上海市锦天城律师事务所 关于无锡市金杨新材料股份有限公司 向不特定对象发行可转换公司债券的 法律意见书 地址：上海市浦东新区银城中路 501 号上海中心大厦 9/11/12 层 电话：021-20511000 传真：021-20511999 邮编：200120 | 声明事项 3 | | | | --- | --- | --- | | 5 | 释 义 | | | 正 文 7 | | | | 一、本次发行的批准和授权 7 | | | | 二、发行人本次发行的主体资格 7 | | | | 三、本次发行的实质条件 8 | | | | 四、发行人的设立 13 | | | | 五、发行人的独立性 13 | | | | 六、发行人的发起人、股东及实际控制人 14 | | | | 七、发行人的股本及其演变 15 | | | | 八、发行人的业务 15 | | | | 九、关联交易及同业竞争 16 | | | | 十、发行人的主要财产 16 | | | | 十一、发行人的重大债权债务 17 | | | | 十二、发行人的重大资产变化及收购兼并 17 | | | | 十三、发行人公司章程的制定与修改 17 | | | | 十四、 ...

无锡市金杨新材料股份有限公司 信息披露暂缓与豁免管理制度 第一章 总 则 第一条 为规范无锡市金杨新材料股份有限公司（以下简称"公司"）信息披露 暂缓与豁免行为，确保公司及相关信息披露义务人依法合规履行信息披露义务， 根 据《中华人民共和国证券法》《上市公司信息披露管理办法》《上市公司信息披露 暂缓与豁免管理规定》《深圳证券交易所创业板股票上市规则》（以下简称"《创 业板上市规则》 "）《深圳证券交易所上市公司自律监管指引第 2 号—— 创业板 上市公司规范运作》等法律、法规、规范性文件以及《无锡市金杨新材料股份有限 公司章程》（以下简称"公司章程"）《信息披露管理制度》等公司 制度，结合公 司实际情况，制定本制度。 第二条 公司按照《创业板上市规则》及深圳证券交易所（以下简称"深交 所"）其他相关业务规则的规定，办理信息披露暂缓、豁免业务的，适用本制度。 第三条 公司和其他信息披露义务人应当真实、准确、完整、及时、公平地披 露信息，不得滥用暂缓或者豁免披露规避信息披露义务、误导投资者，不得实施内 幕交易、操纵市场等违法行为。 第四条 公司和其他信息披露义务人应当审慎确定信息披露暂缓、豁免事项， 履行内部审核 ...

Group 1 - The core point of the article is that Jinyang Co., Ltd. has submitted an application for a public offering of convertible bonds, which has been accepted by the Shenzhen Stock Exchange [2] - The expected amount to be raised from this issuance is 980 million yuan [2] - The sponsoring institution for this issuance is Guosen Securities Co., Ltd. [2]

Investment Rating - The industry investment rating is "Overweight" [2][45] Core Viewpoints - As of October 16, 2025, the power equipment industry has seen a decline of 2.84% over the past two weeks, underperforming the CSI 300 index by 2.36 percentage points, ranking 26th among 31 industries [4][11] - The cumulative installed capacity of new energy storage in China is expected to reach over 180GW by 2027 and 300GW by 2030, with the industry chain and supply chain output value projected to reach 2-3 trillion yuan by 2030 [34][39] - The global energy storage market is anticipated to maintain strong growth, with a cumulative installed capacity of approximately 730GW/1950GWh by the end of 2030 [34][39] Summary by Sections Market Review - The power equipment sector has increased by 39.62% year-to-date, outperforming the CSI 300 index by 22.25 percentage points, ranking 4th among 31 industries [4][11] - The wind power equipment sector increased by 0.07%, the photovoltaic equipment sector by 1.14%, and the grid equipment sector by 5.76% in the last two weeks [16][17] Valuation and Industry Data - As of October 16, 2025, the price-to-earnings (PE) ratio for the power equipment sector is 34.67 times, with sub-sectors showing varying PE ratios: electric motors at 62.87 times, photovoltaic equipment at 26.89 times, and battery sector at 35.51 times [22][23] Industry News - In the first nine months of 2025, China's new energy storage overseas orders totaled 214.7GWh, a year-on-year increase of 131.75%, with over 30GWh in September alone [34][39] - The National Energy Administration has emphasized the importance of user-side network security management to prevent power outages caused by user-side issues [34][35] Company Announcements - Several companies reported significant changes in net profit for the first three quarters of 2025, with notable increases for companies like Jinko Technology and Tongda Co., while others like Shida Shenghua reported substantial losses [36][37] Weekly Perspective on Power Equipment Sector - The report suggests focusing on leading storage companies benefiting from the booming storage industry, emphasizing technological and scale advantages [39][40]

公司于 2025 年 5 月 27 日召开第三届董事会第七次会议、第三届监事会第七 次会议，于 2025 年 6 月 23 日召开公司 2025 年第三次临时股东会审议通过了《关 于公司向不特定对象发行可转换公司债券方案的议案》等相关议案。近日，公司 与国信证券股份有限公司（以下简称"国信证券"）签订了相关的保荐协议，聘 请国信证券担任公司本次向不特定对象发行可转换公司债券的保荐机构，其持续 督导期间为保荐协议生效之日起至本次向不特定对象发行可转换公司债券上市 当年剩余时间及其后两个完整会计年度。 根据《证券发行上市保荐业务管理办法》等相关规定，公司因再次发行证券 另行聘请保荐机构，应当终止与原保荐机构的保荐协议，由另行聘请的保荐机构 完成原保荐机构尚未完成的持续督导工作。因此，国投证券尚未完成的持续督导 工作将由国信证券承接，国投证券不再履行相应的持续督导责任。国信证券已委 派刘伟先生、黄河先生（简历详见附件）担任公司本次发行的保荐代表人，具体 负责公司本次向不特定对象发行可转换公司债券项目的保荐工作及持续督导期 内的持续督导工作。 公司对国投证券及其项目团队在公司首次公开发行股票并在深圳证券交易 证券代码 ...

