CNY 41,100,041.90 in Q1 2022[24] Investment and Impairment - The company reported a significant increase in credit impairment losses, amounting to ¥81,075,692.21, up 8690.40% from ¥922,321.17 in the previous year[10] - The company reported a significant increase in investment income from joint ventures, reaching CNY 241,558.49 compared to CNY 47,000.63 in the previous year[21] - The company did not receive any cash from investment income, which remained at 0.00, indicating a lack of returns from investments during the quarter[25] Overall Financial Health - The company's cash flow from operating activities showed a significant negative trend, which may impact future operational strategies[25] - The first quarter report was not audited, which may affect the reliability of the financial data presented[26]

出席本次说明会的人员有：公司总裁吴君晔、副总裁兼董事会秘书张龙、财 务总监杨萍、独立董事张蕾蕾。 证券代码：300635 证券简称：中达安 公告编号：2023-038 中达安股份有限公司 关于举行 2022 年度网上业绩说明会的公告 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。 中达安股份有限公司（以下简称"公司"）2022 年年度报告全文及其摘要 已于 2023 年 4 月 27 日在中国证监会指定创业板信息披露网站巨潮资讯网 （http://www.cninfo.com.cn）披露。为了更好地与广大投资者进行交流，使投 资者能够进一步了解公司的经营情况、财务状况及未来发展规划等，公司拟举行 2022 年度业绩说明会，具体安排如下： 公司将于 2023 年 5 月 18 日（星期四）15:00-17:00 在深圳证券交易所"互 动易"平台"云访谈"栏目举行 2022 年度网上业绩说明会，本次年度业绩说明 会将采用网络远程的方式举行，投资者可登录深圳证券交易所"互动易"平台 （http://irm.cninfo.com.cn），进入"云访谈"栏目参与本次年度 ...

编号： 20170515 证券代码:300635 证券简称:达安股份 广东达安项目管理股份有限公司投资者调研会议记录表 | --- | --- | --- | |-------------------------|--------------------------|--------------------------------------------------| | | ■ | 特定对象调研 □分析师会议 | | 投资者关系活动 | □ | 媒体采访 □业绩说明会 | | 类别 | □新闻发布会 □路演活动 | | | | □ | 现场参观 □一对一沟通 | | | □其他 （ ） | | | 参与单位名称及 人员姓名 | 万联证券:杜国铭 | | | | | | | 时间 | 2017 年 05 月 15 | 日 | | 地点 | 公司 1 号会议室 | | | 上市公司接待人 | | | | 员 | | 董事会秘书黄曦仪、法务代表张鑫、证券事务代表李鸥 | | 投资者关系活动 | | | | 主要内容介绍 | | 实地调研了解公司经营和业务发展等情况 | | 附件清单 | 会议记录 | | | 日期 ...

证券代码:300635 证券简称:中达安 2020 年 5 月 18 日投资者关系活动记录表 编号：2020-002 1 | --- | --- | --- | |-----------------------|--------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------| | 投资者关系活 \n动类别 | □ \n□ \n□ \n□ \n■ 其他（ 2020 资者集体接待日） | 特定对象调研 □分析师会议 \n媒体采访 □业绩说明会 \n新闻发布会 □路演活动 \n现场参观 □一对一沟通 \n年广东辖区上市公司投资者关系管理月活动投 | | 参与单位名称 | 参加 2020 | 年广东辖区上市公司投资者集体接待日活动，以 | | 及人员姓名 | | 网络的形式与网络参会 ...