南大光电(300346) - 2025 Q2 - 季度财报

Part I Important Notice, Table of Contents, and Definitions This section provides crucial disclaimers, the report's structured table of contents, and definitions of key terms to ensure clarity and understanding Important Notice The Board of Directors, Supervisory Board, and senior management guarantee the report's accuracy, completeness, and truthfulness, while advising investors on future plans and risks - The company's Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the report's content and assume legal responsibility[4] - Future plans and performance forecasts in this report do not constitute a commitment by the company to any investors or related parties, and investors should maintain sufficient risk awareness[4] - The company faces risks related to industry prosperity, global competition, production safety, and the implementation of fundraising investment projects[4][6][7] - The company proposes a 2025 interim profit distribution plan to all shareholders, distributing a cash dividend of 1.80 Yuan (tax inclusive) per 10 shares, with no bonus shares or capital reserve capitalization[7][8] Table of Contents This section presents the report's structured table of contents, outlining eight main chapters covering company operations, finance, governance, and significant matters - The report comprises eight main chapters, covering comprehensive information on company operations, finance, governance, and significant matters[10] Reference Documents This section lists the financial statements signed by the legal representative and chief accountant, publicly disclosed company documents, and the original interim report text - Reference documents include signed financial statements, original publicly disclosed company files, and the original interim report text[12][13][14] Definitions This section defines common terms used in the report, including company abbreviations, subsidiary names, industry-specific terminology, and relevant legal explanations - Key terms such as "Nanda Optoelectronics," "MO Source," "Semiconductor Precursors," "Electronic Specialty Gases," and "Photoresist" are precisely defined in the report to ensure accurate information understanding[17][18] Part II Company Profile and Key Financial Indicators This section provides an overview of the company's basic information, contact details, registration changes, and key financial performance metrics for the reporting period Company Profile This section presents the company's fundamental information, including stock ticker, stock code, listing exchange, and legal representative, offering investors a concise overview Company Basic Information | Indicator | Content | | :--- | :--- | | Stock Abbreviation | 南大光电 | | Stock Code | 300346 | | Listing Stock Exchange | 深圳证券交易所 | | Chinese Name | 江苏南大光电材料股份有限公司 | | Legal Representative | 冯剑松 | Contact Persons and Information This section provides contact details for the company's Board Secretary and Securities Affairs Representative, facilitating communication and information inquiries for investors - The company provides detailed contact information for Board Secretary Zhou Jianfeng and Securities Affairs Representative Zhou Dan, including phone, fax, and email[21] Other Information This section confirms no changes in company contact details or information disclosure during the reporting period and discloses a registration date change from December 12, 2024, to January 17, 2025 - The company's registered address, office address, website, email, information disclosure website, and media names and URLs remained unchanged during the reporting period[22][23] Registration Change Status | Indicator | Registered at Beginning of Reporting Period | Registered at End of Reporting Period | | :--- | :--- | :--- | | Registration Date | 2024年12月12日 | 2025年01月17日 | | Registration Location | 苏州市数据局 | 苏州市数据局 | | Unified Social Credit Code Number | 91320000724448484T | 91320000724448484T | Key Accounting Data and Financial Indicators This section presents the company's 2025 interim key accounting data and financial indicators, showing year-over-year growth in revenue and net profit, but a decrease in total assets and weighted average return on net assets Key Accounting Data and Financial Indicators for H1 2025 | Indicator | Current Reporting Period (Yuan) | Prior Year Same Period (Yuan) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 1,228,872,615.34 | 1,122,494,960.33 | 9.48% | | Net Profit Attributable to Shareholders of Listed Company | 207,814,081.34 | 178,690,538.02 | 16.30% | | Net Profit Attributable to Shareholders of Listed Company After Deducting Non-Recurring Gains and Losses | 162,074,997.09 | 136,897,329.68 | 18.39% | | Net Cash Flow from Operating Activities | 400,276,300.97 | 347,461,819.64 | 15.20% | | Basic Earnings Per Share (Yuan/share) | 0.30 | 0.27 | 11.11% | | Diluted Earnings Per Share (Yuan/share) | 0.30 | 0.28 | 7.14% | | Weighted Average Return on Net Assets | 5.95% | 7.75% | -1.80% | | Period-End Indicators | Current Period-End (Yuan) | Prior Year-End (Yuan) | Change from Prior Year-End | | Total Assets | 6,277,737,754.20 | 6,489,990,515.41 | -3.27% | | Net Assets Attributable to Shareholders of Listed Company | 3,471,137,360.91 | 3,399,095,442.21 | 2.12% | Differences