证券代码：002097 证券简称：山河智能 公告编号：2025-059 山河智能装备股份有限公司 关于控股子公司与关联方签署采购框架协议 暨关联交易的公告 | 关联方名称 | 企业性质 | 法定 代表 人 | 注册资本 | 主要股东 | 主营业务 | 住所 | 与公司的 关联关系 | | --- | --- | --- | --- | --- | --- | --- | --- | | 孚能科技 | 其他股份 | | 122,210.3885 | 广州工业投资 | 锂离子电池及模块系统、 电池模块管理系统、充电 | 江西省赣州经 济技术开发区 | 控股股东 及最终控 | | （赣州）股 | 有限公司 | 谢勇 | 万人民币 | 控股集团有限 | 系统等电动车储能及管理 | 金岭西路北侧 | 制方控制 | | 份有限公司 | (上市) | | | 公司 | | | | | | | | | | 系统的研发、生产、销售 | 彩蝶路西侧 | 的企业 | （二）主要财务数据 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假记载、误导 性陈述或重大遗漏。 一、关联交易基本情况 （一）关联交易概述 山河智 ...

证券代码：002097 证券简称：山河智能 公告编号：2025-055 山河智能装备股份有限公司 2025 年第二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、本次股东会无否决议案的情形； 2、本次股东会无涉及变更以往股东会已通过决议的情形； 3、本次股东会采取现场投票与网络投票表决相结合的方式召开。 一、会议召开情况 山河智能装备股份有限公司（以下简称"公司"）2025 年第二次临时股东 会（以下简称"本次股东会"）以现场表决与网络表决相结合的方式召开。 1、本次股东会现场会议于 2025 年 9 月 18 日（星期四）15:00 在公司总部 大楼 405 会议室召开。 2、本次股东会网络投票时间为：2025 年 9 月 18 日，其中： 通过深圳证券交易所交易系统进行网络投票的时间为2025年9月18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进行网络投票的时间为 2025 年 9 月 18 日 9:15—15:00 的任意时间。 3、本次会议由公司董事 ...

湖南启元律师事务所 关于 二O二五年九月 致：山河智能装备股份有限公司 湖南启元律师事务所（以下简称"本所"）接受山河智能装备股份有限公司（以 下简称"公司"）的委托，指派本所律师出席了公司 2025 年第二次临时股东会（以 下简称"本次股东会"），对会议进行现场律师见证，并发表本法律意见。 本所律师根据《中华人民共和国公司法》（以下简称"《公司法》"）、《中华人 民共和国证券法》、《上市公司股东会规则》（以下简称"《股东会规则》"）等我国 现行法律、法规、规范性文件以及《山河智能装备股份有限公司章程》（以下简称 "《公司章程》"）的有关规定出具本法律意见书。 本所律师出具本法律意见书基于公司已作出如下承诺：所有提供给本所律师 的文件的正本以及经本所律师查验与正本保持一致的副本均为真实、完整、可靠。 为出具本法律意见，本所律师依法审核了公司提供的下列资料： 1、刊登在深圳证券交易所网站（http://www.szse.cn）的与本次股东会有关的通 知等公告事项； 山河智能装备股份有限公司 2025年第二次临时股东会的 法律意见书 2、出席会议的股东或其代理人的身份证明文件、持股证明文件、授权委托书 等； 3、 ...

证券代码：002097 证券简称：山河智能 公告编号：2025-056 山河智能装备股份有限公司 第九届董事会第一次会议决议公告 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。 山河智能装备股份有限公司（以下简称"公司"）于 2025 年 9 月 18 日召开 2025 年第二次临时股东会，顺利完成董事会换届并选举产生了公司第九届董事会。为保 证公司新一届董事会工作的衔接性和连贯性，会议通知与会议资料于 2025 年 9 月 18 日以现场及通讯方式向全体董事送达，经全体董事一致同意豁免本次会议通知期 限，公司于同日下午在公司总部大楼 405 会议室以现场结合通讯会议方式召开第九 届董事会第一次会议。会议应到董事 11 人，实到董事 11 人。经新一届全体董事过 半数选举董事付向东先生作为主持人主持会议。会议的召开符合《中华人民共和国 公司法》《公司章程》《董事会议事规则》等相关规定，会议合法有效。 本次会议经投票表决，通过如下决议： 一、会议以同意 11 票、反对 0 票、弃权 0 票的表决结果审议通过了《关于选 举第九届董事会董事长的议案》； 鉴于公司第九 ...

