| 证券代码：300732 | 证券简称：设研院 | 公告编号：2023-030 | | --- | --- | --- | | 债券代码：123130 | 债券简称：设研转债 | | 河南省交通规划设计研究院股份有限公司 关于举办 2022 年度网上业绩说明会的公告 为充分尊重投资者，提升公司与投资者的交流效率和针对性，现就公司本次 业绩说明会提前向投资者公开征集相关问题，广泛听取投资者的意见和建议。投 资者可提前登录深圳证券交易所"互动易"平台（http://irm.cninfo.com.cn）"云 访谈"栏目，进入公司业绩说明会页面进行提问。 本次业绩说明会上，公司将在信息披露允许的范围内对投资者普遍关注的问 题进行回答。欢迎广大投资者积极参与。 特此公告 河南省交通规划设计研究院股份有限公司董事会 2023 年 3 月 25 日 河南省交通规划设计研究院股份有限公司（以下简称"公司"）《2022 年 年度报告》及其摘要已于 3 月 21 日刊登于中国证监会指定信息披露网站。为使 投资者及时了解公司的年度经营情况，公司将于 2023 年 3 月 31 日（星期五）下 午 15:00 至 17:00 举办 ...

Financial Performance - The company's operating revenue for 2022 was ¥2,511,288,096.97, representing a 22.38% increase compared to ¥2,052,020,032.21 in 2021[26]. - The net profit attributable to shareholders for 2022 was ¥248,226,796.56, a decrease of 22.73% from ¥321,237,434.12 in 2021[26]. - The net profit after deducting non-recurring gains and losses was ¥236,704,895.35, down 10.62% from ¥264,840,945.42 in the previous year[26]. - The net cash flow from operating activities was ¥31,091,272.58, a decline of 52.25% compared to ¥65,108,842.64 in 2021[26]. - The total assets at the end of 2022 amounted to ¥6,478,883,664.44, an increase of 11.80% from ¥5,795,118,438.76 at the end of 2021[26]. - The net assets attributable to shareholders increased by 4.52% to ¥2,876,228,311.47 at the end of 2022, compared to ¥2,751,849,915.12 at the end of 2021[26]. - The basic earnings per share for 2022 was ¥0.76, down 22.45% from ¥0.98 in 2021[26]. - The diluted earnings per share decreased by 25.77% to ¥0.72 from ¥0.97 in the previous year[26]. - The weighted average return on equity was 8.77%, down from 12.70% in 2021, reflecting a decrease of 3.93%[26]. - The company reported a total non-operating income of 11,521,901.21 in 2022, a significant decrease of 79.6% compared to 56,396,488.70 in 2021[32]. Market Expansion and Strategy - The company aims to expand its market presence outside Henan province and internationally, establishing a regional service center and an overseas business department to enhance market penetration[9]. - The company is positioned to benefit from the "14th Five-Year Plan" which emphasizes digital transformation and the integration of new technologies in the engineering design industry[37]. - The company has established a national and international market expansion strategy, with 1 headquarters and 6 regional centers in Henan, and 5 branches in countries such as Cambodia and Kenya[54]. - The company is actively pursuing digital technology integration within the construction industry to drive transformation and upgrade its services[58]. - The company is focusing on the development of new technologies for high-filling roadbed stability and deformation control, which is expected to enhance future project capabilities[123]. Competition and Industry Challenges - The company is facing intense competition in the engineering consulting industry, with major competitors including large state-owned enterprises and multinational companies[5]. - The company acknowledges challenges in the surveying and design industry, including economic downturns and decreased real estate investment[157]. - The company recognizes the potential impact of national infrastructure investment policies on its business performance and is adapting its strategies accordingly[4]. Technological Innovation and R&D - The company is enhancing its technological innovation capabilities and service quality to maintain its competitive edge in the infrastructure consulting sector[5]. - The company has established a research center for traffic safety and participated in drafting key planning documents, including the "14th Five-Year Plan" for highway development in Henan Province[49]. - The company has completed 110 provincial and ministerial-level scientific research projects, with 