国金证券股份有限公司 关于无锡威唐工业技术股份有限公司 二、保荐人发现公司存在的问题及采取的措施 | 事项 | 存在的 | 采取的 | | --- | --- | --- | | | 问题 | 措施 | | 1.信息披露 | 无 | 不适用 | | 2.公司内部制度的建立和执行 | 无 | 不适用 | | 3．"三会"运作 | 无 | 不适用 | | 4.控股股东及实际控制人变动 | 无 | 不适用 | | 5.募集资金存放及使用 | 无 | 不适用 | | 6.关联交易 | 无 | 不适用 | | 7.对外担保 | 无 | 不适用 | | 8.购买、出售资产 | 无 | 不适用 | | 9.其他业务类别重要事项（包括对外投资、风险投资、委托理财、 财务资助、套期保值等） | 无 | 不适用 | | 10.发行人或者其聘请的证券服务机构配合保荐工作的情况 | 无 | 不适用 | | 11.其他（包括经营环境、业务发展、财务状况、管理状况、核心 | 无 | 不适用 | | 技术等方面的重大变化情况） | | | 三、公司及股东承诺事项履行情况 | 公司及股东承诺事项 | 是否履行 | 未履行承诺的原因及解决措施 ...

| 证券代码：300707 | 证券简称：威唐工业 | 公告编号:2023-073 | | --- | --- | --- | | 债券代码：123088 | 债券简称：威唐转债 | | 无锡威唐工业技术股份有限公司 关于持股 5%以上股东减持股份计划预披露公告 股东钱光红、无锡博翱投资中心（有限合伙）保证向本公司提供的信息内容真实、 准确、完整，没有虚假记载、误导性陈述或重大遗漏。 公司及董事会全体成员保证公告内容与信息披露义务人提供的信息一致。 无锡威唐工业技术股份有限公司（以下简称"公司"或"威唐工业"）于近日收到 股东兼董事钱光红先生、股东无锡博翱投资中心（有限合伙）（以下简称"无锡博翱"） 出具的《关于股份减持计划的告知函》，钱光红先生计划在自本公告之日起 3 个交易日 后的 90 天内以大宗交易方式减持本公司股份不超过 1,560,000 股（即不超过公司总股本 的 1.00%），无锡博翱计划在自本公告之日起 15 个交易日后的 90 天内以集中竞价交易方 式减持本公司股份不超过 1,560,000 股（即不超过公司总股本的 1.00%）。钱光红先生、 无锡博翱与公司控股股东、董事长兼总经理张锡亮 ...

本公司及董事会全体成员保证公告内容与信息披露义务人提供的信息一致。 无锡威唐工业技术股份有限公司（以下简称"公司"或"威唐工业"）于 2023 年 2 月 8 日披露了《关于特定股东减持计划的提示性公告》（公告编号：2023-012），特定股东 无锡高新技术创业投资股份有限公司（以下简称"高新创投"）计划通过集中竞价方式减 持公司股份不超过 1,410,000 股，即不超过减持计划披露前一交易日公司总股本的 0.9%， 减持期间为 2023 年 2 月 14 日至 2023 年 8 月 13 日。 | 证券代码：300707 | 证券简称：威唐工业 | 公告编号：2023-069 | | --- | --- | --- | | 债券代码：123088 | 债券简称：威唐转债 | | 无锡威唐工业技术股份有限公司 关于特定股东减持计划时间届满实施情况的公告 特定股东无锡高新技术创业投资股份有限公司保证向本公司提供的信息内容真实、 准确、完整，没有虚假记载、误导性陈述或重大遗漏。 二、其他相关说明 现公司收到上述特定股东出具的《关于威唐工业股份减持计划进展的告知函》，截至 本公告披露日，高新创投上述减持计划时间已 ...