Company Overview - Shanhe Intelligent Equipment Co., Ltd. is located in Changsha Economic and Technological Development Zone, Hunan Province, and was established on July 29, 1999. The company was listed on December 22, 2006. [1] - The main business involves three categories of construction machinery products with independent intellectual property rights: pile machinery, small engineering machinery, and rock drilling machinery. [1] Revenue Composition - The revenue composition of the company is as follows: excavators account for 38.28%, special equipment and other machinery 19.39%, underground engineering machinery 16.46%, aviation business 14.88%, parts and maintenance services 7.21%, and engineering construction and others 3.79%. [1] Stock Performance - On September 18, Shanhe Intelligent's stock rose by 5.04%, reaching a price of 15.00 yuan per share, with a trading volume of 1.235 billion yuan and a turnover rate of 7.82%. The total market capitalization is 16.119 billion yuan. [1] Major Shareholders - Among the top ten circulating shareholders of Shanhe Intelligent, a fund under Southern Fund holds a significant position. The Southern CSI 1000 ETF (512100) increased its holdings by 1.3273 million shares in the second quarter, bringing its total to 6.9503 million shares, which represents 0.65% of the circulating shares. [2] - The estimated floating profit from this investment is approximately 5.0042 million yuan. [2] Fund Performance - The Southern CSI 1000 ETF (512100) was established on September 29, 2016, and has a current scale of 64.953 billion yuan. Year-to-date, it has achieved a return of 28.17%, ranking 1822 out of 4222 in its category. Over the past year, the return is 72.87%, ranking 1263 out of 3804. Since inception, the return is 13.43%. [2]

Core Insights - The "new model for commercial secret protection" in Changsha Economic Development Zone has been selected as one of the "best practice cases" by the Ministry of Commerce, focusing on "preemptive protection" to assist enterprises in innovation and cost reduction [1][2] Group 1: Background and Challenges - In regions with intensive innovation, the protection of commercial secrets is becoming a new focus of the business environment [2] - Many enterprises in Changsha Economic Development Zone have faced issues such as rapid copying of new technologies by competitors and difficulties in proving ownership of key formulas and data due to frequent personnel turnover [3] - Traditional protection methods often lead to high costs and challenges in post-factum evidence collection, leaving companies in a passive position [3] Group 2: New Protection Model - The new model emphasizes "preemptive protection," integrating protection actions into the entire innovation process, moving from "post-factum evidence" to "daily documentation" [4] - A public service platform for "preemptive protection" has been established, allowing companies to create tamper-proof evidence chains without disclosing source files [4] - The platform operates at a low cost and is designed to reduce the risk of "secret leakage" during employee transitions [4] Group 3: Legal Integration and Effectiveness - The platform has been integrated with the blockchain system of the Changsha Intermediate People's Court, facilitating data sharing and verification of evidence, thus shortening the litigation cycle and reducing judicial costs [5] - As of now, the model has served 653 enterprises, generating over 7 million verifiable "innovation records" [5] - Leading companies in equipment manufacturing have successfully embedded this protection model into their R&D and operational processes, enhancing their intellectual property strategies [5] Group 4: Expanding the Value of Commercial Secrets - The Changsha Economic Development Zone is promoting the transition of commercial secrets from "defensive assets" to "productive elements" [6] - Three application scenarios are being developed: facilitating result transformation, serving financial risk control, and supporting international cooperation [6][7] - The model aims to create a credible, usable, and traceable mechanism system for innovation, indicating that optimizing the business environment requires both supportive services and robust legal frameworks [7]

Core Insights - Guangzhou Industrial Investment Holding Group held its first collective investor meeting for the first half of 2025, attracting over 221,700 participants both online and offline [2] - The total market capitalization of the seven listed companies under Guangzhou Industrial Investment Group has surpassed 70 billion yuan, outperforming the market and industry averages [2] - The group has made significant technological breakthroughs in various sectors, including offshore wind power, elevator manufacturing, and battery technology, while maintaining a leading position in ESG (Environmental, Social, and Governance) initiatives [2][4] Group Performance - The seven listed companies reported improved asset ratios and development quality, effectively integrating industrial operations with capital management [4] - R&D investments included 114 million yuan by Guangri Co., with 95 new patents, and significant advancements in electric and intelligent technologies by other subsidiaries [4] - The group aims to build a world-class state-owned capital investment group, focusing on technological innovation and capital operations to enhance core competitiveness [4] Government Support - The Guangzhou Municipal Government emphasized the importance of the group in stabilizing industrial growth and promoting investment amid complex external conditions [3] - The government encourages the concentration of state capital in key industries and expects the group to leverage its market value management tools to enhance returns [3] Investor Relations - The group has been recognized for its effective investor relations management and commitment to sustainable development, aligning with the principles advocated by the China Association of Listed Companies [2] - The management's focus on respecting and rewarding investors is seen as a model for the capital market [2]