74 projects receiving national and provincial scientific achievement awards[64]. - The company holds 408 valid patents, including 94 invention patents and 313 utility model patents, along with 204 software copyrights[64]. - The company is also researching various free-flow tolling and intelligent control technologies to improve highway management and service efficiency[124]. Quality Control and Management - The company has established a comprehensive quality control system and has obtained AAA certification for its quality management system[7]. - The company has implemented measures to mitigate risks associated with accounts receivable, including dynamic management of clients' financial conditions[8]. - The company is committed to improving its internal control systems and management structures to support its business expansion[10]. - The company has introduced a quality management system and has been continuously improving its quality control measures since 2000[57]. - The company established a systematic quality management system, including quality planning, control, assurance, and improvement, to enhance operational effectiveness[66]. Employee Development and Training - The total number of employees reached 3,716 by the end of 2022, including 1,234 registered engineers and 154 senior professionals[75]. - The company established a training academy and organized over 200 training sessions, with participation exceeding 8,500 person-times[75]. - The company developed a comprehensive training program that integrates corporate culture into employee training, enhancing overall cohesion[76]. - The company aims to enhance its workforce capabilities through training programs, targeting a 30% increase in employee certifications by 2024[183]. Corporate Governance - The company has a governance structure that includes independent directors and supervisors, ensuring compliance with corporate governance standards[176]. - The company has maintained a stable management team with no significant changes in senior management positions during the reporting period[176]. - The board of directors held a total of 9 meetings during the reporting period, with all members actively participating[191]. - The company has not reported any changes in the voting rights of preferred shareholders during the reporting period[175]. Future Outlook - Future outlook indicates a projected revenue growth of 20% for the next fiscal year, driven by new infrastructure projects[184]. - The company plans to continue expanding its market presence and enhancing its technological capabilities in the upcoming years[146]. - The company is considering strategic acquisitions to enhance its service offerings, with a budget allocation of 500 million RMB for potential targets[184]. - New product launches are scheduled, including a digital platform for project management, anticipated to improve operational efficiency by 25%[181].

Business Development and Strategy - The company plans to expand beyond its traditional transportation business into urban construction, architecture, energy, and environmental sectors, aiming for over 40% of revenue from non-transportation fields by 2023 [2] - The company has established 8 regional operation centers outside the province, with plans to further expand into international markets, particularly along the "Belt and Road" countries [3] - The company has set up a branch in the Xiong'an region, focusing on learning advanced construction concepts and applying them to other projects [3] - The company's five-year development plan (2019-2023) focuses on five major fields: transportation, urban construction, energy, architecture, and environment, aiming to become a leading comprehensive engineering technology service enterprise in China [7] Financial Performance and