证券代码：300904 证券简称：威力传动 公告编号：2025-034 银川威力传动技术股份有限公司 2024年年度股东大会决议公告 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。 特别提示: 1、本次股东大会未出现否决议案的情形。 2、本次股东大会不涉及变更以往股东大会已通过的决议。 一、会议召开和出席情况 2、现场会议召开地点：宁夏银川市西夏区文萃南街600号公司会议室。 3、会议的召开方式：本次股东大会采取现场表决与网络投票相结合的方式。 4、会议召集人：银川威力传动技术股份有限公司（以下简称"公司"）董 事会。 1、会议召开时间： （1）现场会议召开时间：2025年5月19日（星期一）下午14:30； （2）网络投票日期和时间： 通过深圳证券交易所交易系统进行网络投票的时间为2025年5月19日（星期 一）上午9:15-9:25，9:30-11:30和下午13:00-15:00； 通过深圳证券交易所互联网投票系统投票的具体时间为2025年5月19日（星 期一）9:15-15:00的任意时间。 5、会议主持人：董事长李想先生。 6、会议召开的合法、合规性 ...

北京市中伦律师事务所 关于银川威力传动技术股份有限公司 2024 年年度股东大会的 法律意见 二〇二五年五月 北京市中伦律师事务所（下称"本所"）接受银川威力传动技术股份有限公 司（下称"公司"）委托，指派本所律师列席公司 2024 年年度股东大会，并出 具本法律意见书。 为出具本法律意见书，本所律师列席了公司 2024 年年度股东大会，并根据 《中华人民共和国证券法》（下称"《证券法》"）、《中华人民共和国公司法》 （下称"《公司法》"）、《律师事务所从事证券法律业务管理办法》《律师事 务所证券法律业务执业规则（试行）》等规定、《银川威力传动技术股份有限公 司章程》（下称"《公司章程》"）及本法律意见书出具日以前已经发生或存在 的事实，按照律师行业公认的业务标准、道德规范和勤勉尽责精神，严格履行了 法定职责，遵循了勤勉尽责和诚实信用原则，进行了充分的核查验证，保证本法 律意见书所认定的事实真实、准确、完整，所发表的结论性意见合法、准确，不 存在虚假记载、误导性陈述或者重大遗漏，并承担相应法律责任。 公司已向本所保证其提供为出具本法律意见书所需的文件、资料，是真实、 准确、完整，无重大遗漏的。 本所律师同意将 ...

Group 1: Company Overview - The company, Yinchuan Weili Transmission Technology Co., Ltd., specializes in precision reducers and is currently constructing an intelligent accelerator factory [2]. - The company has achieved ISO9001 and IATF16949 international quality management system certifications, ensuring high product quality and reliability [3]. Group 2: Financial Performance - In Q1 2025, the company's revenue increased by 284.46% year-on-year, attributed to a significant rise in market share and sales volume [3]. - Despite the revenue growth, net profit saw a substantial decline due to increased management costs (including depreciation and amortization) and rising sales and R&D expenses [3]. Group 3: Project Developments - The intelligent accelerator factory is currently under construction, with financing primarily sourced from internal funds and project loans [3]. - The "Thousand Villages and Ten Thousand Towns Wind Action" project is expected to boost sales of wind turbines and expand demand for upstream products, with the company having developed products for wind turbines below 6MW [3]. Group 4: Market Expansion - The company is actively enhancing its international marketing channels and has established global service points in key regions such as Hamburg, Chennai, and Tokyo [3]. - The company has successfully entered the supplier lists of renowned international wind power companies, including Siemens Gamesa and Adani [3]. Group 5: Subsidiary Development - The company is developing its subsidiary Weima's business, focusing on electric drive systems for new energy vehicles, with plans to enter small batch and mass production collaborations [3].

