辽宁信德新材料科技（集团）股份有限公司 2024 年年度报告商誉减值 是 □否 | 资产组名称 | 评估机构 | 评估师 | 评估报告编号 | 评估价值类型 | 评估结果 成都昱泰新材料 | | --- | --- | --- | --- | --- | --- | | | | | | | 科技有限公司含 商誉的资产组可 | | 成都昱泰新材料 | 中瑞世联资产评 | | 中瑞评报字 | | 收回金额不低于 | | 科技有限公司 | 估集团有限公司 | 林海丰、殷海斌 | [2025]第 500602 | 可收回金额 | 47,077.56 万元 | | | | | 号 | | （大写为人民币 | | | | | | | 肆亿柒仟零柒拾 | | | | | | | 柒万伍仟陆佰元 | | | | | | | 整） | 证券代码：301349 证券简称：信德新材 辽宁信德新材料科技（集团）股份有限公司 2024 年度商誉减值测试报告 一、是否进行减值测试 是 □否 二、是否在减值测试中取得以财务报告为目的的评估报告 三、是否存在减值迹象 | 资产组名称 | 是否存在减值 | 备注 | 是否计提减值 | 备注 | ...

辽宁信德新材料科技（集团）股份有限公司 2024 年度非经营性资金占用及其他关联资金往来情况汇总表 单位：万元 | 非经营性资金占 | | 占用方与上 | 上市公司 | 2024 年期初 | 2024 年度占用 | 2024 年度占 | 2024 年度 | 2024 年期 | 占用形成 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 用 | 资金占用方名称 | 市公司的关 | 核算的会 | 占用资金余 | 累计发生金额 | 用资金的利 | 偿还累计发 | 末占用资 | 原因 | 占用性质 | | | | 联关系 | 计科目 | 额 | （不含利息） | 息(如有) | 生金额 | 金余额 | | | | 控股股东、实际控 | | | | | | | | | | 非经营性占用 | | 制人及其附属企 | | | | | | | | | | | | 业 | | | | | | | | | | 非经营性占用 | | 小计 | - | - | - | | | | | | - | - | | 前控股股东、实际 | | | ...

证券代码：301349 证券简称：信德新材 公告编号：2025-023 1、现场会议召开时间：2025 年 5 月 13 日（星期二）下午 13:30。 2、网络投票时间：通过深圳证券交易所交易系统进行网络投票的具体时间 为：2025 年 5 月 13 日 9:15-9:25，9:30-11:30，13:00-15:00；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 13 日 9:15 至 15:00 期间的 任意时间。 （五）会议召开方式：本次股东大会采取现场表决和网络投票相结合的方式 召开。 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有虚假 记载、误导性陈述或重大遗漏。 辽宁信德新材料科技（集团）股份有限公司（以下简称"公司"）于2025年4月 18日召开了第二届董事会第十二次会议，审议通过了《关于召开2024年年度股东大 会的议案》，现将本次股东大会的相关事项通知如下： 一、召开会议基本情况 （一）股东大会届次：2024 年年度股东大会。 （二）会议召集人：公司董事会。 （三）会议召开的合法性、合规性： 本次股东大会会议的召集、召开符合《公司法》及有关法律、 ...

证券代码：301349 证券简称：信德新材 公告编号：2025-013 本公司及监事会全体成员保证信息披露的内容真实、准确和完整，没有虚假 记载、误导性陈述或重大遗漏。 一、监事会会议召开情况 辽宁信德新材料科技（集团）股份有限公司（以下简称"公司"）第二届监事 会第十一次会议于2025年4月18日在公司会议室以现场表决方式召开，会议通知已于 2025年4月8日以书面方式送达全体监事。本次会议应出席监事3人，实际出席监事3 人。本次会议由监事会主席曾欣先生主持，本次会议的召集、召开及表决程序符合 《公司法》及《公司章程》的有关规定。 二、监事会会议审议情况 （一）审议通过《关于前期会计差错更正及追溯重述的议案》 经审核，监事会认为：公司本次会计差错更正符合《企业会计准则第28号—会 计政策、会计估计变更和差错更正》《公开发行证券的公司信息披露编报规则第19 号—财务信息的更正及相关披露》等相关规定，公司关于本次会计差错更正事项的 审议和表决程序符合法律、法规以及《公司章程》的相关规定，不存在损害公司及 全体股东利益的情形。因此，同意公司本次会计差错更正和相应定期报告的更正。 具体内容详见公司同日在巨潮资讯网（ ...

