中国北京建国门外大街 1 号国贸写字楼 2 座 12-14 层 100004 12-14th Floor, China World Office 2, No. 1 Jianguomenwai Avenue, Beijing 100004, China 电话 Tel: +86 10 6563 7181 传真 Fax: +86 10 6569 3838 电邮 Email: beijing@tongshang.com 网址 Web: www.tongshang.com 关于国能日新科技股份有限公司 2023年年度股东大会的法律意见书 致：国能日新科技股份有限公司 受国能日新科技股份有限公司(以下简称"公司")聘请，北京市通商律师事务 所指派律师出席了公司2023年年度股东大会，并依据《中华人民共和国公司法》 (以下简称"《公司法》")、《中华人民共和国证券法》(以下简称"《证券法》")、 中国证券监督管理委员会发布的《上市公司股东大会规则》(以下简称"《股东大 会规则》")、《深圳证券交易所股票上市规则》(以下简称"《上市规则》")及《国 能日新科技股份有限公司章程》(以下简称"《公司章程》")的规定，我们对本次 ...

证券代码：301162 证券简称：国能日新 国能日新科技股份有限公司 投资者关系活动记录表 编号：2024-008  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  其他（反路演活动） 通过深圳证券交易所“互动易”平台参与公司本次 2023 年度网上业绩说 参与单位名称 明会的投资者 时间 2024年4 月30日（星期二）15:00-16:00 地点 深圳证券交易所“互动易”平台（http://irm.cninfo.com.cn） 上市公司接待 董事长、总经理雍正先生；董事会秘书赵楠女士；财务总监啜美娜女士； 人员姓名 独立董事谢会生先生；保荐代表人陈超先生。 公司就投资者在本次业绩说明会中提出的问题进行了回复： 1、功率预测业务产生的背景及意义 答：您好，感谢您的关注。由于新能源电力具备不稳定性及波动性，新 能源大规模直接并网将打破电力系统的平衡，对电网造成严重的冲击。 对新能源发电功率进行预测，可使得电网企业预先了解不同时间段内新 能源电力的发电规模，通过提前作出发电规划，实时调节各类电力的发 电量等保证电力系统的平衡和电 ...

Financial Performance - The company's revenue for Q1 2024 was CNY 103,508,718.23, representing a 25.75% increase compared to CNY 82,314,593.90 in the same period last year[5] - Net profit attributable to shareholders for Q1 2024 was CNY 12,340,591.51, an increase of 18.71% from CNY 10,396,004.75 in Q1 2023[5] - Total operating revenue for Q1 2024 reached ¥103,508,718.23, an increase of 25.7% compared to ¥82,314,593.90 in Q1 2023[23] - Net profit for Q1 2024 was ¥12,035,149.48, representing a 20.5% increase from ¥9,981,733.46 in Q1 2023[24] - The total comprehensive income for the first quarter of 2024 was CNY 12,035,149.48, compared to CNY 9,981,733.46 in the same period last year, representing an increase of approximately 20.9%[25] Cash Flow and Liquidity - The net cash flow from operating activities improved to CNY -44,785,617.32, a 14.75% improvement from CNY -52,536,525.35 in the previous year[5] - The cash inflow from operating activities totaled CNY 76,950,152.47, up from CNY 73,948,965.66, reflecting an increase of approximately 4.0%[27] - The cash outflow for purchasing goods and services was CNY 35,200,804.47, down from CNY 44,030,681.62, showing a decrease of about 20.0%[28] - The net cash flow from investing activities was -CNY 237,859,415.35, compared to -CNY 205,170,454.33 in the previous year, indicating a worsening of cash outflow by approximately 15.9%[28] - The cash and cash equivalents at the end of the period were CNY 437,072,379.31, down from CNY 537,856,355.55, a decrease of about 18.7%[28] Assets and Liabilities - Total assets at the end of Q1 2024 were CNY 1,443,764,023.10, up 3.23% from CNY 1,398,598,529.53 at the end of the previous year[5] - Total liabilities decreased to ¥323,719,516.20 in Q1 2024 from ¥325,442,240.69 in Q1 2023, a reduction of 0.5%[21] - The company's total cash balance was ¥444,093,429.78 as of March 31, 2024, down from ¥730,749,733.79 at the beginning of the period, representing a decrease of approximately 39.3%[19] Shareholder Information - The number of ordinary shareholders at the end of the reporting period was 8,612[10] - The company’s total equity attributable to shareholders increased by 1.49% to CNY 1,088,234,004.11 compared to CNY 1,072,251,243.68 at the end of the previous year[5] - The company’s total restricted shares increased to 38,629,301.00, reflecting a net increase of 247,725.00 shares during the period[15] Investment and Future Plans - The company plans to raise up to ¥410.26 million through a private placement of A-shares to fund projects related to microgrid and virtual power plant management[16] - The company has approved the transfer of part of its equity in Hangzhou Weimu Technology Co., Ltd., indicating a strategic move to optimize its investment portfolio[17] - The company reported a significant increase in trading financial assets, rising 2203.07% to CNY 230,712,907.64, attributed to cash management strategies[9] - The company plans to continue expanding its market presence and investing in new technologies to drive future growth[24] Earnings and Expenses - The company’s basic earnings per share for Q1 2024 was CNY 0.12, a 9.09% increase from CNY 0.11 in Q1 2023[5] - Research and development expenses for Q1 2024 amounted to ¥21,164,555.09, an increase of 12.7% compared to ¥18,770,867.00 in Q1 2023[24] - Total operating costs for Q1 2024 were ¥92,710,145.48, up 23.5% from ¥74,995,523.76 in the same period last year[23] - The company reported a gross profit margin of approximately 10.8% for Q1 2024, compared to 10.0% in Q1 2023[24] Audit and Compliance - The company has not undergone an audit for the first quarter report[29]