证券代码：300707 证券简称：威唐工业 无锡威唐工业技术股份有限公司 投资者关系活动记录表 编号：2023-09 ■特定对象调研 分析师会议 □媒体采访 投资者关系 活动类别 业绩说明会 新闻发布会 □路演活动 现场参观 其他 参与单位名称 及人员姓名 （排名不分先后） 长江证券：王子豪 泓德基金：时佳鑫 鹏华基金：张 炜 民生加银：刘 浩 时 间 2023 年 07 月 27 日 地 点 公司会议室 副总经理、董事会秘书兼财务总监：张一峰 上市公司接待 人员姓名 证券事务代表：伍言知 第一部分：公司经营情况概述 2023 年第一季度公司受模具业务在收入与业绩方面存在单季度不均 衡的波动影响，上半年度整体生产经营情况良好，境内外项目均进展顺 利并持续积极推进。 公司将持续以核心的金属成型工艺技术，深入绑定全球主要主机厂 客户及其配套一级供应商，以汽车用全品类冲压模具业务为技术核心， 投资者关系活动主 积极布局下游大客户的冲焊零部件的产能配套，努力把握市场机遇，给 要内容介绍 投资者带来良好回报。 第二部分：互动交流 1、 公司冲压模具业务与冲焊零部件业务经营情况？ 答：公司在汽车冲压模具领域深耕多年，主要 ...

Financial Performance - The company's operating revenue for 2022 was CNY 823,043,644, representing a 14.09% increase compared to CNY 721,396,243 in 2021[17]. - The net profit attributable to shareholders for 2022 was CNY 57,776,507, an increase of 18.48% from CNY 48,765,084 in 2021[17]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was CNY 60,621,280, up 34.26% from CNY 45,151,588 in 2021[17]. - The net cash flow from operating activities reached CNY 84,133,428, a significant increase of 8,663.41% compared to a negative cash flow of CNY -982,475 in 2021[17]. - The total assets at the end of 2022 amounted to CNY 1,484,407,102, reflecting a 16.97% increase from CNY 1,269,053,258 at the end of 2021[17]. - The net assets attributable to shareholders increased to CNY 815,344,183, a rise of 6.76% from CNY 763,684,900 in 2021[17]. - The diluted earnings per share for 2022 was CNY 0.3367, an increase of 18.39% from CNY 0.2844 in 2021[17]. - The weighted average return on equity for 2022 was 7.32%, up from 6.60% in 2021[17]. - The company reported a total non-recurring loss of ¥2,844,773.30 in 2022, primarily due to asset disposal losses and fair value changes in financial assets[23]. - The company reported a significant increase in revenue, achieving a total of 1.2 billion yuan in 2022, representing a year-over-year growth of 15%[119]. Market and Production Insights - The company experienced a significant increase in the production and sales of new energy vehicles, with production growing by 96.9% and sales by 93.4% in 2022[28]. - The domestic automotive market is expected to grow by 3% in 2023, with new energy vehicle sales projected to increase by 35%[28]. - The production and sales of new energy vehicles in China reached 7.06 million and 6.89 million units, respectively, with year-on-year growth of 96.9% and 93.4%[51]. - The company is expanding its production capacity for core welding components in the new energy vehicle sector by establishing a production base in Shanghai, which is expected to enhance market share and reduce costs[54]. - The company has established stable partnerships with major automotive suppliers such as Magna and Bosch, enhancing its market position[30]. - The company has established stable partnerships with well-known automotive suppliers such as Magna, Bosch, and Lear, enhancing its market position[32]. - The production of automotive welding components reached 1,736.88 million units, a 14.90% increase compared to the previous year, while sales were 1,752.33 million units, up 14.13% year-over-year[35]. - The production and sales of automotive battery boxes saw a 100.00% increase, with production at 1,647 units and sales at 1,374 units, attributed to the ramp-up of downstream vehicle models[35][36]. Research and Development - The company plans to increase its investment in R&D, focusing on new processes and products to strengthen its competitive edge in the automotive parts industry[57]. - Research and development (R&D) investment amounted to ¥26.95 million in 2022, representing 3.27% of total revenue, down from 4.42% in 2021[78]. - The number of R&D personnel increased to 87 in 2022, a rise of 4.82% from 83 in 2021, with R&D personnel now accounting for 11.71% of the total workforce[77]. - The company is developing a fully automated riveting system to improve efficiency and reduce manual