证券代码：603110 证券简称：东方材料 公告编号：2025-047 新东方新材料股份有限公司 关于对上海证券交易所监管问询函的回复公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导 性陈述或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责 任。 新东方新材料股份有限公司（以下简称"公司"）于近期收到上海证券交易 所下发的《关于新东方新材料股份有限公司 2024 年年度报告的信息披露监管问 询函》（上证公函【2025】0926 号）（以下简称"问询函"），公司高度重视，会 同年审会计师就《问询函》提及的问题逐项认真核实，现就问询函中的有关问题 回复说明如下： 问题一、关于算力业务。年报显示，报告期公司新开展算力业务，并实现营 业收入 2732 万元，毛利率为 30.98%。公司前五大供应商变动较大，新增供应商 福建省海峡星云信息科技有限公司和宿州市广云智算科技有限公司，采购额分 别为 6102 万元、1415 万元，合计占公司年度采购总额比例为 22%。此外，报告 期末公司固定资产 2.56 亿元，同比增加 131%，年报称主要为在建工程完工转固 及购入算力相关设备所致，其中专用设备 ...

有关财务会计问题的专项说明 2024 年年度报告的信息披露监管问询函中 关于新东方新材料股份有限公司 容诚专字[2025]200Z0969 号 根据贵部下发的《关于新东方新材料股份有限公司 2024 年年度报告的信息 披露监管问询函》（上证公函【2025】0926 号）（以下简称"问询函"）的相关要 求，容诚会计师事务所（特殊普通合伙）（以下简称"我们"、"年审会计师"）对 问询函中提到的需要年审会计师说明或发表意见的问题进行了认真核查。现做专 项说明如下： https://www.rsm.global/china/ 问题一、关于算力业务。年报显示，报告期公司新开展算力业务，并实现营 业收入 2732 万元，毛利率为 30.98%。公司前五大供应商变动较大，新增供应商 福建省海峡星云信息科技有限公司和宿州市广云智算科技有限公司，采购额分 别为 6102 万元、1415 万元，合计占公司年度采购总额比例为 22%。此外，报告 期末公司固定资产 2.56 亿元，同比增加 131%，年报称主要为在建工程完工转固 及购入算力相关设备所致，其中专用设备本期新购置 6222.48 万元。 中国·北京 容诚会计师事务所(特 ...

Group 1 - The company expects to achieve a net profit attributable to shareholders of between 500,000 and -580,000 to -330,000 yuan for the first half of 2025, indicating a significant decline compared to the same period last year [1][2] - The anticipated profit for the period is projected to be between 500,000 and 750,000 yuan, which represents a decrease of 5.18 million to 4.93 million yuan, or a year-on-year reduction of 91.20% to 84.32% [1][2] - The net profit after deducting non-recurring gains and losses is expected to be between -580,000 and -330,000 yuan [1] Group 2 - The primary reason for the profit reduction is attributed to an increase in customer development expenses and sales expenses [2] - The forecasted performance is based on preliminary calculations by the company's finance department and has not been audited by registered accountants [2] - The data provided is preliminary and the accurate financial figures will be disclosed in the official 2025 semi-annual report [2]