Investment - The company's revenue has shown significant growth, but profits have declined due to increased sales costs, R&D investments, and new employee training expenses [4] - The company plans to invest in the "Design Institute Engineering Technology Research Center and Industrial Transformation Innovation Base Project," purchasing 400 acres of land in the Xinxiang (Yuanyang) Demonstration Zone of China Manufacturing 2025 [5] Technological Innovation and R&D - The company has a BIM R&D center with capabilities and achievements ranking above average in the industry [5] - The company has established the "Henan Province Expressway Infrastructure Management Service Platform," providing big data and intelligent support for the construction of Digital Henan and the demonstration province of a strong transportation country [5] - The company encourages innovation through annual "Innovation Month" activities, including an "Innovation Forum," to promote technological progress and sustainable development [6] Market Competitiveness and Advantages - The company has a strong competitive advantage in the Henan engineering survey and design market, particularly in highway survey and design, due to early market openness and intense competition [4] - The company's diverse geographical conditions in Henan, including mountains, hills, plains, and river systems, have contributed to its deep and broad technical reserves, aiding in the expansion of business outside the province [5] - The company has a comprehensive range of professional disciplines, covering most infrastructure construction fields, with rare qualifications in rail transit design, making it a profit growth point and providing technical and talent reserves for underground space planning and underground pipe gallery design [5] Management and Corporate Culture - The company's management team consists of professionals with deep industry knowledge, technical expertise, and extensive management experience, which provides unique advantages in understanding the business and addressing challenges [8] - The company encourages designers to express their individuality and creativity, balancing client needs with personal design pursuits, which enhances the company's vitality and innovation [7]

河南省交通规划设计研究院股份有限公司 相关情况介绍及未来发展展望 一、基本情况 1、历史沿革 河南省交通规划设计研究院股份有限公司的前身—— 河南省交通规划勘察设计院成立于 1964 年，原为省交通运 输厅所属的事业单位，2007 年经省政府批准改制为混合所 有制的有限责任公司；2015 年 10 月，再次进行股份制改 造，整体变更设立股份有限公司，并更名为河南省交通规 划设计研究院股份有限公司；2017 年 12 月，在深交所创 业板上市，证券简称：设研院，证券代码：300732。 设研院是河南省工程勘察设计行业的龙头企业。 2、股权结构 通过上市以及上市后的两次股份转增、一次并购中赟 国际后的定向增发，公司目前共有股本 191875842 元 （约 1.92 亿元），折合 191875842 股（1.92 亿股）。 其中河南省交通运输厅机关服务中心作为公司的国有法人 股东持有 14.18%的股份；河南交院投资控股有限公司作 为社会法人股东，持有 32.67%的股份；包括刘勇等自然 人股东、二级市场股东在内的股东共持 53.15%的股份。 3、资质情况 | --- | |------------------ ...

民生证券研究院来公司调研纪要 2018 年 5 月 8 日，民生证券研究院钢铁行业首席分析师王介超一行对河 南省交通规划设计研究院股份有限公司（以下简称公司）进行了现场调研，具 体情况如下： 一、调研活动参与人员 1.民生证券相关研究人员：王介超、曹文轩、孙思远等。 2.公司相关人员：公司董事长、总经理常兴文，公司副总经理、董事会秘 书王国锋，公司财务总监林明，公司副总经济师、投资与战略发展部副部长莫 杰，公司证券事务代表王石朋。 二、调研活动中所提问题及答复概要 1、公司与竞争对手相比，主要优势有那些？ 公司的优势在于：一是专业门类齐全，业务范围覆盖绝大部分基础设施建 设领域；二是河南省的地理位置决定了公司作为交通设计类企业的区位优势； 三是公司加大研发投入，占领行业制高点；四是随着河南城镇化进程的加快， 以及"百城提质"政策的实施，公司业务有着更加广阔的发展空间；五是公司 介入一带一路沿线国家的建设领域较早，有着较好的市场拓展经验和技术、人 才储备。 2、公司未来新增的盈利增长点有那些？ 随着公司省外和海外市场的拓展，预计省外和海外收入将进一步增长；公 司在市政、轨道交通、民用建筑等领域的市场拓展亦卓有成 ...

国泰君安研究所来公司调研纪要 2018 年 5 月 22 日，国泰君安研究所建筑工程首席研究员韩其成一行对河 南省交通规划设计研究院股份有限公司（以下简称公司）进行了现场调研，具 体情况如下： 一、调研活动参与人员 1.国泰君安相关研究人员：韩其成、陈笑等。 2.公司相关人员：公司副总经理、董事会秘书王国锋，公司副总经济师、 投资与战略发展部副部长莫杰，公司证券事务代表王石朋等。 二、调研活动中所提问题及答复概要 1、公司为何毛利率很高（46%，超过很多同行业公司，仅低于中设股 份），净利率 24%也很高（同行业有的企业仅 8%不到），未来利润率的趋势 会怎么样？ 公司毛利率高的主要原因有以下几点，一是公司近几年承担的大型项目占 比较高。大型项目合同金额大，技术含量高，有更多的优化成本的空间，其毛 利率相对较高；二是公司承担的位于河南境内的项目，由于地理优势，成本较 省外、境外低；三是公司近年来承担了不少设计变更类项目，该类项目属于之 前完成的大型高速项目的变更，可以使用部分已经完成的工作成果，因此毛利 率较高；四是近年公司开展精细化管理，管理成本有所下降。 未来利润率趋势将会趋于同行业平均水平，但未来几年里 ...

