证券代码：301148 证券简称：嘉戎技术 公告编号：2025-072 厦门嘉戎技术股份有限公司 第四届董事会2025年第一次独立董事专门会议决议公告 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。 厦门嘉戎技术股份有限公司（以下简称"公司"或"上市公司"）第四届董 事会 2025 年第一次独立董事专门会议于 2025 年 11 月 27 日在公司会议室以现场 结合通讯方式召开，会议通知以电子邮件形式于 2025 年 11 月 24 日向各位独立 董事发出，本次会议应参加董事 3 名，实际参加董事 3 名。本次会议的召开符合 《公司法》《公司章程》等法律法规的规定，合法有效。会议审议并通过了以下 议案： 一、会议以 3 票赞成、0 票反对、0 票弃权的表决结果审议通过了《关于公 司发行股份及支付现金购买资产并募集配套资金符合相关法律法规规定的议 案》。 公司拟以发行股份等方式购买资产事项，同时拟募集配套资金，具体而言： 公司拟以发行股份及支付现金的方式购买厦门溥玉投资合伙企业（有限合伙）（以 下简称"厦门溥玉"）等 19 名交易对方合计持有的杭州蓝然技术股份有 ...

厦门嘉戎技术股份有限公司 第四届董事会第八次会议决议公告 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。 一、董事会会议召开情况 厦门嘉戎技术股份有限公司（以下简称"公司"或"上市公司"）第四届董 事会第八次会议于 2025 年 11 月 27 日在公司会议室以现场结合通讯方式召开， 会议通知以电子邮件形式于 2025 年 11 月 24 日向各位董事发出，本次会议应参 加董事 9 名，实际参加董事 9 名（其中独立董事王肖健先生以及独立董事徐平先 生以通讯方式参加本次会议），公司高级管理人员列席了本次会议。本次会议的 召开符合《公司法》《公司章程》等法律法规的规定，合法有效。 二、董事会会议审议情况 证券代码：301148 证券简称：嘉戎技术 公告编号：2025-071 本次会议由董事长董正军先生主持，与会董事就会议议案进行了审议、表决， 形成了如下决议： （一）会议以 9 票赞成、0 票反对、0 票弃权的表决结果审议通过了《关于 公司发行股份及支付现金购买资产并募集配套资金符合相关法律法规规定的议 案》。 1、发行股份及支付现金购买资产 上市公司拟通过发行 ...

每经头条（nbdtoutiao）——全球芯片业巨震！谷歌TPU芯片横空杀出，与Meta"密谋"大事！英伟达市 值蒸发4万亿元，"护城河"被攻破？黄仁勋坐不住了 （记者 王瀚黎） 每经AI快讯，嘉戎技术11月30日晚间发布公告称，公司第四届第八次董事会会议于2025年11月27日在公 司会议室以现场结合通讯方式召开。会议审议了《关于公司发行股份及支付现金购买资产并募集配套资 金方案的议案》等文件。 ...

Group 1 - Three companies have been temporarily suspended from trading: Chaozhuo Hangke, Kaizhong Co., and Jiahua Technology [1][2] - Chaozhuo Hangke (688237.SH) is suspended for one day to announce important information [2] - Kaizhong Co. (603037.SH) is suspended for one day as it plans to reorganize significant assets [2] - Jiahua Technology (688051.SH) is suspended for one day to plan a major asset restructuring [2] Group 2 - Nine companies continue to be suspended from trading, including *ST Yuancheng, *ST Guangdao, and *ST IE Ping, due to various reasons such as publishing important announcements and abnormal trading fluctuations [2] - Dongxing Securities (601198.SH) is suspended as it plans to reorganize significant assets [2] - Other companies like Xinda Securities (601059.SH) and Zhongjin Company (601995.SH) are also suspended for similar reasons related to major asset restructuring [2]