labor[74]. - The company has developed a new processing mold that improves product quality and stability during the forming process, reducing secondary deformation risks[75]. - The new technology allows for continuous processing, enabling the production of two parts simultaneously from a single material sheet, enhancing production efficiency[75]. - The company is focused on continuous innovation in mold technology to enhance production capabilities and product quality[75]. Corporate Governance and Compliance - The company has established a robust investor relations program, increasing engagement with stakeholders by 50% through various communication channels[127]. - Compliance with corporate governance standards was confirmed, with no significant discrepancies noted in the company's practices compared to regulatory requirements[128]. - The company maintains complete independence from its controlling shareholders in terms of assets, personnel, finance, organization, and business operations[129]. - The company has a well-defined corporate governance structure with a board of directors, supervisory board, and various committees, ensuring independent operational authority[134]. - The company has established a comprehensive internal management system that operates independently from its controlling shareholders[134]. - The company has confirmed that all commitments have been fulfilled on time[200]. Risk Management - The company has identified risks related to macroeconomic cycles, geopolitical issues, and market fluctuations, which are detailed in the management discussion section[3]. - Geopolitical factors and trade protectionism, particularly the US-China trade friction, pose risks to the company's export business[110]. - The company is focusing on expanding non-US business, especially in the domestic mid-to-high-end automotive mold and component sectors, to mitigate impacts from trade tensions[111]. - The majority of the company's export sales are settled in USD, EUR, or CAD, making it vulnerable to exchange rate fluctuations[115]. - The company is enhancing foreign exchange management to mitigate risks associated with currency fluctuations and improve capital returns[115]. Employee and Talent Management - The total number of employees at the end of the reporting period was 743, with 391 in the parent company and 352 in major subsidiaries[160]. - The company has a total of 13 employees with a master's degree or higher, indicating a focus on skilled talent[161]. - The company emphasizes talent strategy and employee rights protection, ensuring compliance with labor laws and maintaining employee satisfaction[190]. - The company has implemented a competitive salary strategy to attract and retain talent, ensuring alignment with industry standards[162]. Dividend and Profit Distribution - The company plans to distribute a cash dividend of CNY 0.60 per 10 shares to all shareholders[4]. - The cash dividend distribution accounted for 100% of the total profit distribution amount[171]. - The company will prioritize cash dividends when conditions for cash distribution are met, with a minimum of 10% of distributable profits allocated for cash dividends each year[198]. - The board has committed to actively executing the dividend policy as per relevant laws and regulations, ensuring continuous improvement in investor return mechanisms[199].

证券代码：300707 证券简称：威唐工业 无锡威唐工业技术股份有限公司 投资者关系活动记录表 编号：2023-08 ■特定对象调研 分析师会议 □媒体采访 投资者关系 活动类别 业绩说明会 新闻发布会 □路演活动 ■现场参观 其他 参与单位名称 及人员姓名 民生证券：郭雨蒙 鑫元基金：李彪 兴业基金：徐立人 东证融汇资管：许恩源 浙商资管：陈一 时 间 2023 年 07 月 19 日 地 点 公司会议室 副总经理、董事会秘书兼财务总监：张一峰 上市公司接待 人员姓名 高级证券事务：彭涛 第一部分：公司经营情况概述 2022 年度，公司实现营业收入为 8.23 亿元，同比增长 14.09%；实 现归属于上市公司股东净利润为 5,777.65 万元，同比增长 18.48%。 截至目前公司汽车冲压模具、汽车冲焊零部件业务订单较为充裕， 产能利用较为饱和，各项业务均顺利、有序推进。公司将继续努力把握 市场机遇，给投资者带来良好回报。 投资者关系活动主 要内容介绍 第二部分：互动交流 1、公司德国项目目前进展情况及未来规划？ 答：公司收购的德国标的公司是一家深耕欧洲市场 50 多年的 Class A 级汽车冲压模具 ...