请务必阅读正文之后的重要声明部分 国能日新（301162.SZ）/计 算机 证券研究报告/公司点评 2024 年 04 月 21 日 公司点评 - 2 - 请务必阅读正文之后的重要声明部分 来源：wind，中泰证券研究所 | --- | --- | --- | |--------------------------------|-------|-----------------------------------------------------------------------| | | 评级 | 说明 | | | 买入 | 预期未来 6~12 个月内相对同期基准指数涨幅在 15% 以上 | | | 增持 | 预期未来 6~12 个月内相对同期基准指数涨幅在 5%~15% 之间 | | 股票评级 | 持有 | 预期未来 6~12 个月内相对同期基准指数涨幅在 -10%~+5% 之间 | | | 减持 | 预期未来 6~12 个月内相对同期基准指数跌幅在 10% 以上 | | | 增持 | 预期未来 6~12 个月内对同期基准指数涨幅在 10% 以上 | | 行业评级 | 中性 | 预期未来 6~12 个 ...

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Investment Rating - The investment rating for the company is "Buy-A" with a target price of 51.82 CNY over the next six months, compared to the current stock price of 40.82 CNY [4]. Core Insights - The company achieved a revenue of 456 million CNY in 2023, representing a year-on-year growth of 26.89%. The net profit attributable to shareholders was 84.25 million CNY, up 25.59% year-on-year [2][3]. - The company is expanding its market presence in virtual power plant operations and has obtained aggregator qualifications in several provinces, indicating a strategic move towards new business models [4][16]. - The company is positioned as a leader in renewable energy power forecasting, leveraging its core technology to enhance energy data services and expand into new business areas such as power market trading and virtual power plants [16]. Financial Performance - Revenue breakdown shows that the income from renewable energy power forecasting products was 268 million CNY, with a gross margin of 69.48%, an increase of 1.99 percentage points from the previous year [3]. - The company’s R&D investment was 94.51 million CNY, accounting for 20.72% of total revenue, with a capitalization ratio of 7.5% [3]. - The projected revenues for 2024, 2025, and 2026 are 582 million CNY, 737 million CNY, and 924 million CNY, respectively, with net profits expected to be 114 million CNY, 152 million CNY, and 186 million CNY [16][17]. Market Dynamics - The company has seen a significant increase in the number of serviced power stations, growing from 2,958 at the end of 2022 to 3,590 by the end of 2023, reflecting a net increase of 632 stations [3]. - The revenue from the intelligent control systems for grid-connected renewable energy increased by 75.81% year-on-year, indicating strong demand in this segment [3]. - The company is actively tracking regulatory changes in various provinces to ensure compliance and enhance its service offerings [3].