[Current Period Performance Forecast](index=1&type=section&id=I.%20Current%20Period%20Performance%20Forecast) The company forecasts a net profit attributable to parent shareholders of **0.5 million to 0.75 million CNY** for H1 2025, a **year-on-year decrease of 84.32% to 91.20%**, with net profit after non-recurring items expected to be a loss of **0.58 million to 0.33 million CNY**, based on unaudited preliminary estimates Core Data of 2025 Semi-Annual Performance Forecast | Metric | 2025 Semi-Annual Estimate | Year-on-Year Change | | :--- | :--- | :--- | | Net Profit Attributable to Parent Company Shareholders | 0.5 million CNY - 0.75 million CNY | ↓ 91.20% - 84.32% | | Net Profit After Non-Recurring Gains/Losses | -0.58 million CNY - -0.33 million CNY | N/A | - This performance forecast applies to situations where the company is profitable but net profit has **decreased by over 50%** compared to the prior year period[2](index=2&type=chunk) - This performance forecast is unaudited by a certified public accountant[4](index=4&type=chunk) [Prior Year Period Operating Performance and Financial Status](index=2&type=section&id=II.%20Prior%20Year%20Period%20Operating%20Performance%20and%20Financial%20Status) For the same period in 2024, the company achieved a net profit attributable to parent shareholders of **5.6815 million CNY**, with net profit after non-recurring items at **4.7833 million CNY** and basic earnings per share of **0.03 CNY**, serving as a comparative baseline for the current period's performance 2024 Semi-Annual Prior Period Performance Data | Metric (2024 Prior Period) | Amount/Value | | :--- | :--- | | Total Profit | 7.9625 million CNY | | Net Profit Attributable to Parent Company Shareholders | 5.6815 million CNY | | Net Profit After Non-Recurring Gains/Losses | 4.7833 million CNY | | Earnings Per Share | 0.03 CNY | [Primary Reasons for Current Period Performance Decline](index=2&type=section&id=III.%20Primary%20Reasons%20for%20Current%20Period%20Performance%20Decline) The significant performance decline is primarily due to intense external market competition and increased internal costs, with the core ink business experiencing price reductions and gross profit margin compression, alongside higher selling expenses for sales incentives and client development - Core business impact: Intense competition in the ink market led the company to **reduce product selling prices**, resulting in a **decline in gross profit**[6](index=6&type=chunk) - Expense impact: To incentivize employees for market expansion and key client development, the company **increased sales personnel remuneration and client development expenses**, leading to **higher selling expenses**[6](index=6&type=chunk) [Risk Warning](index=2&type=section&id=IV.%20Risk%20Warning) The company warns that this performance forecast is a preliminary estimate by the finance department based on professional judgment and is unaudited, thus the final results may differ - The projected performance is a preliminary estimate by the company's finance department and has **not been audited by a certified public accountant**[7](index=7&type=chunk) [Other Explanations](index=2&type=section&id=V.%20Other%20Explanations) The company reiterates that the forecast data is a preliminary accounting result, and the final accurate financial data will be based on the officially disclosed 2025 semi-annual report, urging investors to be aware of related investment risks - The final accurate financial data will be based on the company's officially disclosed **2025 semi-annual report**, and investors are advised to **pay attention to investment risks**[8](index=8&type=chunk)

Summary of Key Points Core Viewpoint - 东方材料 (603110) has experienced a slight decline in stock price, closing at 15.91 yuan as of July 11, 2025, down 0.93% from the previous week, with a total market capitalization of 3.202 billion yuan [1]. Company Announcements - The company announced a cash dividend distribution of 0.05 yuan per share (before tax), with the record date set for July 17, 2025 [1]. - Key dates for the dividend distribution include: - Record date: July 17, 2025 - Ex-dividend date and payment date: July 18, 2025 [1]. - Total cash dividends to be distributed amount to 10,061,336.60 yuan (before tax) [1]. - The dividend will be distributed through the China Securities Depository and Clearing Corporation Limited, Shanghai Branch, for unrestricted circulating shares [1]. - Tax implications for different shareholder categories: - Individual shareholders holding shares for over one year are exempt from individual income tax on dividend income; those holding for one year or less will receive 0.05 yuan per share (before tax) [1]. - QFII shareholders and Shanghai-Hong Kong Stock Connect investors will have a 10% withholding tax, resulting in a net dividend of 0.045 yuan per share [1]. - Other institutional investors will receive the full amount of 0.05 yuan per share (before tax) [1].

Key Points - The company announced a cash dividend of 0.05 CNY per share (including tax) for its A shares [1] - The total cash dividend distribution amounts to 10,061,336.60 CNY (including tax) based on a total share capital of 201,226,732 shares [1] - The dividend distribution plan was approved at the annual shareholders' meeting held on May 20, 2025 [1] - Key dates for the dividend distribution include the record date on July 17, 2025, and the ex-dividend date on July 18, 2025 [1] - The company will distribute dividends through China Securities Depository and Clearing Corporation Limited, Shanghai Branch [1][2] - For individual shareholders holding shares for over one year, the dividend income is exempt from personal income tax [3] - For individual shareholders holding shares for one year or less, the tax will be calculated upon the transfer of shares [3] - Qualified Foreign Institutional Investors (QFII) will be subject to tax regulations as per the relevant notices [4] - For Hong Kong Stock Connect investors, a 10% withholding tax will apply, resulting in an actual cash dividend of 0.045 CNY per share [6] - The company encourages shareholders with inquiries regarding the dividend distribution to contact the board office [6]

证券代码：603110 证券简称：东方材料 公告编号：2025-045 2024年年度权益分派实施公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或者重大遗 漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： 每股分配比例 A 股每股现金红利0.05元（含税） 相关日期 新东方新材料股份有限公司 | 股份类别 | 股权登记日 | 最后交易日 | 除权（息）日 | 现金红利发放日 | | --- | --- | --- | --- | --- | | Ａ股 | 2025/7/17 | － | 2025/7/18 | 2025/7/18 | 差异化分红送转： 否 一、 通过分配方案的股东大会届次和日期 本次利润分配方案经公司2025 年 5 月 20 日的2024年年度股东大会审议通过。 二、 分配方案 截至股权登记日下午上海证券交易所收市后，在中国证券登记结算有限责任公司上海分 公司（以下简称"中国结算上海分公司"）登记在册的本公司全体股东。 3. 分配方案： 本次利润分配以方案实施前的公司总股本201,226,732股为基数，每股派发现金红利0.05 元（含税），共计 ...

