国浩律师（南京）事务所 关于红宝丽集团股份有限公司 2025 年第三次临时股东会的 法律意见书 . 中国江苏省南京市汉中门大街 309 号 B 座 5-7-8 层 邮编：210036 5,7,8/F, Block B, 309 Hanzhongmen Street, Nanjing, China, 210036 电话/Tel: +86 25 8966 0900 传真/Fax: +86 25 89660966 网址/Website: http://www.grandall.com.cn 国浩律师（南京）事务所 法律意见书 国浩律师（南京）事务所 关于红宝丽集团股份有限公司 2025 年第三次临时股东会的 法律意见书 一、关于本次股东会的召集和召开程序 （一）本次股东会的召集 公司董事会于 2025 年 8 月 20 日召开公司第十一届董事会第二次会议，决定 于 2025 年 9 月 9 日召开公司 2025 年第三次临时股东会。公司董事会于 2025 年 8 月 22 日在指定媒体及网站上发布了《红宝丽集团股份有限公司关于召开 2025 年第三次临时股东会的通知》。上述通知中就本次股东会召开的时间、现场会议 地 ...

Company Overview - Hongbaoli Group Co., Ltd. is located in Nanjing, Jiangsu Province, established on June 23, 1994, and listed on September 13, 2007. The company specializes in the research, production, and sales of epoxy propylene derivatives, including polyurethane rigid foam composite polyether, isopropanol amine series products, and other related materials [2]. Business Performance - As of June 30, Hongbaoli reported a revenue of 1.245 billion yuan for the first half of 2025, a year-on-year decrease of 1.10%. The net profit attributable to shareholders was 24.39 million yuan, down 35.51% year-on-year [2]. - The main business revenue composition includes epoxy propylene derivatives at 90.52%, material trading and others at 9.40%, and insulation materials at 0.09% [2]. Stock Performance - On September 9, Hongbaoli's stock price increased by 2.08%, reaching 10.31 yuan per share, with a trading volume of 123 million yuan and a turnover rate of 1.68%. The total market capitalization stood at 7.581 billion yuan [1]. - Year-to-date, Hongbaoli's stock price has risen by 143.16%, with a 3.72% increase over the last five trading days, 11.94% over the last 20 days, and 11.22% over the last 60 days [1]. - The company has appeared on the "Dragon and Tiger List" 41 times this year, with the most recent appearance on August 29, where it recorded a net buy of -283 million yuan [1]. Shareholder Information - As of June 30, the number of shareholders for Hongbaoli was 154,600, an increase of 13.85% from the previous period. The average number of circulating shares per shareholder was 4,706, a decrease of 12.17% [2]. Dividend Information - Since its A-share listing, Hongbaoli has distributed a total of 564 million yuan in dividends, with 132 million yuan distributed over the past three years [3].

Core Viewpoint - Hongbaoli (002165) clarified on September 8 that it primarily produces polyurethane polyether and isopropanolamine, and does not engage in the photolithography chip sector [1] Company Summary - Hongbaoli's main products include polyurethane polyether and isopropanolamine [1] - The company does not have involvement in the photolithography chip industry [1]

Core Viewpoint - Hongbaoli (002165.SZ) clarified on the interactive platform that its main products include polyurethane polyether and isopropanol amine, and it does not engage in the production of lithography machine chips [1] Company Summary - Hongbaoli primarily produces polyurethane polyether and isopropanol amine [1] - The company does not involve itself in the lithography machine chip sector [1]

Core Viewpoint - Hongbaoli's stock price has shown significant volatility, with a year-to-date increase of 142.45%, but recent trading indicates a net outflow of funds, suggesting potential investor caution [1][2]. Company Overview - Hongbaoli Group Co., Ltd. is located in Nanjing, Jiangsu Province, established on June 23, 1994, and listed on September 13, 2007. The company specializes in epoxy propylene derivatives, including polyurethane rigid foam composite polyether and isopropanolamine series products, as well as the research, production, and sales of epoxy propylene, benzoyl peroxide, and polyurethane insulation boards [2]. - The main business revenue composition is as follows: epoxy propylene derivatives 90.52%, material trading and others 9.40%, and insulation materials 0.09% [2]. - Hongbaoli belongs to the Shenwan industry classification of basic chemicals - chemical products - polyurethane, and is associated with concepts such as margin trading, new materials, wind energy, QFII holdings, and the Belt and Road Initiative [2]. Financial Performance - As of June 30, the number of shareholders for Hongbaoli was 154,600, an increase of 13.85% from the previous period, with an average of 4,706 circulating shares per person, a decrease of 12.17% [2]. - For the first half of 2025, Hongbaoli reported operating revenue of 1.245 billion yuan, a year-on-year decrease of 1.10%, and a net profit attributable to shareholders of 24.39 million yuan, down 35.51% year-on-year [2]. - Since its A-share listing, Hongbaoli has distributed a total of 564 million yuan in dividends, with 132 million yuan distributed over the past three years [2].