本报告的产生基于国金证券及其研究人员认为可信的公开资料或实地调研资料，但国金证券及其研究人员对这些信息的准确性和完整性不作任何保证。本报告 反映撰写研究人员的不同设想、见解及分析方法，故本报告所载观点可能与其他类似研究报告的观点及市场实际情况不一致，国金证券不对使用本报告所包含的材 料产生的任何直接或间接损失或与此有关的其他任何损失承担任何责任。且本报告中的资料、意见、预测均反映报告初次公开发布时的判断，在不作事先通知的情 况下，可能会随时调整，亦可因使用不同假设和标准、采用不同观点和分析方法而与国金证券其它业务部门、单位或附属机构在制作类似的其他材料时所给出的意 见不同或者相反。 公司点评 证券研究报告 功率预测驱动稳健增长 创新产品加速 2024 年 4 月 13 日公司披露年报，23 年实现营收 4.56 亿元，同比 +27%；归母净利润 8425 万元，同比+26%。其中，Q4 实现营收 1.47 亿元，同比+6%；实现归母净利润 3243 万元，同比+6%。剔除股份 支付费用 2156 万元，23 年公司全年实现归母净利润 1.58 亿，同 比+48%。毛利率、净利率分别为 67.55%/17.95 ...

Investment Rating - The report maintains a "Buy" rating for the company [1] Core Views - The company achieved a revenue of 456 million yuan in 2023, representing a year-on-year growth of 26.89%, and a net profit of 84 million yuan, up 25.59% year-on-year [2] - The number of serviced power stations increased by 632 to 3,590, driving a revenue increase of 18.75% in power forecasting services [2] - The company is expanding into new market demands such as abnormal weather and long-cycle forecasting [2] - Revenue from grid-connected intelligent control systems and new energy management systems grew significantly due to the rapid increase in new energy installations [2] - The company is focusing on innovative business areas such as electricity trading, energy storage, and virtual power plants, which are expected to become new growth drivers [2] - The report projects net profits of 130 million, 172 million, and 225 million yuan for 2024, 2025, and 2026 respectively, with a current price-to-earnings ratio of 34 times for 2024 [2] Summary by Relevant Sections Financial Performance - In 2023, the company reported a revenue of 456 million yuan and a net profit of 84 million yuan, with Q4 revenue at 147 million yuan, showing a 5.56% year-on-year increase [2] - The gross margin improved to 69.48%, up 1.99 percentage points year-on-year, driven by higher-margin power forecasting service revenues [2] Business Expansion - The company expanded its service stations significantly, with a total of 3,590 stations by the end of 2023 [2] - Revenue from power forecasting services reached 160 million yuan, a year-on-year increase of 18.75% [2] - The intelligent control products for grid connection saw a revenue increase of 75.81% to 97 million yuan [2] - The new energy management system revenue surged by 125.15% to 45 million yuan [2] Innovation and Future Growth - The company has made significant strides in innovative business areas, with a 124.63% increase in revenue from innovative products to 25 million yuan [2] - The company has established a presence in electricity trading across five provinces and has completed multiple energy storage projects [2] - The report highlights the potential for substantial growth in the electricity trading and virtual power plant sectors [2]