证券代码：300707 证券简称：威唐工业 无锡威唐工业技术股份有限公司 投资者关系活动记录表 | --- | --- | --- | --- | |---------------------|--------------|----------------------|---------------| | | | | 编号：2023-07 | | | 特定对象调研 | 分析师会议 □媒体采访 | | | 投资者关系 活动类别 | ■业绩说明会 | 新闻发布会 | □路演活动 | | | 现场参观 | 其他 | | 参与单位名称 及人员姓名 社会公众投资者 时 间 2023 年 05 月 05 日（星期五） 15:00-17:00 地 点 同花顺路演平台（https://board.10jqka.com.cn/ir）（网络远程方式） 董事长、总经理：张锡亮 上市公司接待 人员姓名 副总经理、董事会秘书兼财务总监：张一峰 独立董事：陈贇 一、业绩说明会基本情况 本次业绩说明会以网络互动的形式在同花顺路演平台（网址： https://board.10jqka.com.cn/rs/pc/detail?roadshow ...

Financial Performance - The company's revenue for Q1 2023 was CNY 157.62 million, a decrease of 29.00% compared to CNY 221.99 million in the same period last year[3]. - The net profit attributable to shareholders for Q1 2023 was a loss of CNY 3.78 million, down 123.32% from a profit of CNY 16.22 million in the previous year[3]. - Total operating revenue for Q1 2023 was CNY 157,620,470.34, a decrease of 29.0% compared to CNY 221,987,126.49 in the same period last year[24]. - Net profit for Q1 2023 was a loss of CNY 4,010,687.96, compared to a profit of CNY 16,165,996.51 in Q1 2022, representing a significant decline[25]. - The total comprehensive income attributable to the parent company was -3,795,876.40 CNY, compared to 16,243,618.91 CNY in the previous period[26]. - Basic earnings per share decreased to -0.0241 CNY from 0.1035 CNY year-over-year[26]. Cash Flow and Assets - The net cash flow from operating activities for Q1 2023 was CNY 14.91 million, a decline of 27.17% from CNY 20.48 million in the same period last year[3]. - Cash inflow from operating activities was 191,875,772.38 CNY, down 19.0% from 236,570,983.91 CNY in the previous period[28]. - Cash inflow from investment activities was 160,499,481.93 CNY, an increase from 146,833,746.10 CNY in the previous period[29]. - The ending balance of cash and cash equivalents was 460,666,748.17 CNY, up from 344,240,695.72 CNY year-over-year[29]. - Cash received from tax refunds decreased by 37.47% to CNY 4.37 million, attributed to a reduction in export tax rebates[11]. - Cash received from other operating activities fell by 67.99% to CNY 4.13 million, mainly due to prior period equipment prepayments[11]. - Cash paid for fixed assets and other long-term assets decreased by 84.70% to CNY 8.80 million, reflecting reduced investment in major projects[11]. - The net increase in cash and cash equivalents was 61,108,518.08 CNY, significantly higher than 10,972,959.51 CNY in the previous period[29]. Assets and Liabilities - The company's total assets at the end of Q1 2023 were CNY 1.54 billion, an increase of 4.03% from CNY 1.48 billion at the end of the previous year[3]. - Total assets as of March 31, 2023, amounted to CNY 1,544,238,483.89, up from CNY 1,484,407,102.20 at the beginning of the year, indicating a growth of 4.0%[22]. - Current liabilities increased to CNY 355,326,803.45 from CNY 283,784,221.08, marking a rise of 25.2%[22]. - The total equity attributable to shareholders decreased to CNY 811,525,791.38 from CNY 815,344,183.55, a decline of 0.3%[24]. - The company reported a significant increase in short-term borrowings, which rose to CNY 120,053,888.88 from CNY 60,059,782.71, a 99.5% increase[22]. Business Operations - The revenue from the stamping mold business decreased by 62.72% year-on-year, while the welding parts business revenue increased by 0.31%[7]. - The company reported a significant increase in contract liabilities by 30.76% to CNY 39.63 million, attributed to a higher number of new orders in the mold business[10]. - The company has faced challenges due to external factors affecting the stamping mold business, leading to delayed revenue recognition in Q1 2023[9]. - The market share of new energy vehicles in China reached 26.1% in Q1 2023, with production and sales of new energy vehicles growing by 27.7% and 26.2% year-on-year, respectively[6]. - The company aims to leverage the global trend of electrification in the automotive industry and has begun to bind with major automotive manufacturers as a strategic goal[6]. Expenses - Financial