证券代码：300904 证券简称：威力传动 银川威力传动技术股份有限公司 投资者关系活动记录表 | 附件清单(如有) | 无 | | | | | | --- | --- | --- | --- | --- | --- | | 日期 | 2025 | 年 | 5 月 | 15 | 日 | （2024 年度网上业绩说明会） 编号：2025-008 投资者关系活 动类别 □特定对象调研 □媒体采访 □新闻发布会 □现场参观 □分析师会议 ☑ 业绩说明会 □路演活动 □其他： 参与单位名称 及人员姓名 线上参与公司 2024 年度网上业绩说明会的投资者 时间 2025 年 5 月 15 日 地点 公司通过全景网"投资者关系互动平台"（https://ir.p5w.net） 采用网络远程的方式召开业绩说明会 上市公司接待 人员姓名 董事长李想先生 独立董事宋乐先生 财务总监李娜女士 副总裁、董事会秘书周建林先生 投资者关系活 动主要内容介绍 2024 年度网上业绩说明会互动交流主要问答如下： 1、领导，您好！我来自四川大决策，公司近几年业绩下滑明显， 公司如何应对风电行业的下行周期？ 答：尊敬的投资者您好，2025 年 ...

Company Overview - 威力传动 was established in 2003 in Yinchuan, with over 1,000 employees [2] - The main business includes R&D, production, and sales of wind power gearboxes and speed increasers, focusing on precision transmission solutions for the renewable energy industry [2] - The company officially listed on the Shenzhen Stock Exchange's Growth Enterprise Market in August 2023 [2] Market Outlook - The Global Wind Energy Council (GWEC) forecasts a global wind power installation capacity increase of 791 GW from 2024 to 2028, averaging 158 GW annually [3] - In 2025, China's new wind power installations are expected to exceed 120 GW, marking a critical development period for the industry [3] Strategic Initiatives - The company aims to leverage national policy benefits and strategic opportunities, focusing on innovation and lean management to enhance operational efficiency [3] - Six key actions will be implemented: lean, global, efficient, intelligent, integrated, and safe [3] International Expansion - The company has established global service networks in key regions, including Hamburg, Chennai, and Tokyo, to improve customer response times [3] - It has successfully entered the qualified supplier lists of renowned international wind power companies such as Siemens-Gamesa and Adani [3] Project Developments - The company’s subsidiaries have received approvals for the "Thousand Villages and Ten Thousand Villages Wind Action" project, with a total installed capacity of 65 MW [3][4] - These projects will enhance the company's renewable energy generation capabilities and support the development of wind power gearboxes and speed increasers [4] Share Buyback Progress - As of April 30, 2025, the company has repurchased 876,500 shares, accounting for 1.21% of the total share capital, with a total transaction amount of RMB 44,206,663 [4] Communication with Investors - The company ensured transparent communication with investors, adhering to information disclosure regulations, and no significant undisclosed information was leaked [4]

关于回购股份进展的公告 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。 银川威力传动技术股份有限公司（以下简称"公司"）于2025年3月14日召 开第三届董事会第三十次会议审议通过了《关于回购公司股份方案的议案》， 同意公司使用自有资金和/或自筹资金通过深圳证券交易所集中竞价交易方式回 购公司已发行的人民币普通股（A股）股票（以下简称"本次回购"），回购的 股份后续将用于股权激励或员工持股计划。本次回购的资金总额不低于人民币 6,000万元且不超过人民币9,000万元（均含本数），回购价格不超过人民币 70.00元/股。具体回购股份的数量以回购结束时实际回购的股份数量为准。本 次回购股份的实施期限自董事会审议通过本次回购股份方案之日起十二个月内。 具体内容详见公司在巨潮资讯网（www.cninfo.com.cn）披露的《关于回购公司 股份方案的公告》及《回购股份报告书》。 根据《上市公司股份回购规则》《深圳证券交易所上市公司自律监管指引 第9号—回购股份》等有关规定，在回购股份期间，公司应当在每个月的前三个 交易日内披露截至上月末的回购进展情况。现将公司回购股 ...