Financial Performance - The company's operating revenue for 2023 was ¥456,223,051.36, representing a 26.89% increase compared to ¥359,530,635.90 in 2022[27]. - The net profit attributable to shareholders for 2023 was ¥84,246,545.40, up 25.59% from ¥67,082,109.52 in 2022[27]. - The net profit after deducting non-recurring gains and losses was ¥71,259,378.73, a 16.32% increase from ¥61,261,062.75 in 2022[27]. - The basic earnings per share for 2023 was ¥0.85, reflecting a 14.86% increase from ¥0.74 in 2022[27]. - The total assets at the end of 2023 were ¥1,398,598,529.53, a 12.93% increase from ¥1,238,492,764.06 at the end of 2022[27]. - The company's total operating cost for 2023 was ¥148,038,714.40, representing a 23.31% increase compared to ¥120,057,508.12 in 2022[140]. - The company reported a total of 12,673,300.00 yuan in other equity instrument investments, with a slight decrease of 0.08% compared to the previous period[160]. - The company reported a net profit attributable to shareholders of ¥32,425,030.00 in Q4 2023, compared to ¥30,557,890.00 in Q4 2022[136]. Dividend and Profit Distribution - The company plans to distribute a cash dividend of 4.5 yuan per 10 shares to all shareholders, based on a total of 99,249,682 shares[5]. - The board of directors has approved a profit distribution plan, with no bonus shares to be issued[5]. Market Expansion and Strategic Initiatives - The company is focusing on market expansion through strategic partnerships and collaborations[22]. - The company has expanded its market presence beyond China, successfully entering Southeast Asia, Central Asia, Africa, Europe, and South America[52]. - The company is actively pursuing market expansion strategies, including new product launches and technological advancements[196]. - The company is committed to supporting the development of new energy markets and technologies, aligning with national policies on energy transformation and carbon neutrality[79]. Renewable Energy and Technological Advancements - The company is committed to achieving carbon neutrality by 2060 and aims to peak carbon emissions before 2030[22]. - The company reported a significant growth in renewable energy capacity, with solar power installed capacity increasing by 55.2% to approximately 61 million kW in 2023[38]. - The company is focused on developing new energy information products and services, particularly in power forecasting and smart grid management[37]. - The company has developed a power prediction system for renewable energy plants, which includes short-term and ultra-short-term power forecasting services, essential for grid dispatching[57]. - The company is developing a new energy power prediction system to improve forecasting accuracy and reduce uncertainties in energy output[146]. - The company is leveraging artificial intelligence technologies to enhance its meteorological models and improve the precision of renewable energy forecasts[107]. Research and Development - The company has invested 20.72% of its revenue in R&D, resulting in 75 invention patents and 101 software copyrights, demonstrating its commitment to maintaining a competitive edge through innovation[102]. - The company has established a comprehensive R&D system to ensure accurate capitalization of development expenditures[150]. - The company is committed to continuous innovation in technology and product development to strengthen its market position and core competitiveness[108]. - The company has expanded its R&D team, particularly increasing the number of personnel aged 30-40 by 31.25%[147]. Risk Management and Compliance - The management discussion section outlines potential risks and corresponding mitigation strategies for the company's future development[5]. - The company recognizes risks from industry policy changes and market competition, and is establishing mechanisms to monitor policy dynamics and enhance its technological innovation to maintain competitive advantages[186][187]. - The company is closely monitoring changes in tax and subsidy policies to mitigate potential adverse impacts on its operations[190]. Customer Engagement and Service Quality - The company has seen a continuous increase in customer numbers, which supports rapid and stable growth in service fees, particularly in the emerging electricity trading market, which is expected to gain traction as provincial policies are implemented[95]. - The company has established a customer classification management system to effectively plan and track receivables, aiming to reduce bad debt risk[188]. - The company is committed to maintaining transparency and equal treatment of all shareholders during meetings[200]. Financial Management and Fund Utilization - The company has established a special account for the management of raised funds, ensuring proper usage and oversight[169]. - The company has committed to invest RMB 220 million in the new energy power prediction product and big data platform upgrade project, with 84.03% of the investment completed[171]. - The company has temporarily used RMB 120 million of idle raised funds to supplement working capital[170]. Future Outlook - The company plans to improve its market share in traditional business areas such as renewable energy power forecasting and grid control, utilizing more accurate forecasting technology and efficient product iterations[179]. - The company is actively developing a virtual power plant business, with plans to launch pilot projects by Q1 2024, targeting a market entry value of $10 million[194]. - The company aims to enhance its core competitiveness through continuous product innovation and strategic partnerships in the renewable energy sector[177].

长江证券承销保荐有限公司 关于国能日新科技股份有限公司 2023 年度定期现场检查报告 | 保荐人名称：长江证券承销保荐有限公司 | 被保荐公司简称：国能日新 | | --- | --- | | 保荐代表人姓名：伍俊杰 | 联系电话：021-61118978 | | 保荐代表人姓名：陈超 | 联系电话：021-61118978 | | 现场检查人员姓名：陈超、裴鑫妮、梁子平 | | | 现场检查对应期间：2023 年度 | | | 现场检查时间：2024 年 4 月 8 日-2024 年 4 月 11 日 | | | 一、现场检查事项 | 现场检查意见 | | （一）公司治理 | 是 否 不适用 | | 现场检查主要手段（包括但不限于本指引第三十三条所列）： | | | 1.公司章程和公司治理制度是否完备、合规 | √ | | 2.公司章程和三会规则是否得到有效执行 | √ | | 3.三会会议记录是否完整，时间、地点、出席人员及会议内容 等要件是否齐备，会议资料是否保存完整 | √ | | 4.三会会议决议是否由出席会议的相关人员签名确认 | √ | | 5.公司董监高是否按照有关法律、行政法规、部门规章、 ...