in Accounting Data Under Domestic and Overseas Accounting Standards This section clarifies that the company's net profit and net assets reported under Chinese accounting standards do not differ from those under international or overseas accounting standards - During the reporting period, there were no differences in net profit and net assets under Chinese accounting standards compared to international or overseas accounting standards[27][28] Non-Recurring Gains and Losses Items and Amounts This section details the company's 2025 interim non-recurring gains and losses, totaling 45,739,084.25 Yuan, primarily from non-current asset disposal, government grants, and fair value changes of financial instruments Non-Recurring Gains and Losses Items and Amounts for H1 2025 | Item | Amount (Yuan) | | :--- | :--- | | Gains and Losses from Disposal of Non-Current Assets | 4,152,144.43 | | Government Grants Recognized in Current Profit or Loss (Excluding Those with Continuous Impact) | 47,875,608.40 | | Gains and Losses from Changes in Fair Value and Disposal of Financial Assets and Liabilities (Excluding Hedging Activities) | 17,769,444.32 | | Other Non-Operating Income and Expenses | 202,443.23 | | Less: Income Tax Impact | 10,269,125.68 | | Impact on Minority Interests (After Tax) | 13,991,430.45 | | Total | 45,739,084.25 | - The company does not classify any non-recurring gains and losses items listed in "Interpretive Announcement No. 1 on Information Disclosure by Companies Issuing Securities to the Public—Non-Recurring Gains and Losses" as recurring gains and losses[31] Part III Management Discussion and Analysis This section provides a comprehensive analysis of the company's business operations, core competitiveness, financial performance, investment activities, and risk management strategies during the reporting period Principal Businesses Engaged in During the Reporting Period The company focuses on R&D, production, and sales of advanced precursors, electronic specialty gases, and photoresists, serving integrated circuits, flat panel displays, and LED industries - The company's principal business focuses on the R&D, production, and sales of three core electronic materials: advanced precursors (including MO sources), electronic specialty gases, and photoresists[33] - Products are widely used in integrated circuits, flat panel displays, LEDs, third-generation semiconductors, photovoltaics, and semiconductor lasers[33] Company's Principal Business The company's principal business covers advanced precursors, electronic specialty gases, and photoresists, achieving full coverage in wafer manufacturing precursors, leading positions in MO sources, and advanced levels in high-purity specialty gases - The advanced precursor segment has achieved full coverage of major categories required for wafer manufacturing, such as silicon/metal precursors and high-K/low-K precursors, successfully entering mass production processes for leading domestic chip manufacturers[35] - MO source series products have a purity of 6N or higher, making the company one of the world's major manufacturers, holding a leading position in the domestic market, and exporting to Europe, America, and Asia-Pacific regions[36] - The electronic specialty gas segment's high-purity phosphine and arsine have achieved industrialization, with capacity and quality reaching advanced industry levels; fluorine-containing specialty gases (nitrogen trifluoride, sulfur hexafluoride) have leading domestic capacity and quality, making the company an important supplier in domestic integrated circuit and flat panel display fields[38][39][40] - The photoresist and ancillary materials segment possesses the capability to develop functional monomers, functional resins, photoinitiators, and other photoresist materials, achieving self-sufficiency from raw materials to finished products[41] Company's Main Products The company's main products include advanced precursor materials (DIPAS, BDEAS, TDMAT), MO sources (trimethylgallium, trimethylindium), electronic specialty gases (high-purity phosphine, arsine, nitrogen trifluoride), and photoresist materials (ArF photoresist) Main Products of Advanced Precursor Materials Segment | Product Category | Main Products | Main Applications | | :--- | :--- | :--- | | Precursor Materials | Diisopropylaminosilane (DIPAS), Bis(diethylamino)silane (BDEAS), Tetrakis(dimethylamino)titanium (TDMAT), Hexachlorodisilane (HCDS), Tetraethyl Orthosilicate (TEOS) | Core raw materials for semiconductor thin film deposition processes | | MO Source | Trimethylgallium, Trimethylindium, Triethylgallium, Trimethylaluminum | Core raw materials for manufacturing LEDs, next-generation solar cells, phase-change memory, semiconductor lasers, RF integrated circuit chips, etc | Main Products of Electronic Specialty Gases Segment | Product Category | Main Products | Main Applications | | :--- | :--- | :--- | | Hydrogen-based Electronic Specialty Gases | High-purity phosphine, high-purity arsine, safe-source phosphine, safe-source arsine, safe-source boron trifluoride, mixed gas products | Widely used in electronics, solar cells, mobile communications, automotive navigation; high-purity for LEDs, safe-source for ICs | | Fluorine-containing Electronic Specialty Gases | Nitrogen Trifluoride, Sulfur Hexafluoride | Excellent plasma etching and cleaning materials in microelectronics, widely used in chip manufacturing, flat panel displays, solar thin films, etc | Main Products of Photoresist Segment | Product Category | Main Products | Main Applications | | :--- | :--- | :--- | | Photoresist and Ancillary Materials | ArF photoresist (dry and immersion), photoresist diluent | Key materials in photolithography, mainly used for fine pattern processing in integrated circuits and semiconductor discrete devices; high-end photoresist is critical for advanced IC processes | Main Business Models The company employs direct procurement, a "production-to-order" and "fixed-inventory" production model, primarily direct sales domestically, buy-out distribution overseas, internal R&D with academic partnerships, and integrated solution services - Procurement Model: Entirely direct procurement, selecting two or more suppliers for key raw materials and establishing long-term cooperative relationships with major suppliers[47] - Production Model: Combines "production-to-order" and "fixed-inventory," with regular production planning and pre-production of certain quantities for inventory to enhance market response speed[48][49] - Sales Model: Primarily direct sales domestically, typically buy-out distribution overseas[50][51][52] - R&D Model: Led by the company's technical department to formulate and implement R&D plans, supplemented by industry-academia-research cooperation with universities and research institutes[53] - Service Model: Provides integrated overall solutions including technology R&D, production, after-sales service, quality management, supply system, safety management, and human resources[54] Core Competitiveness Analysis The company's core competitiveness stems from its strategic vision, advanced technology, talent management, and strong brand, driving its position as a leading electronic materials provider - Strategic Advantage: Guided by the vision of "building a world-class electronic materials company," adhering to "true high-tech, true industrialization, and true globalization," to create a "more precise, faster, stronger" effective growth curve[55] - Technological Advantage: Possesses core technologies and advanced production processes for key semiconductor materials such as advanced precursors, high-purity electronic specialty gases, and photoresists, holding 363 patents (including 193 invention patents), and undertaking multiple national-level scientific research projects[56] - Talent Advantage: Adheres to the talent management philosophy of "attracting people with careers, uniting people with incentives, and rallying people with culture," improving the "talent + platform + industry" business partner mechanism, and motivating core personnel through salaries, bonuses, equity partnerships, and stock incentives[57] - Brand Advantage: Committed to "creating customer value and building a brand image as a comprehensive electronic materials solution provider," possessing a large customer base of renowned enterprises in IC, LED, LCD, and other fields, and actively enhancing support service capabilities for the independent and controllable development of the semiconductor industry[58] Principal Business Analysis In H1 2025, the company's principal business achieved significant revenue and profit growth, driven by strong performance in advanced precursors and hydrogen-based specialty gases, supported by comprehensive reforms and enhanced shareholder returns - In H1 2025, the company's operating revenue increased by 9.48% year-on-year, net profit attributable to shareholders of the listed company increased by 16.30%, and net profit attributable to shareholders after deducting non-recurring gains and losses increased by 18.39% year-on-year[60] - The advanced precursor segment achieved new breakthroughs in both sales revenue and sales volume, with its overall gross profit contribution increasing by over 50% year-on-year[60] - New hydrogen-based specialty gas products (ARC, boron trifluoride, etc.) seized the opportunity of growing IC demand, with revenue increasing by over 60% year-on-year[60] - The company deepened comprehensive reforms by establishing Nanda Optoelectronics Technology Co. to unify sales channels, improving centralized procurement management, promoting R&D system reform, innovating business models, and accelerating digital transformation[62] - The company successfully implemented incentive payouts for Quanjiao Nanda subsidiary and adjusted and optimized the partnership platform, solidifying the "united entrepreneurship, shared wealth creation" incentive mechanism[64] - In 2024, cumulative cash dividends totaled 84.7547 million Yuan, with a dividend payout ratio of 31.28%; a 2025 interim cash dividend of 124.4082 million Yuan (tax inclusive) is proposed[65] Sales Performance of Main Products or Services for H1 2025 | Product Name | Sales Volume (kg) | Sales Revenue (Yuan) | Sales Gross Margin (%) | Year-on-Year Change in Sales Volume | Year-on-Year Change in Sales Revenue | Year-on-Year Change in Sales Gross Margin | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Precursor Materials (including MO Source) | 215,584.92 | 341,622,486.20 | 50.37 | 31.42% | 24.86% | 1.92% | | Specialty