证券代码：301349 证券简称：信德新材 公告编号：2025-012 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，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 辽宁信德新材料科技（集团）股份有限公司（以下简称"公司"）第二届董事 会第十二次会议于2025年4月18日在公司会议室以现场表决和通讯表决相结合的方式 召开，会议通知已于2025年4月8日以书面或邮件方式送达全体董事。本次会议应出 席董事5人，实际出席董事5人，董事芮鹏、郭忠勇通过通讯方式出席会议。本次会 议由董事长尹洪涛先生召集和主持，公司监事和高级管理人员列席了本次会议。本 次会议的召集、召开及表决程序符合《公司法》及《公司章程》的有关规定。 二、董事会会议审议情况 （一）审议通过《关于前期会计差错更正及追溯重述的议案》 根据《企业会计准则第28号—会计政策、会计估计变更和差错更正》《公开发 行证券的公司信息披露编报规则第19号—财务信息的更正及相关披露》等相关规定， 对公司前期会计差错进行更正及追溯重述。更正后的财务数据及财务报表能够更加 客观、准确地反映公司的财务状况和经营成果，董事会同意本次会计差错更正事项 ...

证券代码：301349 证券简称：信德新材 公告编号：2025-021 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有虚假 记载、误导性陈述或重大遗漏。 （二）监事会审议情况 公司第二届监事会第十一次会议审议通过了《关于2024年度利润分配预案的议 案》。监事会认为：公司2024年度利润分配预案是综合考虑外部环境及公司目前发 展的实际情况，为提高公司财务稳健性，保障公司未来经营发展的现金需要而提出 的。本次利润分配预案符合《公司法》《证券法》《企业会计准则》《关于进一步 落实上市公司现金分红有关事项的通知》《上市公司监管指引第3号—上市公司现金 分红》及《公司章程》等有关规定，符合公司的利润分配政策、股东回报规划以及 做出的相关承诺，具备合法性、合规性及合理性。 （二）股东大会审议情况 特别提示： 1、公司2024年度利润分配预案为：不进行现金分红、不送红股，亦不进行资本 公积金转增股本。 2、公司披露的利润分配预案不触及《深圳证券交易所创业板股票上市规则》第 9.4条规定的可能被实施其他风险警示情形。 一、审议程序 （一）董事会审议情况 经第二届董事会独立董事第六次专门会议及董事会审计委员会 ...