Core Viewpoint - Guangzhou Industrial Control Group held its first collective investor meeting for its seven listed companies, showcasing strategic progress and investment value, attracting over 221,700 participants both online and offline [1] Group 1: Company Performance and Strategy - The seven listed companies under Guangzhou Industrial Control Group achieved significant technological breakthroughs in various sectors, with a total market capitalization exceeding 70 billion yuan [2] - Companies focused on technological innovation and smart manufacturing, with notable R&D investments such as 114 million yuan by Guangri Co., which added 95 new patents [2] - The companies reported strong financial performance, with Guangri Co. seeing a profit increase of 7.26% and cash flow improvements of 208.89% for Runbang Co. [3] Group 2: Market Trends and Future Plans - The companies are actively pursuing business transformation and sustainable growth, with Runbang Co. reporting significant growth in high-end equipment business by 14.39% and 26.51% in marine engineering equipment [2] - Future plans include expanding into high-end intelligent equipment and enhancing international market presence, with companies like Mountain River Intelligent Equipment focusing on smart and electric products [6][8] - The emphasis on artificial intelligence and international expansion is evident, with companies like Mountain River Intelligent Equipment achieving over 60% of their market share from overseas [8] Group 3: Government and Policy Support - The Guangdong provincial government has introduced policies aimed at enhancing the quality of listed companies and improving performance management [5] - The Guangzhou State-owned Assets Supervision and Administration Commission is focused on value realization for listed companies through mergers, acquisitions, and enhancing investor communication [5]

Report Summary 1. Report Industry Investment Rating There is no information provided regarding the report's industry investment rating. 2. Core Viewpoints of the Report - The company is an active practitioner in developing "new - quality productivity," focusing on digitalization, intelligence, and greening, and will increase investment to maintain its technological leadership [23]. - In the African market, the company achieved a 75% year - on - year sales growth in the first half of 2025. It plans to upgrade its African business system, including establishing 2 - 3 subsidiaries, customizing products, and enhancing service capabilities [24]. - The company's intelligent manufacturing project meets the cost - reduction target, and the investment cost will be gradually recovered [25]. - The company's electric products have received good feedback, especially in special application scenarios, and customers focus on performance such as battery life, safety, and maintenance convenience [27]. - The company mainly uses transaction contract settlement designs to deal with exchange rate fluctuations and has little revenue reduction due to exchange rate changes [27]. - The company's pile drivers and drills' gross profit increased year - on - year in the first half of 2025, and the impact of steel prices on gross profit is relatively small [27]. 3. Summary by Relevant Catalogs 3.1. Research Basic Situation - Research object: Shanhe Intelligent [16] - Industry: Engineering machinery [16] - Reception time: September 15, 2025 [16] - Company reception staff: Chairman Fu Xiangdong, Independent Director Shi Shuiping, Deputy General Manager and Financial Controller Huang Zhongbo, and Board Secretary Wang Jian [16] 3.2. Detailed Research Institutions - The research institutions are all investors participating in the 2025 semi - annual collective investor meeting of Shanhe Intelligent (002097) - Guangzhou Industrial Investment Holding Group Co., Ltd. both on - site and online [17] 3.3. Research Institution Proportion There is no information provided regarding the research institution proportion. 3.4. Main Content Data - **Investor Q&A**: - **Digital and Green Transformation**: The company will elevate digital transformation and green development to the core of its corporate strategy, increasing R & D investment and introducing high - end talents to maintain technological leadership [23]. - **African Market Expansion**: With a 75% year - on - year sales growth in the African market in the first half of 2025, the company plans to establish 2 - 3 subsidiaries, customize products suitable for the African environment, and enhance service capabilities [24]. - **Battery Negative Material Application**: Currently, solid - state batteries have multiple technical routes and use different negative materials. Bobang Shanhe has technical reserves in the silicon - carbon negative electrode field [24]. - **Intelligent Manufacturing Project**: The intelligent manufacturing project is in line with the cost - reduction goal, and the investment cost will be gradually recovered [25]. - **Market Feedback on Electric Products**: The electric products developed by the company have received good feedback, especially in special application scenarios. Customers are more concerned about battery life, safety, and maintenance convenience [27]. - **Exchange Rate Impact**: The company has little revenue reduction due to exchange rate fluctuations and mainly uses transaction contract settlement designs to deal with exchange rate changes [27]. - **Gross Profit of Core Products**: In the first half of 2025, the gross profit of the company's pile drivers and drills increased year - on - year, and the impact of steel prices on gross profit is relatively small [27]. - **Product Strategy for European and American Markets**: The company's excavator segment is increasing the introduction of electric equipment products and has launched the pro - series rotary drilling rig products in Europe [28]. - **Supply Chain Management**: The company implements an AB - matching plan in supply chain management, locks in raw material prices in advance, and establishes strategic inventories to deal with raw material price fluctuations [29]