Core Viewpoint - The stock of Hongbaoli experienced a decline of 0.90% with a high turnover rate of 37.85%, indicating significant trading activity and potential volatility in the market [2]. Trading Activity - The total trading volume for Hongbaoli reached 2.797 billion yuan, with a price fluctuation of 6.28% throughout the day [2]. - Institutional investors net bought 54.6688 million yuan, while brokerage seats collectively net sold 337 million yuan [2]. - The top five trading departments accounted for a total transaction volume of 658 million yuan, with a net selling amount of 283 million yuan [2]. Institutional Participation - Two institutional specialized seats were involved in the trading, with a combined purchase amount of 106 million yuan and a selling amount of 5.11646 million yuan, resulting in a net purchase of 54.6688 million yuan [2]. Historical Performance - Over the past six months, Hongbaoli has appeared on the trading leaderboard 41 times, with an average price increase of 1.36% the day after being listed and an average increase of 8.03% over the following five days [3]. - The stock saw a net outflow of 487 million yuan in principal funds today, with a significant outflow of 444 million yuan from large orders [3]. Detailed Trading Data - On August 29, the top buying and selling departments included institutional specialized seats and various brokerage firms, with notable buy amounts from institutional seats of 79.7393 million yuan and 26.0940 million yuan [4]. - The largest selling amount was recorded at 161.358 million yuan from Guotai Junan Securities [4].

Market Overview - On August 29, major A-share indices rose collectively, with a total trading volume of 2.83 trillion yuan, a decrease of 170.7 billion yuan compared to the previous trading day [1] - Key market sectors included lithium batteries and lithium mining, which saw significant gains, while the semiconductor sector experienced a pullback [1] Stock Performance - A total of 64 stocks hit the daily limit up, with 9 stocks achieving consecutive limit ups, and 19 stocks failed to close at the limit, resulting in a limit-up rate of 77% (excluding ST and delisted stocks) [3] - Notable stocks included Tianpu Co., which achieved a limit up for the sixth consecutive day, and Dechuang Environmental, which reached a four-day limit up [4] Top Stocks on the Dragon and Tiger List - The top three net purchases on the Dragon and Tiger list were Tongfu Microelectronics, China Rare Earth, and Shengtun Mining, with net purchases of 747 million yuan, 545 million yuan, and 431 million yuan, respectively [2] - The top three net sales were Huasheng Tiancheng, Wantong Development, and Hongbaoli, with net sales of 479 million yuan, 401 million yuan, and 283 million yuan, respectively [6] Company Highlights - Tongfu Microelectronics reported a revenue of 13.038 billion yuan for the first half of the year, a year-on-year increase of 17.67%, and a net profit of 412 million yuan, up 27.72% year-on-year, exceeding expectations [9] - China Rare Earth expects a net profit of 136 million to 176 million yuan for the first half of 2025, representing a year-on-year increase of 155.75% to 172.12%, driven by rising rare earth prices and improved marketing strategies [12] - Shengtun Mining plans to repurchase shares worth 500 million to 600 million yuan at a price not exceeding 11.82 yuan per share, aimed at employee stock ownership or equity incentives [15] Institutional Activity - Institutional net purchases included Wancheng Group, Longyang Electronics, and Xianda Intelligent, with net purchases of 308 million yuan, 92.27 million yuan, and 71.57 million yuan, respectively [7] - Institutional net sales were led by Zhongcai Technology, Chuanrun Co., and Aerospace Hongtu, with net sales of 194 million yuan, 86.67 million yuan, and 72.50 million yuan, respectively [8]