Financial Performance - The company reported a total revenue of RMB 500 million for the first half of 2024, representing a year-on-year increase of 15% compared to RMB 435 million in the same period of 2023[14]. - The company's revenue for the reporting period was ¥360,843,127.25, representing a 3.30% increase compared to ¥349,325,336.31 in the same period last year[20]. - The company reported a total revenue of RMB 11,559.54 million, but incurred a net loss of RMB 2,492.52 million[95]. - The company reported a net profit attributable to shareholders was -¥14,164,918.23, a decrease of 164.41% from ¥21,990,977.76 in the previous year[20]. - The company reported a diluted earnings per share of -¥0.1398, a decline of 164.84% from ¥0.2156 in the same period last year[20]. - The company reported a significant increase in long-term borrowings, which rose to ¥164,500,000.00 from ¥93,000,000.00, reflecting a strategic move to enhance liquidity[68]. - The company reported a net loss of ¥622,139.87 in credit impairment losses, contrasting with a gain of ¥2,085,565.94 in the previous year[187]. - The total equity attributable to shareholders decreased to ¥2,704,181,833.98 from ¥2,767,574,514.13, reflecting a decline in shareholder value[1]. Market Expansion and Strategy - The company is expanding its market presence in Southeast Asia, targeting a 25% market share in the region by 2025[14]. - Future guidance estimates revenue growth of 10-15% for the second half of 2024, driven by increased market demand and new product launches[14]. - A strategic acquisition of a local competitor is expected to be finalized by Q4 2024, which will enhance the company's production capacity by 30%[14]. - The company is actively exploring new application areas for its by-products, which are currently in stable demand, to further enhance market reach[46]. - The company has established long-term stable relationships with suppliers through a combination of "just-in-time" and "strategic procurement" models[43]. Research and Development - The company plans to invest RMB 100 million in R&D for new product development in the next fiscal year, focusing on advanced materials technology[14]. - The company has invested in technology research and development, resulting in 141 intellectual property rights, making it a leader in the field of lithium-ion battery anode coating materials[52]. - The company is committed to enhancing its R&D capabilities to maintain a competitive edge in the market for negative coating materials[100]. - The company emphasizes the importance of continuous R&D for new product models to meet the increasing performance and safety demands of lithium-ion battery anode material manufacturers[102]. Operational Efficiency and Cost Management - The gross profit margin improved to 30%, up from 25% in the previous year, indicating better cost management and pricing strategies[14]. - Operating costs increased significantly by 19.14% to ¥354,836,341.18 from ¥297,827,579.02, primarily due to increased expenses related to the acquisition of Chengdu Yutai[59]. - The company maintains stable supply channels for raw materials and energy, ensuring sufficient resources for production without major constraints[46]. - The company has a competitive edge in product quality, with a comprehensive range of anode coating materials that meet diverse customer specifications, outperforming competitors in terms of product stability and impurity levels[53]. Environmental Compliance and Sustainability - The company strictly adhered to various environmental protection laws and standards during its operations[116]. - Pollution control facilities operated normally, with industrial wastewater treated to meet discharge standards[117]. - The company has committed to improving safety and environmental measures to prevent accidents during the production process[105]. - The company has implemented new processes and equipment to reduce total energy consumption, optimizing parameters such as conversion rates and circulation ratios[123]. - The company has achieved a reduction in nitrogen oxide emissions to 24.5 mg/m³, well below the limit of 150 mg/m³, resulting in an annual emission of 16.628 tons[120]. Financial Management and Investments - The company has committed to invest a total of 65,000 million in various projects, with 36,890.01 million already utilized, representing 56.73% of the total commitment[86]. - The company has not reported any significant non-equity investments during the reporting period[77]. - The company has not engaged in any illegal external guarantees during the reporting period[142]. - The company has not reported any major changes in the feasibility of its investment projects[87]. - The company has committed to using 45,000 million of the raised funds for permanent working capital, which accounts for 29.69% of the total raised funds[87]. Shareholder Relations and Governance - The annual shareholders' meeting had an investor participation rate of 66.36% on May 15, 2024[110]. - The company plans not to distribute cash dividends or issue bonus shares for the half-year period[113]. - The company has improved its governance structure, ensuring compliance with laws and regulations to protect shareholder rights[126]. - The company has committed to maintaining shareholder communication and fulfilling promises made during the reporting period[134]. Risks and Challenges - The company faces risks related to raw material price fluctuations, which could impact profit margins if not managed effectively[14]. - The company faces risks related to technological shifts in the negative coating materials market, particularly from coal-based alternatives[100]. - The company is at risk of declining gross margins if it fails to keep pace with market trends and manage raw material costs effectively[104]. - The company faces risks related to the progress of its fundraising projects, which could be delayed due to local policy changes or environmental factors[106].