expenses for Q1 2023 increased by 352.97% to CNY 7.97 million, primarily due to the interest on convertible bonds[10]. - Operating expenses rose to CNY 95.46 million, an increase of 2,335.29% primarily from increased donation expenditures[11]. - Research and development expenses for Q1 2023 were CNY 6,753,418.35, slightly up from CNY 6,559,740.45 in the previous year[25]. Shareholder Information - The total number of common shareholders at the end of the reporting period was 14,257[13]. - The company is in the process of issuing shares to specific investors, pending approval from the Shenzhen Stock Exchange and the China Securities Regulatory Commission[18]. Audit Status - The first quarter report was not audited[30].

Financial Performance - The company's operating revenue for 2022 was CNY 823,043,644, representing a 14.09% increase compared to CNY 721,396,243 in 2021[17]. - The net profit attributable to shareholders for 2022 was CNY 57,776,507, an increase of 18.48% from CNY 48,765,084 in 2021[17]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was CNY 60,621,280, up 34.26% from CNY 45,151,588 in 2021[17]. - The net cash flow from operating activities reached CNY 84,133,428, a significant increase of 8,663.41% compared to a negative cash flow of CNY -982,475 in 2021[17]. - The basic earnings per share for 2022 was CNY 0.3683, reflecting an 18.39% increase from CNY 0.3111 in 2021[17]. - The total assets as of the end of 2022 amounted to CNY 1,484,407,102, a 16.97% increase from CNY 1,269,053,258 in 2021[17]. - The net assets attributable to shareholders at the end of 2022 were CNY 815,344,183, which is a 6.76% increase from CNY 763,684,900 in 2021[17]. - The weighted average return on equity for 2022 was 7.32%, up from 6.60% in 2021[17]. Market Trends and Industry Insights - The domestic automotive market saw a slight growth in production and sales, with total production reaching 27.02 million vehicles, a year-on-year increase of 3.4%[28]. - New energy vehicle sales in China reached 7.058 million units in 2022, marking a significant year-on-year growth of 96.9%[28]. - The forecast for China's economic growth in 2023 is approximately 5.1%, which is expected to support the automotive industry's recovery[27]. - The overall automotive market in China is expected to grow by 3% in 2023, with new energy passenger vehicle sales projected to increase by 35%[51]. Production and Sales Performance - The company's production of automotive welding components reached 1,736.88 million units, a 14.90% increase compared to the previous year, while sales volume was 1,752.33 million units, up 14.13% year-on-year[35]. - The production and sales of automotive battery boxes for pure electric vehicles increased by 100.00%, with production at 1,647 units and sales at 1,374 units, indicating significant growth in downstream vehicle production[36]. - The production of welding components for battery electric vehicles (BEV) grew by 28.93% to 871.81 million units, with sales increasing by 38.74% to 937.97 million units, driven by the surge in BEV sales[35]. - The production of welding components for plug-in hybrid electric vehicles (PHEV) saw a remarkable increase of 96.47% in production and 68.95% in sales compared to the previous year[35]. Strategic Initiatives and Partnerships - The company focuses on automotive stamping molds and welding components, with a strong market presence in Europe and North America[30]. - The company has established stable partnerships with major automotive suppliers such as Magna and Bosch, enhancing its competitive edge in the industry[30]. - The company aims to leverage the trend of lightweight and electric vehicles, aligning its R&D efforts with these industry shifts[31]. - The company is expanding its production capacity for core welding components in the new energy vehicle sector by establishing a new production base in Shanghai, which is expected to enhance market share and reduce costs[54]. - The company has established new subsidiaries in the U.S. to enhance its presence in the North American