Gas Products | 5,854,164.59 | 748,987,456.87 | 35.30 | 13.47% | 4.59% | -11.21% | Main Product Capacity for H1 2025 | Product Name | Capacity (kg) | Production Volume (kg) | Capacity Utilization Rate (%) | Capacity Under Construction (kg) | | :--- | :--- | :--- | :--- | :--- | | Specialty Gas Category | 5,841,750 | 5,980,351 | 102.37 | 2,700,000 | | Precursor Materials (including MO Source) | 195,950 | 182,525 | 93.15 | 143,000 | Non-Principal Business Analysis This section analyzes the impact of non-principal business on total profit, primarily from investment income, fair value changes, asset impairment, and non-operating income/expenses, noting their non-sustainable nature Impact of Non-Principal Business on Total Profit for H1 2025 | Item | Amount (Yuan) | Percentage of Total Profit | Explanation of Formation Reason | Is it Sustainable | | :--- | :--- | :--- | :--- | :--- | | Investment Income | 36,833,924.61 | 12.92% | Investment income from long-term equity investments accounted for using the equity method, wealth management income | No | | Gains and Losses from Changes in Fair Value | -6,047,507.87 | -2.12% | Fair value of wealth management products recognized in the reporting period | No | | Asset Impairment | -39,186,833.43 | -13.75% | Impact of changes in credit impairment losses and asset impairment losses | No | | Non-Operating Income | 2,118,475.61 | 0.74% | Government grants received unrelated to daily operations | No | | Non-Operating Expenses | 1,454,956.72 | 0.51% | Losses from disposal of fixed assets, estimated quality loss compensation | No | Analysis of Assets and Liabilities The company's asset and liability structure saw changes at period-end, with slight total asset decrease, but increases in cash, inventory, construction in progress, and long-term payables, while notes receivable, other payables, and long-term borrowings decreased Significant Changes in Asset Composition for H1 2025 | Item | Amount at Current Period-End (Yuan) | Percentage of Total Assets | Amount at Prior Year-End (Yuan) | Percentage of Total Assets | Change in Proportion | Explanation of Significant Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 663,767,471.76 | 10.57% | 568,840,934.05 | 8.76% | 1.81% | - | | Inventories | 780,945,379.53 | 12.44% | 722,381,706.82 | 11.13% | 1.31% | - | | Long-term Equity Investments | 33,475,408.41 | 0.53% | 25,269,176.46 | 0.39% | 0.14% | Primarily due to increased investment income from joint ventures recognized in the reporting period | | Construction in Progress | 217,196,221.91 | 3.46% | 180,273,425.19 | 2.78% | 0.68% | - | | Notes Receivable | 110,240,103.92 | 1.76% | 160,863,673.77 | 2.48% | -0.72% | Primarily due to a decrease in notes that did not meet derecognition conditions at the end of the reporting period compared to the beginning | | Other Payables | 21,303,631.54 | 0.34% | 82,627,372.68 | 1.27% | -0.93% | Primarily due to a decrease in acquisition payments for minority equity at the end of the reporting period | | Long-term Payables | 362,209,289.16 | 5.77% | 223,086,217.99 | 3.44% | 2.33% | Primarily due to an increase in unpaid acquisition payments for minority equity of subsidiaries at the end of the reporting period | - The company had no major overseas assets during the reporting period[77] Financial Assets and Liabilities Measured at Fair Value for H1 2025 | Item | Period-End Amount (Yuan) | Period-Beginning Amount (Yuan) | | :--- | :--- | :--- | | Financial Assets Held for Trading | 1,475,632,110.07 | 1,614,068,974.54 | | Derivative Financial Assets | 174,110.00 | 121,340.00 | | Investments in Other Equity Instruments | 22,413,873.23 | 25,350,705.36 | | Other Non-Current Financial Assets | 59,465,695.27 | 60,767,937.75 | | Accounts Receivable Financing | 86,386,509.54 | 101,941,198.30 | | Total | 1,644,072,298.11 | 1,802,250,155.95 | Asset Rights Restriction Status for H1 2025 | Item | Period-End Book Balance (Yuan) | Period-End Book Value (Yuan) | Restriction Type | Restriction Details | | :--- | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 97,847,584.05 | 97,847,584.05 | Margin Deposit | Margin deposit for issuing bank acceptance bills | Investment Analysis Total investment increased by 17.02% year-on-year, with overall raised funds utilization at 84.52%. Some projects underperformed, and one was terminated. The company also engaged in wealth management and hedging activities Total Investment for H1 2025 | Indicator | Investment Amount in Reporting Period (Yuan) | Investment Amount in Prior Year Same Period (Yuan) | Change Rate | | :--- | :--- | :--- | :--- | | Total Investment | 1,980,902,417.09 | 1,692,857,029.27 | 17.02% | - Significant equity investment obtained during the reporting period was the establishment of a new wholly-owned subsidiary, Jiangsu Nanda High-Purity Materials Technology Co., Ltd., with a registered capital of 30 million Yuan, engaged in the unified sales of all products within the Nanda Optoelectronics Group[81] Overall Utilization of Raised Funds | Fundraising Year | Net Amount of Raised Funds (10,000 Yuan) | Total Raised Funds Cumulatively Used (10,000 Yuan) | Proportion of Raised Funds Used at Period-End | | :--- | :--- | :--- | :--- | | 2021年度 | 60,234.90 | 45,607.82 | 75.72% | | 2022年度 | 88,797.95 | 80,355.69 | 90.49% | | Total | 149,032.85 | 125,963.51 | 84.52% | - The "Photoresist Project" and "Expansion of 2,000 tons/year Nitrogen Trifluoride Production Facility Project" did not achieve expected benefits, primarily due to intensified market competition, lower product prices, increased management expenses, and shortened depreciation periods[90] - The "Hexafluorobutadiene Industrialization Project" was terminated and sold to Shandong Qixin Gas Co., Ltd. for a transaction price of 69.03 million Yuan, due to changes in market environment, its own operating conditions, and overall development plans[90] Entrusted Wealth Management for H1 2025 | Specific Type | Source of Entrusted Wealth Management Funds | Amount of Entrusted Wealth Management Occurred (10,000 Yuan) | Unmatured Balance (10,000 Yuan) | | :--- | :--- | :--- | :--- | | Bank Wealth Management Products | Own Funds | 156,600.00 | 119,900.00 | | Bank Wealth Management Products | Raised Funds | 30,900.00 | 25,100.00 | | Total | - | 187,500.00 | 145,000.00 | Derivative Investments for Hedging Purposes for H1 2025 | Derivative Investment Type | Initial Investment Amount (10,000 Yuan) | Period-End Investment Amount (10,000 Yuan) | Period-End Amount as Percentage of Company's Net Assets at Period-End | | :--- | :--- | :--- | :--- | | Shanghai Nickel | 6,951.30 | 4,316.60 | 1.24% | | Total | 6,951.30 | 4,316.60 | 1.24% | - The company conducts hedging activities not for profit-seeking, but primarily to effectively reduce the impact of drastic fluctuations in raw material market prices on its operations; the amount recognized in current profit or loss during the reporting period was 1.0079 million Yuan[98] Significant Asset and Equity Disposals The company sold its "Hexafluorobutadiene Industrialization Project" assets and land for 69.03 million Yuan, which had no significant adverse impact on its financial position or operating results, and no major equity disposals occurred Significant Asset Disposals for H1 2025 | Assets Sold | Counterparty | Sale Price (10,000 Yuan) | Net Profit Contribution to Listed Company as Percentage of Total Net Profit | Is it a Related Party Transaction | Have all property rights been transferred | | :--- | :--- | :--- | :--- | :--- | :--- | | Hexafluorobutadiene Industrialization Project assets and supporting facilities and assets built with own funds on the project land | Shandong Qixin Gas Co., Ltd. | 6,903.00 | 0.74% | Yes | Yes | - This asset disposal transaction was conducted based on open, fair, and just market principles; pricing policies and bases comply with market principles, posing no harm to the company's and shareholders' interests, nor having a significant adverse impact on the company's financial position or operating results[143] - The company had no significant equity disposals during the reporting period[104] Analysis of Major Holding and Participating Companies This section lists the company's major subsidiaries, including Quanjiao Nanda Optoelectronics and Nanda Optoelectronics (Zibo), detailing their financial status and noting the establishment of a new subsidiary and the deregistration of another Financial Status of Major Subsidiaries for H1 2025 | Company Name | Company Type | Principal Business | Registered Capital (Yuan) | Total Assets (Yuan) | Net Assets (Yuan) | Operating Revenue (Yuan) | Net Profit (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Quanjiao Nanda Optoelectronics Materials Co., Ltd. | Subsidiary | R&D, production, and sales of high-tech optoelectronic and microelectronic materials | 110,340,200.00 | 1,188,951,261.9 | 424,877,269.43 | 317,750,238.55 | 115,472,558.22 | | Nanda Optoelectronics Semiconductor Materials Co., Ltd. | Subsidiary | Primarily engaged in R&D, production, and sales of precursor materials | 338,000,000.00 | 718,800,534.91 | 497,292,903.65 | 245,326,249.51 | 93,106,778.09 | | Nanda Optoelectronics (Zibo) Co., Ltd. | Subsidiary | Primarily engaged in production and sales of nitrogen trifluoride, sulfur hexafluoride, and their by-products | 127,110,367.00 | 852,843,467.52 | 479,139,367.54 | 427,305,234.35 | 22,909,488.14 | | Nanda Optoelectronics (Ulanqab) Co., Ltd. | Subsidiary | Primarily engaged in production and sales of nitrogen trifluoride products | 300,000,000.00 | 923,066,267.02 | 452,467,067.40 | 222,219,491.88 | 19,631,054.55 | - During the reporting period, the company established a new wholly-owned subsidiary, Jiangsu Nanda Optoelectronics Materials Technology Co., Ltd., and deregistered its subsidiary Zibo Keyuan Xinfu Trading Co., Ltd., with no significant impact on overall production, operations, or performance[106] Structured Entities Controlled by the Company This section states that the company had no controlled structured entities during the reporting period - The company had no controlled structured entities during the reporting period[107] Risks Faced by the Company and Countermeasures The company faces risks including core technology leakage, new product development failure, technological obsolescence, accounts receivable bad debts, and management challenges, addressed through talent incentives, IP protection, R&D, credit control, and improved management - Risks of core technology leakage and loss of key technical personnel: The company addresses