2018 年 9 月 4 日接待调研活动纪要 2018 年 9 月 4 日，多家证券公司、投资机构、媒体以及一些个人投资者 应邀对河南省交通规划设计研究院股份有限公司（以下简称公司）进行了现场 调研，具体情况如下： 一、调研活动参与人员 1.证券公司：长江证券、中信证券、万联证券、光大证券、西南证券、国 信证券、东兴证券等多家证券公司的分析师； 2.投资机构：华泰保兴基金的研究员； 3.新闻媒体：《证券时报》、《大河财立方》等媒体的记者； 4.个人投资者：共 3 位个人投资者； 5.公司相关人员：公司董事长、总经理常兴文，公司副总经理、董事会秘 书王国锋，公司财务总监林明，公司副总经济师莫杰，公司证券事务代表王石 朋等。 二、调研活动中所提问题及答复概要 1.请问公司今年业务的发展情况及在手订单情况如何？ 答：虽然今年上半年受国家宏观经济形势的影响，上半年扣非后的归属上 市公司股东利润同比增长 12.65%，增长不算显著。但根据目前已完成的工作 和未来几个月的经营形势来看，公司对今年年度的整体经营情况保持乐观，下 半年的增速会明显高于上半年。 订单方面，截止今年 6 月 30 日，在手订单 18 亿元，还有已 ...

2018 年 10 月 25 日接待调研活动纪要 2018 年 10 月 25 日，9 家投资机构对河南省交通规划设计研究院股份有 限公司（以下简称公司）进行了现场调研，具体情况如下： 一、调研活动参与人员 1.投资机构：广发基金、农银汇理基金、泰康资产、华夏基金、信诚基金、 国寿安保基金、国投瑞银基金、华夏久盈基金、泰达宏利基金等 9 家投资机构 的基金经理和研究员。 2.公司相关人员：公司董事长、总经理常兴文，公司副总经理、董事会秘 书王国锋，公司财务总监林明，公司证券事务代表王石朋等。 二、调研活动中所提问题及答复概要 1.公司管理层及主要骨干是否持有公司股份？ 答：公司前身为河南省交通规划勘察设计院，是河南省交通运输厅下属的 事业单位。2007 年，根据当时国家的相关政策，原事业单位进行了改制，改 制后设立了有限责任公司，20%的股权为国有法人持股，80%的股权由原事业 单位的在职员工出资购买。所以，公司管理层及主要骨干基本上都持有公司的 股份。只是在 2014 年，为了改变公司股权过于分散的局面，公司管理层及一 部分公司骨干以其所持全部公司股份出资成立了"河南交院投资控股有限公 司"，他们直接持有的 ...

