证券代码：301500 证券简称：飞南资源 公告编号：2025-055 广东飞南资源利用股份有限公司 2025 年第一次临时股东会决议公告 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、本次股东会未出现否决议案的情形。 2、本次股东会不涉及变更以往股东会已通过的决议。 一、会议召开和出席情况 （一）会议召开情况 1、会议召开时间： （1）现场会议时间：2025 年 9 月 8 日（星期一）15:30 开始 （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：2025 年 9 月 8 日 9:15—9:25，9:30—11:30 和 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：2025 年 9 月 8 日 9:15-15:00。 2、召开地点：佛山市南海区里水镇桂和路大冲路段 3 号飞南研究院 5、主持人：公司董事长孙雁军先生 6、本次会议的召集、召开与表决程序符合有关法律法规、部门规章、规范 性文件和公司章程等的规定。 （二）会议出席情况 1、股东出席的总体情况 通过现场和网络投票的股东 71 ...

中国 深圳 福田区 益田路6001号太平金融大厦11、12楼 11F/12F., Taiping Finance Tower, 6001 Yitian Road, Futian District, Shenzhen, P.R. China 电话（Tel.）：（0755） 8826 5288 传真（Fax.）：（0755） 8826 5537 网址（Website）：https://www.sundiallawfirm.com 广东信达律师事务所 关于广东飞南资源利用股份有限公司 2025 年第一次临时股东会的法律意见书 信达会字〔2025〕264 号 致：广东飞南资源利用股份有限公司 广东信达律师事务所（下称"本所"）接受广东飞南资源利用股份有限公司 （下称"公司"）委托，指派律师出席公司 2025 年第一次临时股东会（下称"本 次股东会"），并进行了必要的查验工作。 现根据《中华人民共和国公司法》（下称《公司法》）《上市公司股东会规 则》（下称《股东会规则》）等法律法规及其他规范性文件，以及《广东飞南资 源利用股份有限公司章程》（下称《公司章程》）的规定，按照律师业公认的业 务标准、道德规范和勤勉尽责精神， ...

广东飞南资源利用股份有限公司 证券代码：301500 证券简称：飞南资源 公告编号：2025-056 特此公告。 广东飞南资源利用股份有限公司董事会 关于回购注销部分限制性股票的减资公告 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。 由于本次公司回购注销部分限制性股票涉及总股本、注册资本减少，根据《中 华人民共和国公司法》等相关法律、法规的规定，公司特此通知债权人，债权人 自本公告之日起四十五日内，有权要求公司清偿债务或者提供相应的担保。债权 人未在规定期限内行使上述权利的，本次回购注销将按法定程序继续实施。 债权人如果提出要求本公司清偿债务或提供相应担保的，应根据《中华人民 共和国公司法》等相关法律法规的规定，向公司提出书面要求，并随附相关证明 文件。 广东飞南资源利用股份有限公司（以下简称公司）于 2025 年 8 月 21 日召开 第三届董事会审计委员会第二次会议和第三届董事会第二次会议，并于 2025 年 9 月 8 日召开 2025 年第一次临时股东会，审议通过《关于回购注销及作废 2024 年限制性股票激励计划部分限制性股票的议案》。鉴于公司 2 ...

Core Viewpoint - The company, Feinan Resources, is enhancing its core competitiveness through the implementation of projects in Guangxi and Jiangxi, focusing on the comprehensive recycling of multiple metals, including copper, nickel, zinc, tin, gold, silver, and palladium [1] Group 1 - The company has achieved deep resource utilization of eighteen types of metals through its projects [1] - Feinan Resources aims to continue its focus on "urban mining" resources and the comprehensive recycling of multiple metals [1] - The company is closely monitoring the development trends and potential opportunities in the upstream and downstream of the industry chain [1] Group 2 - Currently, the company has no business related to rare earth elements [1]