these by optimizing compensation systems, improving incentive mechanisms, providing career development plans, and establishing a comprehensive intellectual property protection system[107] - New product development risks: The company mitigates these through continuous R&D investment, strengthening technological reserves, and enhancing scientific research management[109] - Risks of technological obsolescence: The company enhances its comprehensive competitiveness by continuously investing in R&D and innovation, expanding development areas and product lines, and improving product performance[110] - Accounts receivable bad debt risks: The company addresses these by strengthening customer credit control and accounts receivable collection efforts, and continuously adjusting customer structure to increase the proportion of high-quality customers[111] - Management risks: The company reduces these by thoroughly researching, improving, and innovating management models and incentive mechanisms, gradually strengthening internal process-oriented and systematic management[112] Registration Form for Investor Relations Activities During the Reporting Period This section records investor relations activities during the reporting period, including a 2024 annual online performance briefing on April 8, 2025, where the company discussed operations, strategy, and R&D - On April 8, 2025, the company participated in the 2024 annual online performance briefing via Panorama Network's "Investor Relations Interactive Platform," discussing company operations, strategic planning, key R&D project progress, and main product competitiveness with investors[113] Implementation of Market Value Management System and Valuation Enhancement Plan The company adopted a "Market Value Management System" on April 1, 2025, to enhance investment value, but no valuation enhancement plan was disclosed - The company has formulated the "Jiangsu Nanda Optoelectronics Materials Co., Ltd. Market Value Management System," which was reviewed and approved at the Eleventh Meeting of the Ninth Board of Directors on April 1, 2025[114] - The company has not disclosed a valuation enhancement plan[115] Implementation of "Dual Improvement in Quality and Returns" Action Plan The company actively implements its "Dual Improvement" action plan, distributing 84.7547 million Yuan in cash dividends for 2024 and proposing 124.4082 million Yuan for H1 2025, while enhancing investor communication - The company has disclosed its "Dual Improvement in Quality and Returns" action plan announcement and is actively implementing it[115] - In 2024, the company cumulatively distributed cash dividends of 84.7547 million Yuan, accounting for 31.28% of net profit attributable to shareholders of the listed company[116] - The company has formulated a 2025 interim profit distribution plan, proposing to implement cash dividends of 124.4082 million Yuan[116] - The company strengthens communication with investors through diversified channels such as on-site investor visits and surveys, interactive platform replies, and investor hotline calls[116] Part IV Corporate Governance, Environment, and Society This section covers changes in the company's directors and senior management, profit distribution plans, environmental information disclosure, and social responsibility initiatives Changes in Directors, Supervisors, and Senior Management During the reporting period, Vice Presidents Lu Zhigang and Chen Huabing resigned from their senior management positions due to personal reasons Changes in Directors, Supervisors, and Senior Management During the Reporting Period | Name | Position Held | Type | Date | Reason | | :--- | :--- | :--- | :--- | :--- | | Lu Zhigang | Vice President | Resignation | 2025年01月17日 | Personal reasons | | Chen Huabing | Vice President | Resignation | 2025年07月25日 | Personal reasons | Profit Distribution and Capital Reserve Capitalization for the Current Reporting Period The company proposes a 2025 interim profit distribution of 1.80 Yuan (tax inclusive) per 10 shares, totaling 124.4082 million Yuan, with no bonus shares or capital reserve capitalization 2025 Interim Profit Distribution Plan | Indicator | Amount | | :--- | :--- | | Number of Bonus Shares per 10 Shares (shares) | 0 | | Dividend per 10 Shares (Yuan) (tax inclusive) | 1.80 | | Share Capital Base for Distribution Plan (shares) | 691,156,903 | | Cash Dividend Amount (Yuan) (tax inclusive) | 124,408,242.54 | | Proportion of Total Cash Dividend to Total Profit Distribution | 100.00% | | Distributable Profit (Yuan) | 945,012,670.66 | - This profit distribution plan was authorized by the company's 2024 Annual General Meeting for the Board of Directors to formulate, and was reviewed and approved by the Independent Directors' Special Meeting and the Thirteenth Meeting of the Ninth Board of Directors[120] Implementation of Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures This section states that the company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures in place or implemented during the reporting period - The company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures and their implementation during the reporting period[121] Environmental Information Disclosure The company and its four major subsidiaries are