Financial Performance - The company reported a significant decline in performance, with specific reasons detailed in the "Management Discussion and Analysis" section[4]. - The company's operating revenue for 2024 was ¥810,088,030.53, a decrease of 14.62% compared to ¥948,852,531.26 in 2023[20]. - The net profit attributable to shareholders for 2024 was -¥33,041,728.17, representing a decline of 180.01% from ¥41,295,464.46 in 2023[20]. - The company reported a basic earnings per share of -¥0.3268 for 2024, a decrease of 180.71% from ¥0.4049 in 2023[20]. - The total assets at the end of 2024 were ¥3,026,773,808.02, down 4.09% from ¥3,155,903,972.48 at the end of 2023[20]. - The weighted average return on net assets for 2024 was -1.21%, a decline from 1.48% in 2023[20]. - The company achieved a total revenue of ¥810,088,030.53 in 2024, representing a decrease of 14.62% compared to ¥948,852,531.26 in 2023[71]. - The company reported a total revenue of approximately ¥804.79 million in the fine chemicals sector, down 13.45% year-on-year[76]. Cash Flow and Investment - The cash flow from operating activities improved to -¥10,287,116.09 in 2024, an 84.65% increase compared to -¥67,005,311.53 in 2023[20]. - Operating cash inflow decreased by 16.60% to ¥886,455,091.17, while cash outflow decreased by 20.63% to ¥896,742,207.26[90]. - The net cash flow from investment activities significantly declined by 98.59% to ¥5,745,688.80[90]. - The net increase in cash and cash equivalents for the reporting period was -90.98 million yuan, a decrease of 141.15% compared to the same period last year, primarily due to a 98.59% reduction in net cash flow from investment activities[91]. - The company raised a total of RMB 236,096.00 million through the issuance of 17 million shares at a price of RMB 138.88 per share[106]. - After deducting issuance costs of RMB 19,513.62 million, the actual funds raised amounted to RMB 216,582.38 million[106]. - The total amount of unused raised funds as of December 31, 2024, is 126,220.49 million yuan, with 126,048.00 million yuan invested in financial products[110]. Market and Industry Trends - The company is actively engaged in the research and development of lithium-ion battery anode coating materials, which are crucial for enhancing battery performance[30]. - The company plans to expand into the downstream pitch-based carbon fiber production sector, indicating a strategic move to diversify its product offerings[30]. - The demand for negative electrode coating materials is driven by the rapid growth of the lithium-ion battery industry, particularly in the fast-charging and ultra-fast charging battery segments[40]. - The global lithium-ion battery market is expected to reach 5127.3 GWh by 2030, indicating a strong growth trajectory[34]. - The competitive landscape in the negative electrode materials sector has intensified, leading to significant price adjustments and a historical low in overall industry profitability[40]. - The company anticipates continued rapid growth in the lithium battery anode materials industry due to increasing global demand for clean energy[120]. Research and Development - The company has established a specialized R&D team of 80 personnel, representing 13.61% of total employees, focusing on carbon material development[55]. - The company is focusing on enhancing its market competitiveness through production upgrades and technological advancements, aiming to produce differentiated anode coating materials for fast-charging applications[53]. - The company is developing new products such as asphalt-based spherical activated carbon and lithium battery liquid negative electrode materials, which are expected to enhance market competitiveness[85][87]. - The company has invested in R&D, resulting in over 30 new intellectual property rights granted in 2024, enhancing its competitive edge[68]. Governance and Compliance - The company has established a comprehensive governance structure in compliance with relevant laws and regulations, enhancing its operational standards[137]. - The company has a governance structure with a clear separation of powers among the shareholders' meeting, board of directors, and supervisory board[145]. - The company has implemented measures to strengthen internal audit functions to ensure compliance and prevent shareholder-related risks[175]. - The company has received environmental permits and certifications necessary for its operations, ensuring compliance with regulatory standards[56]. Environmental Responsibility - The company adheres to all relevant environmental protection laws and standards, ensuring compliance in its operations[182]. - The company emphasizes its commitment to environmental protection, with ongoing investments in pollution control and compliance with environmental regulations[186]. - The company has established an ISO14001:2015 environmental management system to ensure compliance with environmental laws and promote sustainable development[191]. - The total annual emissions for major pollutants from the company include 1.4224 tons of particulate matter, 2.3848 tons of non-methane hydrocarbons, and 0.4734 tons of nitrogen oxides, all within regulatory limits[184]. Employee and Management - The total number of employees at the end of the reporting period is 588, with 44 in the parent company and 504 in major subsidiaries[163]. - The company has established a robust training program to enhance employee capabilities, focusing on leadership, management, innovation, and technical skills[165]. - The company has a diverse management team with a mix of technical and financial expertise[150]. - The total remuneration for directors, supervisors, and senior management in 2024 is 2.7778 million yuan[153]. Risk Management - The company acknowledges potential risks, including technology route changes, core technology leakage, policy changes, and intensified industry competition, and has outlined measures to mitigate these risks[128][129][130]. - The company is committed to enhancing management efficiency and implementing refined management practices to improve development quality and control costs[131]. - The company faces risks related to the construction progress of its fundraising project, specifically the "30,000 tons carbon material industrial upgrade project," which may be affected by local policy changes and environmental factors[132].