Financial Performance - The company's operating revenue for Q3 2022 was ¥572,030,255.21, representing an increase of 18.57% year-over-year[5]. - The net profit attributable to shareholders decreased by 45.80% to ¥40,173,628.41 for the same period[5]. - The net profit after deducting non-recurring gains and losses was ¥33,145,696.08, down 53.45% compared to the previous year[5]. - Total operating revenue for the third quarter reached CNY 1,528,670,163.37, an increase of 21.0% compared to CNY 1,262,976,991.80 in the same period last year[22]. - The net profit for the third quarter of 2022 was CNY 151,918,234.17, a decrease of 18.0% compared to CNY 185,146,951.40 in the same period last year[23]. - Operating profit for the third quarter was CNY 162,542,848.30, down 24.4% from CNY 215,098,756.23 year-over-year[23]. - Total revenue from operating activities was CNY 1,675,643,102.38, an increase of 16.9% compared to CNY 1,433,853,166.43 in the previous year[24]. Assets and Liabilities - Total assets at the end of the reporting period reached ¥6,183,541,592.00, an increase of 6.70% from the end of the previous year[5]. - Total liabilities increased to CNY 3,322,274,235.37, compared to CNY 2,958,870,742.34 in the previous year, marking a rise of 12.3%[20]. - The equity attributable to shareholders of the parent company was CNY 2,780,928,172.61, slightly up from CNY 2,751,849,915.12, indicating a growth of 1.1%[20]. - Short-term borrowings decreased significantly to CNY 2,624,999.97 from CNY 35,054,480.56, a reduction of 92.5%[20]. - Long-term borrowings increased to CNY 392,600,000.00, up from CNY 263,841,110.94, reflecting a growth of 48.7%[20]. Cash Flow - The company's cash flow from operating activities showed a net outflow of ¥94,405,616.99, reflecting an 8.68% increase in cash outflow year-to-date[5]. - Cash flow from operating activities showed a net outflow of CNY 94,405,616.99, slightly improved from a net outflow of CNY 103,380,497.60 in the same period last year[24]. - Cash flow from investment activities resulted in a net outflow of CNY 323,613,370.09, compared to a net outflow of CNY 259,080,989.74 in the previous year[25]. - Cash flow from financing activities generated a net inflow of CNY 51,877,235.92, a significant improvement from a net outflow of CNY 115,397,109.50 in the same period last year[25]. - As of September 30, 2022, the company's cash and cash equivalents decreased to ¥735,224,988.22 from ¥1,103,428,228.12 at the beginning of the year, representing a decline of approximately 33.4%[18]. Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 22,096[11]. - The company has a total of 2,534,883 shares under lock-up agreements, with 506,976 shares released during the reporting period[15]. - The top ten shareholders include Henan Jiaoyuan Investment Holding Co., Ltd. with 108,336,197 shares, accounting for approximately 14.45% of total shares[12]. Expenses - The company's financial expenses increased by 44.43% to ¥30,981,061.50, primarily due to rising interest expenses[10]. - Research and development expenses increased to CNY 86,844,282.05, representing a rise of 27.1% compared to CNY 68,389,490.87 in the previous year[22]. - Interest expenses increased to CNY 35,550,736.78 from CNY 25,550,440.78, reflecting a rise of 39.2% year-over-year[23]. Future Outlook - The company reported a net profit margin improvement, with net profit figures to be detailed in future reports[22]. - Future outlook includes continued investment in R&D and potential market expansion strategies to enhance competitive positioning[22]. Other Notable Changes - The company reported a significant increase in prepayments, which rose by 295.18% to ¥68,717,924.93, mainly due to increased advance payments for goods[9]. - The company's long-term borrowings increased by 48.80% to ¥392,600,000.00, attributed to new bank loans[9]. - The company reported a significant increase in contract assets, which grew to ¥1,002,232,455.46 from ¥777,851,616.45, reflecting a rise of around 28.8%[18]. - The company did not report any new product launches or significant market expansion strategies during the quarter[26].