listed as legally required environmental information disclosure enterprises and have publicly disclosed environmental data on relevant platforms - The company and its four major subsidiaries (Jiangsu Nanda Optoelectronics, Nanda Optoelectronics (Zibo), Nanda Optoelectronics Semiconductor, Ningbo Nanda Optoelectronics) are all included in the list of enterprises required to disclose environmental information by law[122][123] - The company discloses relevant environmental information on the public platform of the National Pollutant Discharge Permit Management Information System and the Jiangsu Provincial Enterprise Environmental Information Disclosure System[123] Social Responsibility The company actively fulfills its social responsibilities by maintaining robust corporate governance, ensuring transparent information disclosure, prioritizing investor returns, fostering harmonious labor relations, engaging with stakeholders, protecting the environment, and contributing to local economic development - The company strictly adheres to laws and regulations to improve its corporate governance structure, ensures timely, accurate, truthful, and complete information disclosure, and communicates with investors through diversified channels[124] - The company values reasonable returns for investors and has formulated relatively stable profit distribution policies and dividend plans[124] - The company adheres to the philosophy of building harmonious labor relations, focuses on employees' occupational health and development, improves the working environment, and helps employees grow through knowledge and skills training[124] - The company has established a strict quality assurance system, built good cooperative relationships with customers, and provides high-quality products, technical support, and safety training[125] - The company consistently prioritizes environmental protection, ensuring that business operations and environmental efforts develop in parallel, and through technological innovation and lean production management, ensures compliance with environmental requirements[125] - The company operates legally, actively pays taxes, provides employment opportunities, and supports local economic development[125] Part V Significant Matters This section details the fulfillment of commitments by related parties, absence of illegal guarantees or non-operating fund occupation, and information on litigation, asset disposals, and related party transactions Commitments Fulfilled and Unfulfilled by Controlling Shareholder, Shareholders, Related Parties, Acquirers, and the Company During and as of the End of the Reporting Period This section details commitments by related parties, including performance pledges for Quanjiao Nanda and pledges to avoid competition and reduce related-party transactions, all of which are currently being fulfilled - Nansheng No. 1 committed that Quanjiao Nanda's net profit for 2024-2028 would be no less than 180 million Yuan, 185.4 million Yuan, 190.9 million Yuan, 196.7 million Yuan, and 202.6 million Yuan, respectively, with a cumulative total of no less than 955.6 million Yuan over five years, and is currently being fulfilled normally[127] - Major shareholders (Shen Jie, Zhang Xingguo, Tonghua Investment, Nanda Asset Management Co., etc.), actual controllers (Shi Zhengfu, Zhai Lifu and spouse, Nanjing University, etc.), and all company directors and senior management have committed to avoiding horizontal competition, reducing related-party transactions, and compensating for diluted immediate returns, with all commitments being fulfilled normally[127][128][129][130][131] Non-Operating Fund Occupation by Controlling Shareholder and Other Related Parties This section states that there was no non-operating fund occupation by the controlling shareholder or other related parties of the listed company during the reporting period - The company had no non-operating fund occupation by controlling shareholders or other related parties during the reporting period[132] Irregular External Guarantees This section states that the company had no irregular external guarantees during the reporting period - The company had no irregular external guarantees during the reporting period[133] Appointment and Dismissal of Accounting Firms This section states that the company's interim financial report was not audited - The company's interim financial report was not audited[134] Board of Directors, Supervisory Board, and Audit Committee's Explanation of "Non-Standard Audit Report" for the Current Period This section states that the Board of Directors, Supervisory Board, and Audit Committee had no explanation regarding a "non-standard audit report" for the current period - During the reporting period, there was no explanation from the Board of Directors, Supervisory Board, or Audit Committee regarding a "non-standard audit report" from the accounting firm for the current period[135] Board of Directors' Explanation of "Non-Standard Audit Report" for the Prior Year This section states that the Board of Directors had no explanation regarding a "non-standard audit report" for the prior year - During the reporting period, there was no explanation from the Board of Directors regarding a "non-standard audit report" for the prior