Core Viewpoint - The actual controller of Dongfang Materials may change due to the judicial auction of shares held by its controlling shareholder Xu Guangbin, which has significantly reduced his stake from 5.43% to 1.93% [1] Group 1: Company Ownership Changes - Xu Guangbin's 702.41 million shares were auctioned, leading to a potential change in the company's controlling shareholder [1] - Jiangsu Teliang New Materials Technology Co., Ltd. and its concerted party, Wuxi Hongsheng Dingrong Investment Management Partnership, have become the largest shareholders of Dongfang Materials [1] - Teliang is a subsidiary of Kosen Technology, and its actual controller Xu Zhengliang has been listed as a restricted consumer due to legal issues [1][2] Group 2: Financial Performance of Teliang - Teliang's revenue fluctuated from 367 million yuan in 2022 to 264 million yuan in 2023, and then increased to 385 million yuan in 2024; net profit also saw a similar trend [4] - Teliang's products have been certified and applied by well-known companies in the electronics and semiconductor sectors [2] Group 3: Xu Guangbin's Financial Issues - Xu Guangbin's debt problems have led to a significant reduction in his control over Dongfang Materials, with his debts amounting to approximately 45 million yuan in overdue payments [5] - He is involved in multiple legal disputes, with a total amount of approximately 1.279 billion yuan related to ongoing litigation or arbitration [5] Group 4: Future Governance and Investor Concerns - Despite Xu Guangbin's reduced shareholding, he still controls the board with five out of nine seats [5] - Investors have raised questions regarding the timing of the new major shareholder's exit and potential adjustments in the board of directors, but the company has not provided responses [5][7]

Core Viewpoint - The financial advisor, Guolian Minsheng Securities, has conducted a thorough review of the detailed equity change report for New Oriental New Materials Co., Ltd., confirming that the disclosed information is accurate, complete, and compliant with relevant regulations [1][2][5]. Group 1: Financial Advisor's Review - The financial advisor asserts that the equity change report complies with the Company Law, Securities Law, and relevant regulations, ensuring the accuracy and completeness of the disclosed information [5][6]. - The advisor confirms that the information disclosure obligations have been met, with no substantial discrepancies found in the disclosed documents [2][5]. - The advisor has conducted a diligent investigation and believes the report's content is truthful and complete, with no misleading statements or omissions [2][5]. Group 2: Equity Change Details - The equity change involves acquiring 7,024,103 shares of the company, representing 3.49% of the total shares [4][26]. - The acquisition was executed through a judicial auction, with the shares transferred on June 30, 2025, increasing the total holdings to 19,024,103 shares, or 9.45% of the company [26][27]. - The total payment for this equity change amounted to 127.27 million yuan, sourced entirely from the company's own funds [28]. Group 3: Future Plans and Commitments - The information disclosure obligations and future plans indicate no intention to change the company's main business or make significant adjustments in the next 12 months [29][30]. - The advisor notes that the equity change will not lead to any new related party transactions or competition issues, ensuring the company's operational independence [32][34]. - The advisor emphasizes the commitment to maintaining the company's independence in operations, finance, and governance, with specific measures to avoid conflicts of interest [32][34].

Core Viewpoint - The report details the equity change of New Oriental New Materials Co., Ltd. through a judicial auction, resulting in the acquisition of 7,024,103 shares, representing 3.49% of the total shares of the company [1][19]. Group 1: Equity Change Details - The equity change was executed by Wuxi Hongsheng Dingrong Investment Management Partnership (Limited Partnership) through a judicial auction as per court ruling [1][18]. - After the equity change, the total shares held by the information disclosing party and its concerted actor will amount to 19,024,103 shares, representing 9.45% of the total shares [19][20]. Group 2: Parties Involved - The information disclosing party is Wuxi Hongsheng Dingrong Investment Management Partnership, with its concerted actor being Jiangsu Teliang New Materials Technology Co., Ltd. [5][6]. - The controlling shareholders of Teliang are Xu Zhengliang and his spouse, holding a combined 36.84% of the shares [6][8]. Group 3: Financial Information - The total payment for the equity change was 127.27 million yuan, funded entirely by the disclosing party's own funds [20]. - Jiangsu Teliang's financial data for the last three years shows total assets of 64,552.90 million yuan in 2024, with a net profit of 1,728.99 million yuan for the same year [12]. Group 4: Future Plans - There are currently no plans for the information disclosing party or its concerted actor to change the main business of the listed company or make significant adjustments in the next 12 months [21][22]. - The parties have committed to maintaining the independence of the listed company and avoiding any conflicts of interest or related party transactions [25][28].