Group 1 - Central Plaza received a warning letter from Jiangsu Securities Regulatory Commission due to failure to timely disclose significant litigation progress and accounting treatment, affecting the accuracy of the 2025 semi-annual report [4] - Jiaron Technology announced a stock suspension as it plans a major asset restructuring through share issuance and fundraising, with the suspension expected to last no more than 10 trading days [5] - Maiwei Co. is undergoing a debt restructuring involving accounts receivable totaling 371 million yuan, with an estimated loss of 85.465 million yuan, aimed at accelerating cash flow recovery and reducing receivables risk [6] Group 2 - New World plans to use up to 850 million yuan of idle fundraising to purchase financial products or deposits, having previously used 575 million yuan for similar purposes [7] - Huyou Pharmaceutical's HYP-6589 tablet clinical trial application for treating advanced non-small cell lung cancer has been accepted by the National Medical Products Administration [8] - Sunshine Nuohuo's lawsuit against Hengsheng Pharmaceutical has entered the second instance, with the original claim amounting to 20 million yuan and a counterclaim of 740.73 thousand yuan [9] Group 3 - Guolian Aquatic received a warning letter from Guangdong Securities Regulatory Commission for non-operating fund occupation by its controlling shareholder, with a total borrowing of 7.8 million yuan [10] - Renfu Pharmaceutical's application for the marketing authorization of Dexmethylphenidate capsules has been accepted, targeting ADHD treatment [11] - Jindi Co. signed a strategic cooperation letter with Dongpei Co. to explore collaboration on humanoid robot harmonic reducer assemblies [12] Group 4 - Yuyuan Co. repurchased 1 million A-shares for a total payment of approximately 5.386 million yuan, as part of a broader repurchase plan of 200-300 million yuan [13] - Yuheng Pharmaceutical's executives increased their holdings by 1.12% through a judicial auction, acquiring 25 million shares [14] - Zhonghuan Co. shareholders plan to reduce their holdings by 1.02% and 0.24% respectively, citing personal funding needs [15] Group 5 - Huibo Co. won a contract for the Iraq NaftKhana oilfield restoration project worth approximately 1.596 billion yuan, expected to significantly impact 2026-2027 performance [17] - Dajin Heavy Industry's subsidiary signed a contract for a European offshore wind farm project valued at approximately 1.339 billion yuan, representing 35.41% of the company's 2024 audited revenue [18]

Regulatory Actions - Haosai is under investigation by the China Securities Regulatory Commission for suspected violations of information disclosure, but the company states that its operations remain normal and the investigation will not significantly impact management [2] - Central Plaza and its executives received a warning letter from the Jiangsu Securities Regulatory Bureau for failing to timely disclose significant litigation progress, which led to inaccurate financial reporting [3] - Guolian Aquatic received a warning letter from the Guangdong Securities Regulatory Bureau for non-operating fund occupation by its controlling shareholder, which was not disclosed in a timely manner [9] Corporate Actions - Jiarong Technology is planning a major asset restructuring and has suspended trading of its shares, expected to last no more than 10 trading days [4] - Maiwei Co. announced a debt restructuring totaling 371 million yuan, with an expected loss of 85.465 million yuan, aimed at improving cash flow and reducing receivables risk [5] - New World plans to use up to 850 million yuan of idle fundraising to purchase financial products or deposits, with a total of 575 million yuan already invested in such products [6] Legal Matters - Sunshine Nuohuo's lawsuit against Hengsheng Pharmaceutical has entered the second instance, with the original claim amounting to 20 million yuan and a counterclaim of 7.4073 million yuan [8] Product Development - Huyou Pharmaceutical's HYP-6589 tablet has received acceptance for clinical trial applications for treating advanced non-small cell lung cancer [7] - Renfu Pharmaceutical's application for the marketing license of a new ADHD treatment has been accepted, with no similar products currently available in the domestic market [10] Strategic Partnerships - Jindi Co. signed a strategic cooperation letter of intent with Dongpei Co. to explore collaboration on humanoid robot harmonic reducer assemblies and key components [11] Share Buybacks and Holdings - Yuyuan Co. has repurchased 1 million A-shares for a total of approximately 5.3864 million yuan as part of a buyback plan [12] - Yuheng Pharmaceutical's executives increased their holdings by 1.12%, acquiring a total of 25 million shares [13] Major Contracts - Huayou Huibo has been awarded a contract worth 225 million USD for the Iraq NaftKhana oilfield project, which is expected to significantly impact future earnings [16] - Dajin Heavy Industry's subsidiary signed a contract worth approximately 1.339 billion yuan for a European offshore wind farm project, representing 35.41% of the company's expected annual revenue [17]

Core Viewpoint - The company is planning to acquire assets through the issuance of shares and raise matching funds, leading to a temporary suspension of its stock trading due to uncertainties surrounding the matter [1] Group 1 - The company's stock will be suspended from trading starting November 17, 2025, with an expected duration of no more than 10 trading days [1] - As of the date of the announcement, the company and relevant parties are actively advancing the transaction and are in discussions to confirm the transaction plan [1] - The stock will remain suspended until further notice as the company continues to work on the related matters [1]