year[136] Bankruptcy and Reorganization Matters This section states that the company had no bankruptcy or reorganization matters during the reporting period - The company had no bankruptcy or reorganization matters during the reporting period[136] Litigation Matters The company had no major litigation but faced several other lawsuits, including contract disputes and overdue payments, none of which are expected to significantly impact its financial or operational performance - The company had no significant litigation or arbitration matters during the reporting period[137] Other Litigation Matters for H1 2025 | Basic Information on Litigation (Arbitration) | Amount Involved (10,000 Yuan) | Has a Provision Been Formed | Litigation (Arbitration) Progress | Litigation (Arbitration) Outcome and Impact | | :--- | :--- | :--- | :--- | :--- | | Contract dispute with Suzhou Chuangjie Media Exhibition Co., Ltd. regarding "Multimedia Exhibition Hall Design and Production Contract" | 130.64 | No | Under trial | Will not have a significant impact on the company's financial position, operating results, and business activities | | Song Xuechang equity transfer dispute | 3,501.90 | No | Closed | Song Xuechang has withdrawn the lawsuit, which will not have a significant impact on the company's financial position, operating results, and business activities | | Jiangsu Guosheng Shian New Energy Co., Ltd. overdue payment dispute | 43.80 | No | Closed | The counterparty has paid the principal amount, and the court closed the case through mediation, which will not have a significant impact on the company's financial position, operating results, and business activities | | Chuzhou Yijing Optoelectronics Technology Co., Ltd. overdue payment and liquidated damages dispute | 78.26 | No | Awaiting trial | Will not have a significant impact on the company's financial position, operating results, and business activities | | Suzhou Chuangjie Media Exhibition Co., Ltd. sales contract dispute | 130.64 | No | Awaiting trial | Will not have a significant impact on the company's financial position, operating results, and business activities | Penalties and Rectification This section states that the company had no penalties or rectification situations during the reporting period - The company had no penalties or rectification situations during the reporting period[139] Integrity Status of the Company, its Controlling Shareholder, and Actual Controller This section states that there were no issues regarding the integrity status of the company, its controlling shareholder, or actual controller during the reporting period - During the reporting period, there were no issues regarding the integrity status of the company, its controlling shareholder, or actual controller[140] Significant Related Party Transactions The company engaged in related-party transactions for goods and services, and asset/equity acquisitions/disposals, including acquiring Quanjiao Nanda equity and selling the "Hexafluorobutadiene Industrialization Project" assets, with no joint investments or related-party debt Related Party Transactions for Purchase and Sale of Goods, Provision and Acceptance of Services for H1 2025 | Related Party | Related Party Transaction Content | Amount Occurred in Current Period (Yuan) | Approved Transaction Limit (Yuan) | Exceeded Transaction Limit | Amount Occurred in Prior Period (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | | Shanghai Aigem Gas Co., Ltd. | Purchase of goods | 28,066,820.09 | 40,000,000.00 | No | 19,419,259.43 | | Nanjing University | Acceptance of services | 0.00 | 300,000.00 | No | 174,757.28 | | Shanghai Integrated Circuit Equipment and Materials Industry Innovation Center Co., Ltd. | Sale of goods | 2,959,363.00 | 600,000.00 | Yes | 959,400.00 | | Nanjing University | Sale of goods | 15,185.84 | 50,000.00 | No | 0.00 | Related Party Transactions for Asset or Equity Acquisitions and Disposals for H1 2025 | Related Party | Related Party Transaction Type | Related Party Transaction Content | Transfer Price (10,000 Yuan) | Transaction Gains/Losses (10,000 Yuan) | | :--- | :--- | :--- | :--- | :--- | | Suzhou Nansheng No. 1 Enterprise Management Partnership (Limited Partnership) | Equity acquisition | The company acquired 16.5398% equity of Quanjiao Nanda held by Nansheng No. 1 | 22,980 | Not applicable | | Shandong Qixin Gas Co., Ltd. | Asset disposal | The company sold the "Hexafluorobutadiene Industrialization Project" assets and supporting facilities and assets built with own funds on the project land | 6,903.00 | 181.34 | - During the reporting period, the company had no related-party transactions involving joint external investments, related-party creditor-debtor relationships, dealings with related financial companies, or dealings between the company's controlled financial company and related parties[144][145][146][147] - On April 1, 2025, the company held a Board of Directors meeting and approved the "Proposal on Acquiring Partial Equity of a Controlled Subsidiary and Related Party Transaction," acquiring 4.8833% equity of Ulanqab Nanda for 22.6489 million Yuan of its own funds[148] [Significant Contracts and Their Performance](index=46&type=section&id=%E9%87%8D%E5%A4%A7%E5%90%88%E5%90%8C%E5%8F%8A%E5%85%B6%E5%B1%A5%E8%A1%