证券日报网讯金杨股份（301210）10月10日在互动平台回答投资者提问时表示，截至2025年9月30日， 公司股东户数为12352户。 ...

Group 1 - The core point of the news is that Jinyang Co., Ltd. experienced a 5.08% drop in stock price, closing at 46.31 CNY per share, with a trading volume of 100 million CNY and a turnover rate of 4.86%, resulting in a total market capitalization of 5.308 billion CNY [1] - Jinyang Co., Ltd. is located in Wuxi, Jiangsu Province, and was established on March 17, 1998. The company was listed on June 30, 2023, and its main business involves the research, production, and sales of precision structural components and materials for batteries [1] - The revenue composition of Jinyang Co., Ltd. includes 63.12% from battery precision structural components, 28.71% from nickel-based conductor materials, and 8.17% from other businesses [1] Group 2 - Among the top ten circulating shareholders of Jinyang Co., Ltd., Penghua Fund has a fund that entered the list, holding 731,000 shares, which accounts for 1.68% of the circulating shares. The estimated floating loss today is approximately 1.8129 million CNY [2] - The Penghua Carbon Neutrality Theme Mixed A Fund (016530) was established on May 5, 2023, with a latest scale of 2.08 billion CNY. Year-to-date returns are 108.95%, ranking 37 out of 8166 in its category, while the one-year return is 144.68%, ranking 10 out of 8014 [2]

Core Insights - The company is currently engaged in the production of precision components for humanoid robots, including flexible and rigid wheels for harmonic reducers, and elastic bodies for six-dimensional force sensors [2] - The company plans to leverage its advantages by focusing on the research and development of core components for humanoid robots and increasing the secondary development and application of humanoid robot terminal applications [2] - The company has strategically invested in Guohua Intelligent, which has deep expertise in harmonic reducers, planetary rolling screw, rotary joints, linear joints, and humanoid robot bodies, and has established in-depth cooperation with well-known clients [2] - The company has also invested in Yingzhi Technology, which provides advanced "muscle systems" and "motion control cores" for humanoid robots through its leading frameless torque motors and controllers [2] - The company initiated the establishment of Zhili Sensor, the first domestic company to combine force perception multimodal models with customized AI edge chips, offering advanced intelligent sensor solutions to clients [2]

Core Viewpoint - The launch of the AI six-dimensional force sensor by Wuxi ZhiLi Sensor, a subsidiary of Jinyang Co., represents a significant advancement in sensor technology, breaking barriers in perception accuracy and intelligent analysis, and enhancing data processing efficiency through AI integration [1][3][4]. Group 1: Product Development and Features - The AI six-dimensional force sensor is the first to integrate an AI edge chip, allowing for precise detection of minute mechanical changes and real-time calibration, which replaces traditional calibration methods, thus improving production efficiency and reducing costs [1][3][4]. - The sensor is crucial for applications in collaborative robots, industrial automation, medical devices, and humanoid robots, acting as a "perceptual nerve" for robots to interact safely and accurately with their environment [3][4]. Group 2: Market Position and Strategic Initiatives - Jinyang Co. is actively participating in the construction of an ecosystem for humanoid robots and core components, aiming to create a self-controlled and technologically advanced supply chain [3][4][6]. - The company has made strategic investments in various firms, including Guohua Intelligent and Yingzhi Technology, to enhance its capabilities in the humanoid robot industry, ensuring a comprehensive approach from components to complete systems [6][7]. Group 3: Future Outlook and Production Capacity - Wuxi ZhiLi Sensor plans to expand its production capacity to 100,000 units by next year, laying a solid foundation for its goal to become a leader in the domestic AI sensor market within three years [4][6]. - The collaboration among Jinyang Co., Guohua Intelligent, Yingzhi Technology, and Wuxi ZhiLi Sensor aims to create a complete technological loop from "skeleton, muscle, nerve" to "body," significantly enhancing overall competitiveness [7].

Group 1: Market Demand and Production Growth - The demand for energy storage orders has rapidly increased in the second half of this year, driven by the company's proactive capacity layout and customer development [4] - The company has seen significant revenue growth from clients such as Chuangneng New Energy and Zhongqi New Energy, with production of square battery precision structural components expected to maintain rapid growth [4] Group 2: Future Profitability and Cost Management - The cylindrical battery precision structural components have steady demand, with large-scale production of the full-tab series products already achieved [5] - As downstream customer orders increase, the company's capacity utilization will rise, leading to reduced manufacturing costs and lower transportation costs due to new production bases [5] - The proportion of period expenses to revenue is expected to decrease as the company's revenue scale grows, improving profitability in the second half of the year [5] Group 3: Robotics and Strategic Investments - The company is focusing on the development of core components for humanoid robots, leveraging strategic investments in Guohua Intelligent and Yingzhi Technology to enhance its product offerings [6] - The establishment of Wuxi Zhili Sensor Technology Co., Ltd. aims to provide advanced intelligent sensor solutions, with products already in testing phases for collaborative robots and humanoid robots [7] Group 4: Investor Relations Activity - The investor relations activity took place on September 29, 2025, with participation from various securities firms and company executives [2] - The event did not involve any undisclosed significant information [7]