Industry Summary - Six industries received net inflows from main funds, with the communication industry leading at 33.23 billion yuan [1] - The electronic industry followed with a net inflow of 17.08 billion yuan, while real estate, coal, construction materials, and banking also saw inflows exceeding 2.2 billion yuan each [1] - In contrast, the computer industry experienced the largest net outflow at 110.62 billion yuan, with significant outflows also seen in electric equipment, pharmaceutical biology, and machinery, each exceeding 40 billion yuan [1] Stock Summary - Among individual stocks, China Rare Earth saw a net inflow of 18.13 billion yuan, leading the market [2] - Shenghong Technology, a PCB concept stock, had a net inflow of 15.12 billion yuan, with a substantial year-on-year profit increase of 366.89% [2] - Other notable stocks with significant net inflows included ZTE, Xinyisheng, Shanzigaoke, Hongbaoli, and Dongshan Precision [3] Outflow Summary - Over 160 stocks experienced net outflows exceeding 1 billion yuan, with 25 stocks seeing outflows over 3 billion yuan [4] - Leading the outflows were BYD and CATL, each with net outflows exceeding 10 billion yuan [5] - Other stocks with significant outflows included Zhina Compass, Yanshan Technology, Northern Rare Earth, Tianrongxin, Wuliangye, and Shenzhou Digital, each exceeding 4 billion yuan [6] End-of-Day Summary - At the end of the trading day, there was a net inflow of 88.42 billion yuan, with the ChiNext board contributing 58.27 billion yuan [7] - Individual stocks with notable end-of-day inflows included Dongfang Caifu at 7.69 billion yuan and Lingyi Zhi Zao at 3.84 billion yuan [8] - Conversely, Zhongji Xuchuang saw a significant end-of-day outflow of 1.05 billion yuan, with CATL and Tianrongxin also experiencing outflows exceeding 900 million yuan [10]

Market Overview - In 2024, the overall packaging market is expected to grow by 16% year-on-year to reach $105.5 billion, with the advanced packaging market growing by 20.6% to $51.3 billion, accounting for nearly 50% of the total [2][14]. - By 2030, the overall packaging market is projected to reach $160.9 billion, with advanced packaging expected to grow to $91.1 billion, resulting in a compound annual growth rate (CAGR) of 10% from 2024 to 2039 [2][14]. - The high-end market share is anticipated to increase from 8% in 2023 to 33% by 2029, driven by the demand from generative AI, edge computing, and intelligent driving ADAS [2][16]. Need for Advanced Packaging - The end of Moore's Law for advanced processes marks the beginning of the packaging Moore's Law, focusing on achieving higher performance at lower costs through system-level packaging techniques [3][30]. - The increasing demand for diverse functionalities leads to more frequent interactions between functional devices, necessitating efficient high-speed interconnections between chips to enhance overall system performance [3][30]. Need for Panel-Level Packaging (PLP) - PLP technology offers higher cost-effectiveness, greater design flexibility, and superior thermal and electrical performance, with significant potential to replace traditional packaging methods [4][42]. - The traditional packaging market is projected to reach $54.2 billion in 2024 and $69.8 billion by 2030, indicating a broad space for PLP to replace existing solutions [4][42]. - The wafer-level packaging market is expected to be $2.1 billion in 2024, with the FO/2.5D organic interposer market at $1.8 billion, potentially reaching $8.4 billion by 2030 [4][42]. Importance of Substrates in High-End Markets - Packaging substrates play a crucial role in signal transmission, heat dissipation, protection, and functional integration, with low-loss transmission being a key property [5][36]. - The increasing I/O density requirements driven by trends in mobile devices, 5G, data centers, and high-performance computing necessitate advancements in substrate technology to meet higher resolution demands [5][36]. COWOP and Substrate-Less Concepts - The Chip on Wafer on PCB (COWOP) concept blurs the definitions between PCB and substrate, focusing on transferring substrate functions to PCB while maintaining compatibility with existing technologies [6][36]. - Current PCB wiring density and I/O density are insufficient to match interposer requirements, necessitating the development of materials that can achieve high-density I/O [6][36]. Related Companies - Key players in the packaging substrate and materials sector include companies like Unimicron, BOE, and Corning, which are diversifying their businesses to capture opportunities in PLP and glass substrate applications [45].

证券代码：002165 证券简称：红宝丽 公告编号：临 2025－052 红宝丽集团股份有限公司 关于使用部分闲置募集资金进行现金管理的赎回公告 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。 红宝丽集团股份有限公司（以下简称"公司"）第十届董事会第十四次会议 于 2024 年 8 月 13 日召开，会议审议通过了《公司关于使用部分闲置募集资金进 行现金管理的议案》。2024 年 8 月 30 日，公司召开 2024 年第三次临时股东大 会批准了前述议案，同意公司在不影响募投项目建设的前提下，使用不超过 2.5 亿元（含）额度的部分闲置募集资金进行现金管理，购买金融机构发行的投资期 限为 12 个月以内（含）的安全性高、流动性好、满足保本要求的短期投资产品， 在上述额度内，资金可以滚动使用。投资产品到期后，或期间项目建设资金需要， 所使用的资金将转回募集资金专户，不会影响募投项目的建设。监事会、保荐机 构均发表了明确的同意意见。具体内容详见公司 2024 年 8 月 15 日披露在巨潮 资讯网（www.cninfo.com.cn）上的《关于使用部分闲置募集资金 ...