Company Overview - 威力传动 was established in 2003 in Yinchuan, with over 1,000 employees [2] - Main business includes R&D, production, and sales of wind power gearboxes and speed increasers, serving the renewable energy sector [2] - The company went public on the Shenzhen Stock Exchange in August 2023 [2] Key Clients and Market Position - 威力传动 has established itself as a key supplier for major domestic wind power companies such as Goldwind Technology and Envision Energy, and has entered the supplier lists of international firms like GE and Siemens-Gamesa [2] - The company has built strong, stable partnerships with these clients [2] 2024 Performance Challenges - The company anticipates a significant decline in 2024 performance due to intensified market competition and pressure on profit margins [3] - Increased costs from hiring approximately 400 new employees for the speed increaser smart factory have also impacted profitability [3] - The company did not achieve profitability in 2024 due to these factors [3] Strategic Response for 2025 - In 2025, 威力传动 plans to enhance product quality and cost transmission capabilities through supply chain integration and technological upgrades [3] - The company aims to expand its overseas market presence and customer base, particularly in the wind power speed increaser sector [3] - The gradual completion of the speed increaser smart factory is expected to strengthen the company's core competitiveness [3] Smart Factory Development - The speed increaser smart factory is currently under construction, with progress reported as smooth [3] Manufacturing Advantages - 威力传动's speed increasers are recognized for their high technological content and efficiency, featuring advanced materials and processing techniques [3] - The company employs high-quality alloy steel and advanced heat treatment processes to enhance durability and performance [3] Share Buyback Progress - As of the 2024 annual report, the company has repurchased 876,500 shares, accounting for 1.21% of total shares, with a total transaction amount of RMB 44,206,663 [4] Market Outlook - The Global Wind Energy Council projects a global wind power installation capacity increase of 791 GW from 2024 to 2028, with an average annual addition of 158 GW [4] - In 2025, China's new wind power installations are expected to exceed 120 GW, presenting a critical growth opportunity for 威力传动 [4] Operational Strategy - The company will focus on lean management, safety production, and expanding overseas sales markets while optimizing its supply chain and enhancing digital transformation [4]

Financial Performance - The company reported a basic earnings per share of -0.2400 yuan for Q1 2025, a decrease of 118.18% compared to -0.1100 yuan in Q1 2024, and a significant drop from 0.0700 yuan in Q1 2023 [1] - The net profit for Q1 2025 was -0.18 billion yuan, reflecting a 125% decline from -0.08 billion yuan in Q1 2024, and a decrease from 0.04 billion yuan in Q1 2023 [1] - The operating revenue for Q1 2025 was 1.1 billion yuan, a substantial increase of 279.31% compared to 0.29 billion yuan in Q1 2024, and an increase from 0.96 billion yuan in Q1 2023 [1] - The return on equity for Q1 2025 was -2.36%, a decline of 153.76% from -0.93% in Q1 2024, and a decrease from 1.44% in Q1 2023 [1] Shareholder Structure - The top ten unrestricted shareholders collectively held 5.9461 million shares, accounting for 27.06% of the circulating shares, with a decrease of 810,100 shares compared to the previous period [2] - Notable shareholders include Guotou Chuanghe (Hangzhou) Venture Capital Management Co., Ltd. holding 1.8142 million shares (8.25%), and BoShi Theme Industry Mixed Fund holding 778,100 shares (3.54%) [3] - Several shareholders exited the top ten list, including Yang Zhang who held 850,000 shares (3.87%) and Shanghai Yunran Investment Management Co., Ltd. with 536,800 shares (2.44%) [3][4] Dividend Distribution - The company has announced that it will not distribute dividends or transfer shares this time [5]