market and is actively pursuing acquisitions in Germany to expand its overseas operations[55]. Research and Development - The company is committed to optimizing its internal management and control systems to enhance risk management and operational efficiency[59]. - Research and development (R&D) investment for 2022 amounted to ¥26.95 million, representing 3.27% of operating revenue, down from 4.42% in 2021[78]. - The number of R&D personnel increased to 87 in 2022, a rise of 4.82% from 83 in 2021, with R&D personnel now accounting for 11.71% of the total workforce[77]. - The company is developing a fully automated self-tapping screw system to improve efficiency and reduce manual labor[74]. - The company is also working on a fully automated riveting system to enhance accuracy and efficiency in production[74]. Corporate Governance and Shareholder Engagement - The company operates independently from its controlling shareholders in terms of assets, personnel, finance, organization, and business, ensuring a complete business system and market-facing operational capability[131]. - The company has established a sound corporate governance structure in compliance with relevant laws and regulations[130]. - The participation rate for the 2022 annual general meeting was 44.04%, indicating strong shareholder engagement[138]. - The company emphasizes the importance of corporate governance and transparency in its operations[144]. - The board of directors held a total of 10 meetings during the reporting period, with decisions documented in various announcements[154]. Dividend Policy and Profit Distribution - The company plans to distribute a cash dividend of RMB 0.60 per 10 shares, totaling RMB 9,419,446.50, based on a total share capital of 156,990,775 shares as of March 31, 2023[174]. - The cash dividend distribution plan is consistent with the company's articles of association and dividend management measures[173]. - The total cash dividend amount represents 100% of the distributable profit for the year, which is RMB 334,140,887.40[173]. - The company has established a dividend distribution policy that will be applicable after the stock issuance[198]. - The board will propose differentiated profit distribution policies based on industry characteristics, development stages, and operational models[199]. Risk Management and Challenges - The company acknowledges risks related to macroeconomic cycles, geopolitical issues, and market fluctuations, which may impact future performance[3]. - The automotive mold industry is significantly affected by macroeconomic cycles, with the company's performance closely tied to the economic cycle due to its focus on export and domestic automotive parts[110]. - Geopolitical factors and trade system risks, particularly the impact of US-China trade tensions, may affect the company's mold export business, prompting a shift towards non-US markets[112][113]. - The company faces risks of uneven quarterly revenue and profit due to uncertainties in downstream automotive manufacturers' new model development plans and long production cycles[116]. Employee Development and Workforce Management - The total number of employees at the end of the reporting period was 743, with 391 in the parent company and 352 in major subsidiaries[164]. - The company emphasizes employee development through a detailed annual training plan, including onboarding and management training[168]. - The salary structure includes base salary, performance bonuses, and allowances, with competitive compensation to attract and retain talent[165][167]. - The company has a total of 897 employees receiving compensation during the reporting period[164]. Sustainability and Social Responsibility - The company adheres to environmental regulations and promotes green business practices, minimizing ecological impact[194]. - The company is committed to social value creation, actively participating in community welfare and employment generation[195]. - A new sustainability strategy was introduced, aiming for a 50% reduction in carbon emissions by 2030[119].