Core Viewpoint - The company, Feinan Resources (301500.SZ), is enhancing its core competitiveness through the implementation of projects in Guangxi and Jiangxi, focusing on the comprehensive recycling of multiple metals including copper, nickel, zinc, tin, gold, silver, and palladium [1] Group 1 - The company has achieved deep resource utilization of eighteen types of metals through its projects [1] - The company aims to continue developing "urban mining" resources and is committed to the comprehensive recycling of multiple metal resources [1] - The company is closely monitoring the development trends and potential opportunities in the upstream and downstream of the industry chain [1] Group 2 - Currently, the company has no business related to rare earth elements [1]

Core Viewpoint - The company emphasizes the importance of value-based market management and aims to enhance production efficiency and internal controls to improve performance and return to investors [1][2]. Group 1: Market Management - The company is focused on value-based market management, especially in light of the decline in stock price despite the rise in the ChiNext Index [1]. - Future efforts will concentrate on raw material procurement and production stability to enhance operational efficiency at the Jiangxi Baton and Guangxi Feinan production lines [1]. Group 2: Environmental Compliance - The company strictly adheres to environmental laws and regulations, investing in environmental protection and implementing energy-saving and emission-reduction projects [1][2]. - As of June 30, 2025, the company's hazardous waste management capacity reached 91.06 million tons per year, with some subsidiaries in the process of obtaining relevant permits [2]. Group 3: Business Layout - The company is achieving deep resource utilization of eighteen metals through the Guangxi Feinan and Jiangxi Baton projects, creating an industrial closed loop [1]. - Currently, there is no rare earth recycling business, but the company is monitoring opportunities in the upstream and downstream of the industry chain [1]. - The company has established a new subsidiary in Hong Kong to enhance existing production line efficiency and explore overseas market opportunities [2].

Group 1: Market Management and Performance - The company emphasizes value-driven market management, focusing on core business operations to ensure stable production and enhance operational efficiency at its facilities in Jiangxi and Guangxi [2][3] - In the first half of 2025, the company maintained stable operations across its bases, with significant increases in the production of metals such as zinc and nickel compared to the same period last year [4][5] Group 2: Environmental Compliance and Upgrades - The company strictly adheres to national environmental regulations and has implemented various energy-saving and emission-reduction projects, enhancing its pollution control capabilities [3][5] - As of June 30, 2025, the company holds hazardous waste management qualifications of 91.06 million tons per year, positioning it among the industry leaders [7] Group 3: Resource Recovery and Production Capacity - The company has achieved deep resource recovery of 18 types of metals, including copper, nickel, and zinc, through its projects in Guangxi and Jiangxi, thereby enhancing its core competitiveness [4][6] - In the first half of 2025, the company transported approximately 171,500 tons of hazardous waste and 225,600 tons of other metal materials, ensuring timely supply of raw materials [5][6] Group 4: Future Plans and Market Expansion - The company is actively exploring overseas market opportunities and has established a wholly-owned subsidiary in Hong Kong to facilitate future business operations [7][8] - The company is focused on enhancing the operational efficiency of its facilities while also monitoring industry trends and potential acquisition opportunities to strengthen its competitive edge [8]

Core Insights - The company reported a total revenue of 6.543 billion yuan for the first half of 2025, an increase of 1.005 billion yuan compared to the same period last year, marking a year-on-year growth of 18.14% [1] - The net profit attributable to shareholders reached 159 million yuan, up by 75.61 million yuan from the previous year, reflecting a significant year-on-year increase of 90.39% [1] - The net cash inflow from operating activities was 23.34 million yuan [1] Financial Metrics - The latest debt-to-asset ratio stands at 61.60%, a decrease of 1.54 percentage points from the previous quarter [3] - The gross profit margin is reported at 7.54%, an increase of 0.10 percentage points, achieving two consecutive quarters of growth [3] - The return on equity (ROE) is 3.43%, which is an increase of 1.56 percentage points compared to the same period last year [3] - The diluted earnings per share (EPS) is 0.40 yuan, an increase of 0.19 yuan year-on-year, reflecting a growth of 90.10% [3] - The total asset turnover ratio is 0.52 times, an increase of 0.02 times from the previous year, marking a year-on-year growth of 4.93% [3] - The inventory turnover ratio is reported at 1.40 times [3] Shareholder Information - The number of shareholders is 11,100, with the top ten shareholders holding a total of 338 million shares, accounting for 83.95% of the total share capital [3] - The largest shareholders include Sun Yanjun and He Xuejuan, each holding 35.8 million shares [3]