Financial Performance - The company's revenue for Q1 2025 reached ¥110,320,711.82, a significant increase of 284.46% compared to ¥28,695,036.47 in the same period last year[5] - The net profit attributable to shareholders was a loss of ¥17,545,505.45, worsening by 125.71% from a loss of ¥7,773,412.58 in the previous year[5] - Total operating revenue for Q1 2025 reached ¥110,320,711.82, a significant increase from ¥28,695,036.47 in the same period last year, representing a growth of 284.5%[20] - The net loss for Q1 2025 was ¥17,545,505.45, compared to a net loss of ¥7,773,412.58 in Q1 2024, reflecting a deterioration in profitability[21] - The company reported a basic and diluted earnings per share of -0.24 for Q1 2025, worsening from -0.11 in Q1 2024[21] Cash Flow - The net cash flow from operating activities improved to -¥24,678,534.57, a 44.46% increase compared to -¥44,431,358.65 in the previous year[5] - Cash inflow from operating activities totaled $144.66 million, a significant increase from $54.47 million in the previous period, representing a growth of 165.5%[24] - Cash outflow from operating activities was $169.34 million, compared to $98.90 million in the prior period, indicating an increase of 71.1%[24] - Net cash flow from operating activities was -$24.68 million, an improvement from -$44.43 million year-over-year[24] - Cash inflow from financing activities amounted to $293.73 million, a substantial rise from $27.31 million in the previous period, reflecting an increase of 975.5%[25] - Net cash flow from financing activities surged by 1,623.02% to ¥243,704,959.66, mainly due to increased loans for the accelerator smart factory project[12] - Cash outflow from financing activities was $59.14 million, compared to $13.17 million, indicating an increase of 348.5%[25] - Net cash flow from financing activities was $234.58 million, a significant increase from $14.14 million year-over-year[25] Assets and Liabilities - Total assets increased by 15.95% to ¥2,442,924,441.81 from ¥2,106,926,524.09 at the end of the previous year[5] - Current liabilities rose to ¥816,603,996.81 from ¥646,675,161.51, an increase of 26.3%[18] - Non-current liabilities increased to ¥889,342,277.93 from ¥707,185,016.74, representing a growth of 25.7%[18] - Total current assets amount to 59,136,259.50 RMB, down from 70,957,727.12 RMB at the beginning of the period, a decrease of approximately 16.5%[16] - The total equity attributable to shareholders decreased by 2.14% to ¥736,978,167.07 from ¥753,066,345.84 at the end of the previous year[5] Inventory and Expenses - The company reported a significant increase in inventory, which rose by 41.48% to ¥267,852,924.11, primarily due to preparations for new projects[10] - Research and development expenses increased by 30.23% to ¥15,405,237.26, reflecting higher investment in R&D materials and personnel[11] - Total operating costs for Q1 2025 were ¥141,199,827.22, up from ¥62,243,250.27, indicating an increase of 126.5%[20] - The company experienced a 67.31% reduction in financial expenses, amounting to ¥907,913.34, attributed to increased foreign exchange gains[11] Shareholder Information - Total number of common shareholders at the end of the reporting period is 8,461[14] - Major shareholder Li Abbo holds 48.74% of shares, totaling 35,280,000 shares[14] - Major shareholder Li Xiang holds 20.89% of shares, totaling 15,120,000 shares[14] - The company has no preferred shareholders or changes in restricted shares during the reporting period[15] - There are no changes in the top 10 shareholders or their participation in margin trading[15] - The company has not disclosed any related party transactions or agreements among shareholders[15]

Core Viewpoint - The company, specializing in the research, production, and sales of wind power gearboxes and speed increasers, continues to maintain a leading position in the domestic market while expanding its international presence in the renewable energy sector [4][6][9]. Company Overview - The company focuses on the development of wind power-specific gearboxes, including yaw gearboxes, pitch gearboxes, and speed increasers, providing precision transmission solutions for the renewable energy industry [4]. - The company has over 20 years of experience in the precision transmission field, accumulating rich experience and technology, and has developed various models of wind power gearboxes to adapt to different wind resources and environmental conditions [4][6]. Industry Development - The wind power gearbox and speed increaser industry is a crucial part of the renewable energy sector, with a continuous increase in installed capacity driven by the growing global demand for renewable energy [6]. - According to BNEF, China's new wind power installation capacity is expected to reach 86 GW in 2024, an increase of 11% compared to 2023, while global new wind power installation capacity is projected to be 121.6 GW, up 3.05% from 2023 [7]. Business Model - The company employs a direct sales model, customizing products for wind turbine manufacturers, with sales orders primarily obtained through bidding or business negotiations [8]. - The production model is based on "sales-driven production," where production plans are organized according to customer procurement plans [8]. - The procurement model follows "production-driven purchasing," ensuring compliance, traceability, and quality of materials while controlling costs [9]. Performance Drivers - The company aims to maintain existing customer relationships while actively exploring new customer resources, focusing on core business areas to ensure industry position and promote business growth [9]. - The company is also advancing its international strategy to expand into overseas markets, achieving initial success [9].