Financial Performance - The company's revenue for Q1 2025 reached ¥242,622,172, representing an increase of 80.92% compared to ¥134,103,068.85 in the same period last year[5]. - Net profit attributable to shareholders was ¥7,276,028.14, a significant turnaround from a loss of ¥11,850,643.04 in the previous year, marking a 161.40% improvement[5]. - Basic earnings per share increased to ¥0.0721 from -¥0.1168, reflecting a 161.73% increase[5]. - The company reported a net profit of ¥9,578,175.99, a turnaround from a net loss of ¥11,140,990.01 in the previous period[16]. - Earnings per share (EPS) for the current period was -0.0721, compared to -0.1168 in the previous period, indicating an improvement in profitability[16]. - The company achieved an operating profit of ¥10,061,967.12, a significant improvement from an operating loss of ¥8,513,947.33 in the previous period[15]. Cash Flow - The net cash flow from operating activities was -¥100,399,834.67, showing an 8.80% improvement from -¥110,091,902.42 year-on-year[5]. - Cash inflow from operating activities increased to $233.81 million, up from $123.30 million in the previous period, representing an increase of 89.8%[19]. - Net cash outflow from operating activities was $100.40 million, an improvement from a net outflow of $110.09 million in the previous period[19]. - The ending cash and cash equivalents balance was $120.55 million, down from $161.61 million, a decrease of 25.5%[20]. - The company reported a significant decrease in cash received from investment recoveries, totaling $1.04 billion, down from $1.49 billion, a drop of 30.2%[19]. - The company’s cash outflow for purchasing goods and services increased to $289.65 million, compared to $191.05 million, an increase of 51.7%[19]. - The company’s cash outflow for employee compensation rose to $23.33 million, up from $21.41 million, an increase of 8.9%[19]. Assets and Liabilities - Total assets at the end of the reporting period were ¥3,055,759,789.39, a slight increase of 0.96% from ¥3,026,773,808.02 at the end of the previous year[5]. - Total current assets amount to 2,133,537,316.72 CNY, an increase from 2,098,641,811.93 CNY at the beginning of the period[12]. - Total liabilities increased to ¥347,012,346.63 from ¥329,465,387.17, showing a growth in financial obligations[14]. - Owner's equity totaled ¥2,708,747,442.76, up from ¥2,697,308,420.85, indicating a slight increase in shareholder value[14]. Investments and Expenses - Research and development expenses rose by 30.95% to ¥6,342,384.50, compared to ¥4,843,247.54 in the previous year, reflecting increased investment in R&D[8]. - The company experienced a 198.39% increase in financial expenses, amounting to ¥526,110.67, due to reduced interest income[8]. - Total operating costs amounted to ¥236,733,989.74, up from ¥152,420,836.27, reflecting a significant increase in operational expenses[15]. Shareholder Information - Total number of common shareholders at the end of the reporting period is 8,625[9]. - The largest shareholder, Yin Hongtao, holds 27.92% of shares, totaling 28,481,390 shares[9]. - The second-largest shareholder, Yin Shiyu, holds 24.13% of shares, totaling 24,611,261 shares[9]. Future Outlook - The company plans to continue expanding its market presence and investing in new technologies to drive future growth[18].