Core Viewpoint - Feinan Resources (301500) reported significant growth in revenue and net profit for the first half of 2025, with total revenue reaching 6.543 billion yuan, an increase of 18.14% year-on-year, and net profit attributable to shareholders at 159 million yuan, up 90.39% year-on-year [1] Financial Performance - Total revenue for the second quarter of 2025 was 3.5 billion yuan, reflecting a year-on-year increase of 7.6% - Net profit for the second quarter was 154 million yuan, showing a decline of 2.8% year-on-year - Gross margin decreased to 7.54%, down 12.17% year-on-year, while net margin improved to 2.7%, an increase of 64.91% year-on-year [1] - Total expenses (selling, administrative, and financial) amounted to 229 million yuan, accounting for 3.5% of revenue, a year-on-year increase of 4.26% [1] Key Financial Metrics - Earnings per share (EPS) increased to 0.4 yuan, up 90.1% year-on-year - Operating cash flow per share dropped significantly to 0.06 yuan, down 93.62% year-on-year - The company's net asset value per share rose to 11.54 yuan, an increase of 3.28% year-on-year [1] Changes in Financial Items - Accounts receivable decreased by 57.68% due to collections from previous sales - Inventory increased by 9.22% as production and sales expanded - Short-term borrowings rose by 11.58% to support increased financing needs [3] - Contract liabilities surged by 174.79% due to increased prepayments from expanded sales [3] Investment and Cash Flow Analysis - The company's return on invested capital (ROIC) was 3.18%, indicating weak capital returns - Historical data shows a median ROIC of 19.97% since listing, with the lowest ROIC recorded in 2024 [4] - Cash flow ratios indicate potential liquidity concerns, with cash and cash equivalents representing only 7.26% of total assets [4][5] Fund Holdings - The largest fund holding Feinan Resources is the Environmental Governance LOF, with 292,600 shares, which has seen a recent increase in value [5]

Core Viewpoint - The company has announced the repurchase and cancellation of certain restricted stocks from the 2024 incentive plan due to the termination of employment of several incentive targets, which requires shareholder approval for finalization [1][4][10]. Group 1: Approval Procedures - The company held multiple board and supervisory meetings to approve the 2024 restricted stock incentive plan and its related matters, including the list of incentive targets [2][3][4]. - The company conducted an internal public notice regarding the incentive targets, with no objections received during the public notice period [2]. Group 2: Repurchase and Cancellation Details - The company plans to repurchase and cancel 81,592 shares of the first category of restricted stocks and invalidate 59,637 shares of the second category due to the departure of eight incentive targets [5][9]. - The repurchase price for the first category of restricted stocks has been adjusted to 6.08 yuan per share, down from the original 8.51 yuan, following the company's capital increase and dividend distribution [7]. Group 3: Impact on Share Capital Structure - Following the repurchase and cancellation, the total share capital will decrease from 562,941,089 shares to 561,952,003 shares, with a reduction of 989,086 shares in the restricted stock category [9]. - The proportion of restricted shares will slightly decrease from 75.0651% to 75.0212%, while the proportion of unrestricted shares will increase from 24.9349% to 24.9788% [9]. Group 4: Financial and Legal Opinions - The board's audit committee and legal advisors have confirmed that the repurchase and cancellation of restricted stocks comply with relevant regulations and will not adversely affect the company's financial status or the implementation of the incentive plan [10][11].