每经AI快讯，旭升集团8月28日发布公告称，因工作调整，陈兴方女士申请辞去公司副总经理职务，辞 职后将继续担任公司董事职务。 每经头条（nbdtoutiao）——世界首例基因编辑猪肺成功移植人体 对话主要参与者：距离临床应用还有 多远？ （记者 王瀚黎） ...

Core Viewpoint - Ningbo Xusheng Group Co., Ltd. is actively implementing the "Quality Improvement, Efficiency Enhancement, and Return to Shareholders" action plan, focusing on optimizing its business structure and enhancing operational quality and sustainability in response to regulatory requirements and market demands [1][8]. Group 1: Business Optimization and Development - The company is centered on aluminum alloy lightweight technology, deeply engaged in the new energy vehicle sector, and is also exploring emerging fields such as energy storage and humanoid robots, achieving a dual-driven development model of "technical deepening + cross-border breakthroughs" [1][2]. - In the new energy vehicle business, the company has strengthened its foundation through technology, products, and market strategies, covering various product lines from die-casting to integrated automation solutions [2]. - The energy storage sector has seen explosive growth, with revenue reaching approximately 300 million yuan in the first half of 2025, driven by partnerships with global energy storage system integrators [2]. - In the robotics field, the company focuses on core components and has established deep collaborations with leading robotics firms, enhancing its market share and customer base through customized solutions [2]. Group 2: Capacity and Globalization - The company has made significant progress in its globalization strategy, with key milestones achieved in its overseas bases in Mexico and Thailand, enhancing its competitiveness in lightweight and high-end manufacturing [3]. - The Mexico production base is set to commence operations in June 2025, with a focus on localizing the supply chain and increasing capacity utilization through automation [3]. - The Thailand base, which broke ground in July 2025, will support the rapidly growing new energy vehicle and high-end manufacturing industries in Southeast Asia, forming a triangular production network with China and North America [3]. Group 3: Investor Returns - The company has established a stable profit distribution plan, distributing a cash dividend of 3.80 yuan per 10 shares, totaling 362 million yuan, to enhance shareholder value [4][5]. - A share repurchase plan was approved, allowing the company to buy back shares worth between 75 million and 150 million yuan to boost investor confidence and align interests among shareholders and employees [5]. Group 4: Information Disclosure and Governance - The company has maintained high standards of information disclosure, achieving an A-class rating for six consecutive years, and has implemented various channels for investor communication [6]. - The governance structure is continuously improved to ensure compliance with regulations, with recent adjustments including the cancellation of the supervisory board and amendments to the company’s articles of association [7][20]. Group 5: Future Plans - The company will continue to implement the "Quality Improvement, Efficiency Enhancement, and Return to Shareholders" action plan, focusing on core business development and emerging industries while enhancing management and profitability [8][9].

Group 1 - The core viewpoint emphasizes that safety and compliance are becoming essential for Chinese robotics companies to compete in international markets, alongside technological innovation [1] - Chinese robotics products are gaining traction in overseas markets, with some leading companies reporting that overseas revenue accounts for up to 50% of their total income [1][4] - The industry is still maturing, and safety and privacy vulnerabilities pose significant barriers for startups entering international markets [1][6] Group 2 - Companies are adopting AI technologies to enhance security measures, such as using AI for vulnerability scanning and traffic monitoring before products are launched [1][7] - The concept of "entering the sea" rather than "going out to sea" reflects a strategic shift towards integrating into international markets rather than merely exporting products [2][4] - The competitive advantage of Chinese manufacturers lies in their cost-effective core components, which can be significantly cheaper than their international counterparts [4][5] Group 3 - The overseas market imposes stricter requirements on safety, privacy, and application standards, necessitating thorough validation processes for products [6][8] - Companies are developing AI penetration testing platforms to identify vulnerabilities before products reach the market, enhancing overall security [7] - The long-term value of data assets is crucial for establishing a foothold in international markets, requiring ongoing data management and optimization [7][8]

（2025 年 8 月修订） 宁波旭升集团股份有限公司 董事会议事规则 宁波旭升集团股份有限公司 董事会议事规则 第五条 临时会议 有下列情形之一的，董事会应当召开临时会议： 第一条 宗旨 为了进一步规范宁波旭升集团股份有限公司（以下简称"公司"或"本公司"） 董事会的议事方式和决策程序，促使董事和董事会有效地履行其职责，提高董事 会规范运作和科学决策水平，根据《中华人民共和国公司法》《中华人民共和国 证券法》《上市公司治理准则》《上市公司独立董事管理办法》《上海证券交易所 股票上市规则》（以下简称"《股票上市规则》"）等相关法律、法规及规范性文件 以及《宁波旭升集团股份有限公司章程》（以下简称"公司章程"）的有关规定， 结合公司实际情况，制订本规则。 第二条 部门组织 董事会下设董事会办公室，处理董事会日常事务。董事会秘书为董事会办公 室负责人，保管董事会印章。董事会秘书可以指定证券事务代表等有关人员协助 其处理日常事务。 第三条 定期会议 董事会会议分为定期会议和临时会议。董事会每年应当至少在上下两个半年 度各召开一次定期会议。 第四条 定期会议的提案 在发出召开董事会定期会议的通知前，董事会办公室应当充 ...

格隆汇8月27日丨旭升集团(603305.SH)发布2025年半年度报告，报告期实现营业收入20.96亿元，同比下 降2.47%；归属上市公司股东的净利润2.01亿元，同比下降24.22%；扣除非经常性损益后的归属于上市 公司股东的净利润1.77亿元，同比下降25.65%；基本每股收益0.21元。 ...