Business Development and Strategy - The company emphasizes the importance of national infrastructure investment for its business development, particularly in transportation and urban construction sectors[4]. - The company plans to transition regional marketing centers into comprehensive management centers to enhance service capabilities and support business expansion[9]. - The company is developing a new business in intelligent manufacturing, specifically in the steel structure bridge sector, which presents significant management challenges[10]. - The company has established high-end industry think tanks to provide strategic planning and safety consulting for the transportation sector[39]. - The company has expanded its market presence beyond Henan, establishing subsidiaries in Cambodia, Bangladesh, Nepal, and East Africa, enhancing its international cooperation capabilities[56]. - The company plans to continue expanding its market presence and enhancing its technological capabilities in the future[83]. - The company aims to enhance service quality and efficiency, increase investment in human resources and technology, and accelerate the establishment of regional service centers for localized management[103]. Financial Performance - The company's operating revenue for the first half of 2022 was approximately ¥956.64 million, representing a 22.56% increase compared to ¥780.54 million in the same period last year[26]. - The net profit attributable to shareholders was approximately ¥110.49 million, a slight increase of 1.27% from ¥109.11 million year-on-year[26]. - The net profit after deducting non-recurring gains and losses was approximately ¥105.39 million, reflecting a 5.52% increase from ¥99.88 million in the previous year[26]. - The company's total assets at the end of the reporting period were approximately ¥5.99 billion, up 3.41% from ¥5.80 billion at the end of the previous year[26]. - The net assets attributable to shareholders decreased by 0.38% to approximately ¥2.74 billion from ¥2.75 billion at the end of the previous year[26]. - The basic earnings per share decreased by 29.17% to ¥0.34 from ¥0.48 in the same period last year[26]. - The diluted earnings per share also decreased by 31.25% to ¥0.33 from ¥0.48 year-on-year[26]. - The company reported a net cash flow from operating activities of approximately -¥100.68 million, an improvement of 2.64% compared to -¥103.40 million in the previous year[26]. - The company reported a total profit of 5,753 million, with a profit margin of 18.21%[145]. - The company reported a net profit of 10,539.08 million yuan for the current period, representing a 5.52% increase compared to the same period last year[187]. Quality Control and Risk Management - The company has established a comprehensive quality control system and has obtained an AAA certification for its quality management system[7]. - The company has mechanisms in place to monitor customer financial conditions to mitigate the risk of bad debts, especially given that its clients are primarily government departments[8]. - The company has established a risk management and internal control system, including 8 risk management policies and 153 other management systems[59]. - The risk of bad debts from accounts receivable is low due to the company's clients primarily being government departments, but measures are in place to monitor and manage this risk[105]. Research and Development - Research and development investment rose by 19.88% to ¥54,843,007.63, compared to ¥45,747,701.82 in the previous year, indicating a focus on innovation[68]. - The company has completed 105 provincial and ministerial scientific research projects, with 70 projects receiving national and provincial scientific achievement awards[49]. - The company holds 341 valid patents, including 77 invention patents and 273 utility model patents, along with 144 software copyrights[49]. - The company has achieved a significant upgrade in geological survey technology, incorporating advanced methods such as satellite remote sensing[36]. Environmental and Social Responsibility - The company emphasizes its commitment to environmental protection and has not faced any administrative penalties related to environmental issues[117]. - The company actively undertakes social responsibilities while pursuing economic benefits and aims to be a trusted enterprise by stakeholders[118]. Shareholder and Capital Management - The company will not distribute cash dividends or issue bonus shares, focusing instead on reinvestment[10]. - The company distributed cash dividends of 6,781.28 million yuan to shareholders, with a payout of 2.5 yuan per 10 shares and a capital reserve conversion of 2 shares for every 10 shares held[121]. - The company's major shareholder, Henan Jiaoyuan Investment Holding Co., Ltd., holds 33.28% of the total shares, ensuring stable control for long-term development[46]. - The total share capital of the company increased from 275,296,402 shares to 325,504,864 shares due to profit distribution and capital increase plans[158]. Employee Development - As of June 30, 2022, the total number of employees reached 3,131, including 4 national and provincial-level design masters and 7 experts receiving special government allowances[62]. - The company conducted training for over 4,200 participants during the reporting period, enhancing the learning environment and promoting a culture of continuous education[122].