Core Viewpoint - The company, Dinghan Technology Group, participated in the "Guangzhou Industrial Control Listed Companies 2025 Semi-Annual Collective Investor Meeting," discussing its business developments and future strategies with various institutional investors [1]. Group 1: Company Overview - Dinghan Technology was established in June 2002 and listed on the Shenzhen Stock Exchange's Growth Enterprise Market in 2009. The company specializes in high-end equipment for rail transit electrification and intelligent information systems, with a marketing and service platform covering over 50 cities in China and locations in Germany and France [2]. - The company has invested over 100 million yuan in R&D in recent years and holds more than 400 intellectual property rights. Its business is divided into three main segments: rail transit ground electrical equipment, rail transit vehicle electrical equipment, and intelligent solutions [2]. Group 2: Key Discussion Points - AI Technology Application: The company is focusing on developing intelligent operation and maintenance systems for rail transit, aiming to upgrade its core business while exploring applications of AI technology in other industries [3]. - Business Blueprint: The company is leveraging its technological and innovative strengths to solidify its core products in rail transit while making progress in new areas such as new energy and intelligent manufacturing [3]. - Capital Increase Progress: The capital increase has received approval from the state-owned assets supervision department and the Shenzhen Stock Exchange, pending registration approval from the CSRC. This will strengthen state capital control and optimize the equity structure [3]. - Customer Expansion: Major clients include China Railway Group, CRRC, and various metro companies. The company added new orders worth 830 million yuan in the first half of 2025 [3]. - Revenue Concentration: The top five revenue contributors accounted for 64.70% of the main business income in the first half of 2025, indicating a broad business layout that mitigates customer concentration risks [3]. - Profit Distribution: Due to external factors and goodwill impairment, the company reported negative undistributed profits, which do not meet the conditions for dividends [3]. - Cost Control: The main business cost as a percentage of revenue increased by 2.15 percentage points year-on-year, primarily due to accounting policy adjustments [3]. - R&D Investment: R&D expenditure in the first half of 2025 was 33.99 million yuan, accounting for 7.65% of revenue, showing stable investment levels [3]. - Revenue Composition: For the first half of 2025, the revenue proportions for vehicle electrical equipment, ground electrical equipment, and intelligent solutions were 58.59%, 31.84%, and 9.58%, respectively [3]. - New Business Developments: The company achieved breakthroughs in the new energy sector with heat management units and received over 23 million yuan in orders in the intelligent manufacturing sector [3]. - Order Situation: The company secured new orders worth 830 million yuan in the first half of 2025, a 23% year-on-year increase [3]. - Industry Competition: The traditional equipment sector faces structural overcapacity and price competition, prompting the company to focus on high-end products and new markets [3]. - Strategic Synergy: Since the mixed reform in 2021, the Guangzhou Industrial Control Group has provided multi-dimensional support to the company, which will continue to strengthen its operations [3]. - Share Issuance Timing and Purpose: The share issuance is pending CSRC registration, with the controlling shareholder fully subscribing, reflecting confidence in the company [3]. - Stock Price Response: The company is enhancing budget management, controlling costs, and expanding market reach to strengthen communication with investors [3].