Financial Performance - The company's revenue for Q3 2024 was ¥204,615,685.23, a decrease of 41.91% compared to the same period last year[5]. - The net profit attributable to shareholders was a loss of ¥6,849,005.94, representing a decline of 122.79% year-on-year[5]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was a loss of ¥14,011,204.08, down 161.18% from the previous year[5]. - Total operating revenue decreased to ¥565,458,812.48 from ¥701,544,798.20, representing a decline of approximately 19.4% year-over-year[18]. - Net profit for the period was a loss of ¥16,512,702.54 compared to a profit of ¥54,709,085.69 in the previous period, indicating a significant decline[18]. - The net profit attributable to shareholders of the parent company was a loss of ¥21,013,924.17, down from a profit of ¥52,038,215.91[19]. - Basic and diluted earnings per share were both reported at -0.2077, compared to 0.5102 in the previous period[19]. Assets and Liabilities - The total assets at the end of the reporting period were ¥3,172,384,834.58, an increase of 0.52% compared to the end of the previous year[5]. - Total current assets at the end of the period are ¥2,241,756,214.98, slightly increased from ¥2,241,569,787.00[16]. - Total non-current assets are ¥930,628,619.60, which is an increase from ¥914,334,185.48[16]. - Total liabilities rose to ¥468,746,189.21 from ¥384,201,420.32, an increase of about 22.1%[18]. - Total equity attributable to shareholders of the parent company decreased to ¥2,694,729,926.90 from ¥2,767,574,514.13, a decline of approximately 2.6%[18]. Cash Flow - The cash flow from operating activities for the year-to-date was a net outflow of ¥41,930,171.80, an improvement of 62.41% compared to the same period last year[5]. - The net cash flow from operating activities was -$41.93 million, an improvement from -$111.54 million in the previous period[21]. - Cash inflow from operating activities totaled ¥636,860,710.38, down from ¥827,571,533.78, reflecting a decrease of approximately 23%[20]. - The net cash flow from investment activities was -$94.77 million, compared to a positive $586.74 million in the prior period[21]. - The net cash flow from financing activities was $65.42 million, a significant recovery from -$252.41 million in the previous period[21]. Shareholder Information - Total number of common shareholders at the end of the reporting period is 9,918[13]. - The largest shareholder, Yin Hongtao, holds 27.92% of shares, totaling 28,481,390 shares[13]. - The top ten shareholders include significant institutional investors, such as China Bank and China Construction Bank, indicating strong institutional support[14]. - The company has not reported any changes in the number of preferred shareholders or significant changes in restricted shares[15]. Expenses and Costs - The company experienced a 50.54% increase in selling expenses, totaling ¥2,548,124.36, attributed to higher salaries and related costs[11]. - Total operating costs decreased to ¥608,015,943.41 from ¥649,536,659.12, a reduction of about 6.4% year-over-year[18]. - Cash paid for purchasing goods and services was ¥561,917,028.23, compared to ¥800,916,712.07 in the previous period, a decrease of about 29.8%[20]. - The company paid $58.05 million to employees, an increase from $53.70 million year-over-year[21]. - The company reported a decrease in tax payments to $25.57 million from $36.37 million year-over-year[21]. Other Financial Metrics - The company's cash and cash equivalents decreased to ¥188,319,518.68 from ¥261,574,781.34, a decline of approximately 28%[16]. - The company's short-term borrowings increased to ¥150,325,790.64 from ¥117,086,933.54, representing an increase of approximately 28.4%[16]. - Long-term borrowings increased to ¥143,000,000.00 from ¥93,000,000.00, representing a growth of approximately 53.8%[18]. - The company reported a significant increase in prepayments, which rose by 187.64% to ¥38,661,408.08 due to increased raw material payments[10]. - The company reported a decrease in cash flow from investment activities, with a net outflow of ¥94,770,098.11, down 116.15% year-on-year due to reduced redemption of financial products[11]. Audit Status - The company’s third-quarter report was unaudited[23].