证券代码：301148 证券简称：嘉戎技术 公告编号：2025-068 厦门嘉戎技术股份有限公司 厦门嘉戎技术股份有限公司董事会 2025 年 11 月 21 日 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。 厦门嘉戎技术股份有限公司（以下简称"公司"）正在筹划通过发行股份等方式 购买资产并募集配套资金事项，因有关事项尚存不确定性，为了维护投资者利益，避 免对公司股价造成重大影响，根据深圳证券交易所的相关规定，经公司申请，公司股 票（证券简称：嘉戎技术，证券代码：301148）自 2025 年 11 月 17 日（星期一）开 市时起开市停牌，停牌时间预计不超过 10 个交易日。具体内容详见 2025 年 11 月 17 日公司在巨潮资讯网上披露的《关于筹划重大资产重组的停牌公告》（公告编号： 2025-067）。 截至本公告披露之日，公司及有关各方正在积极推进本次交易的相关工作，相关 各方正在就交易方案进行协商、论证和确认。为维护投资者利益，避免公司股价异常 波动，根据深圳证券交易所的相关规定，公司股票继续停牌。 停牌期间，公司将根据本次交易相关事项的进展情 ...

Core Viewpoint - The company, Jiarong Technology, is planning to acquire control of Hangzhou Lanan Technology through a share issuance, leading to a significant asset restructuring and potential related party transactions [1][2]. Group 1: Acquisition Details - Jiarong Technology has signed a letter of intent with major shareholders of Hangzhou Lanan to purchase all shares through a share issuance [1]. - The transaction is expected to be completed within 10 trading days, with a disclosure of the transaction plan [1]. - The acquisition is anticipated to result in the major counterpart holding over 5% of Jiarong Technology post-transaction, constituting a related party transaction [1]. Group 2: Financial Performance - For the first three quarters, Jiarong Technology reported revenue of 362 million, a year-on-year decrease of 7.53%, while net profit attributable to shareholders increased by 12.95% [2]. - The company's net profit is projected to decline over the next three years, with estimates of 107 million, 58.07 million, and 50.20 million for 2022, 2023, and 2024 respectively [2]. - Jiarong Technology's gross profit margin stands at 41.18%, ranking favorably among peers in the water environment engineering equipment sector [2]. Group 3: Hangzhou Lanan Technology Background - Hangzhou Lanan, established in 2009, specializes in the research, production, and sales of ion exchange membranes and related equipment, which complements Jiarong Technology's membrane technology business [2]. - The company previously attempted to go public but withdrew its application due to regulatory issues, including financial misreporting and internal control failures [3]. - Hangzhou Lanan's overall valuation is estimated at approximately 1.28 billion based on a recent share transfer [2].

Core Viewpoint - The company, Jiarong Technology, is planning to acquire control of Hangzhou Lanran Technology Co., Ltd. through a share issuance and is expected to raise supporting funds, which may constitute a significant asset restructuring. The company's shares have been suspended since November 17, and a transaction plan is expected to be disclosed within 10 trading days [1][7]. Group 1: Company Overview - Jiarong Technology is a national high-tech enterprise focused on membrane separation technology and was listed on the ChiNext board in April 2022 [3]. - The company has been engaged in high-concentration wastewater treatment since 2009 and provides high-performance separation membrane materials, environmental equipment, and solutions for resource recycling [4]. Group 2: Financial Performance - Jiarong Technology's financial performance has been underwhelming, with revenues of 755.6 million yuan, 555.5 million yuan, and 556 million yuan from 2022 to 2024, and net profits of 107 million yuan, 58.1 million yuan, and 50.2 million yuan during the same period [4]. - In the first three quarters of 2025, the company reported revenues of 362 million yuan, a year-on-year decrease of 7.53%, while net profit increased by 12.95% to 59.3 million yuan [4]. Group 3: Acquisition Target - Hangzhou Lanran is a national high-tech enterprise specializing in the research and application of electrodialysis technology, with a focus on ion exchange membranes and related equipment [5]. - The company held an 8.88% share of the global market for electrodialysis equipment in 2021, ranking third, and maintained a leading position in the domestic market with a 41.27% share [6]. Group 4: IPO Attempt and Regulatory Issues - Hangzhou Lanran attempted to go public on the ChiNext board in June 2022 but withdrew its application in December 2022 after facing regulatory inquiries regarding its financial disclosures and operational practices [7][12]. - The company received a regulatory letter from the Shenzhen Stock Exchange in May 2023, citing violations related to income recognition and financial internal controls during its IPO application process [14].