Core Points - The board of directors of Ningbo Xusheng Group Co., Ltd. held its ninth meeting of the fourth session on August 27, 2025, where all six directors were present and the meeting complied with relevant laws and regulations [1][2] Group 1: Meeting Decisions - The board approved the 2025 semi-annual report and its summary to fairly reflect the financial status and operational results for the first half of 2025, adhering to various disclosure and accounting standards [1][2] - The board approved a special report on the storage and actual use of raised funds for the first half of 2025, in compliance with legal and regulatory requirements [2] - The board approved the temporary use of up to 100 million yuan of idle raised funds to supplement working capital, ensuring that this does not affect the normal investment plans [3] - The board approved the proposal to cancel the supervisory board, change registered capital, and amend the company's articles of association and related rules, pending shareholder approval [4][5] - The board approved the evaluation report of the "Quality Improvement and Efficiency Enhancement Action Plan" for 2024 and the first half of 2025, aligning with the company's strategic goals [5] - The board proposed to convene the first extraordinary general meeting of 2025 to review related proposals that require shareholder approval [6]

Core Points - Ningbo Xusheng Group Co., Ltd. has decided to cancel its supervisory board, with the responsibilities being transferred to the audit committee of the board of directors [1][2] - The company will increase its registered capital from RMB 933,214,933 to RMB 953,316,329 due to the conversion of convertible bonds [2][3] - The company has revised its articles of association and related systems to enhance corporate governance and comply with updated legal regulations [3][4] Summary of Key Sections Cancellation of Supervisory Board - The supervisory board will be abolished, and its functions will be assumed by the audit committee of the board of directors [1][2] - The current non-employee supervisors will cease to hold their positions following the approval of the shareholders' meeting [2] Change in Registered Capital - The company issued convertible bonds totaling RMB 280 million, which will be converted into shares, increasing the total number of shares from 933,214,933 to 953,316,329 [2][3] - The conversion period for the bonds is from December 20, 2024, to June 13, 2030, with a total of 20,101,396 shares expected to be converted [2] Revision of Articles of Association - The articles of association have been revised to align with the latest legal requirements and improve corporate governance [3][4] - Specific changes include the definition of the company's registered capital and the roles of the legal representative and board members [5][6] - Some revised systems will require approval from the shareholders' meeting to take effect, while others will become effective immediately upon board approval [3][4]

Core Viewpoint - Ningbo Xusheng Group Co., Ltd. plans to use part of its idle raised funds to temporarily supplement working capital, not exceeding RMB 100 million, for a period of up to 12 months from the date of board approval [1][3]. Group 1: Fundraising Overview - The company has been approved to issue convertible bonds totaling RMB 280 million, with an actual raised amount of RMB 280 million after deducting related fees [1]. - As of June 30, 2025, the net amount of raised funds is RMB 279,166.07 million, with RMB 100 million temporarily idle for cash management [2]. Group 2: Fund Usage and Progress - The company has used RMB 45,907.14 million to replace pre-invested funds and RMB 74,022.43 million directly for investment projects, leaving a balance of RMB 160,818.17 million in the special account [2]. - The investment project for lightweight automotive structural components has a total planned investment of RMB 279,166.07 million, with RMB 119,929.57 million utilized, resulting in a utilization rate of 42.96% [2]. Group 3: Temporary Fund Supplement Plan - The company aims to use up to RMB 10 million of idle funds to temporarily supplement working capital, ensuring that it does not affect the investment projects or change the intended use of the raised funds [3][4]. - A special management account will be established for the temporary use of these funds, adhering to relevant regulations and ensuring funds are used solely for operations related to the main business [4]. Group 4: Approval Procedures and Opinions - The board of directors and the supervisory board have approved the use of idle funds, confirming that it will not impact the progress of investment projects or harm shareholder interests [5]. - The sponsor, CITIC Securities, has also reviewed and agreed with the company's plan to use idle funds, confirming compliance with regulatory requirements [5].

Core Viewpoint - The company has implemented a "Quality Improvement and Efficiency Enhancement" action plan for 2024, focusing on optimizing business structure, enhancing operational quality, and ensuring sustainable development while responding to regulatory requirements and investor interests [1]. Group 1: Business Optimization and Development - The company emphasizes aluminum alloy lightweight technology, focusing on the electric vehicle sector while also exploring emerging fields such as energy storage and humanoid robots, creating a dual-driven model of "technical deepening + cross-border breakthroughs" [1]. - In the electric vehicle business, the company has strengthened its foundation through technology, products, and market strategies, covering various components from die-casting to aluminum extrusion products, thus extending its product lines towards integration and modularization [2]. - The company has developed core structural components for the energy storage sector, achieving approximately 300 million yuan in revenue in the first half of 2025, reflecting explosive growth [2]. Group 2: Global Capacity Expansion - The company has made significant progress in its globalization strategy, with key milestones achieved in its overseas bases in Mexico and Thailand, enhancing its competitiveness in lightweight and high-end manufacturing [3]. - The Mexico production base is set to commence operations in June 2025, with a focus on localizing the supply chain and enhancing production capacity through automation [3]. - The Thailand base, which broke ground in July 2025, will support the rapidly growing electric vehicle and high-end manufacturing industries in Southeast Asia, establishing a triangular production network across China, North America, and Southeast Asia [3]. Group 3: Investor Returns and Communication - The company has established a reasonable profit distribution plan, distributing a cash dividend of 3.80 yuan per 10 shares, totaling 362 million yuan, to enhance shareholder value [5]. - A share repurchase plan was approved, with a budget of 75 million to 150 million yuan, aimed at employee stock ownership and incentive programs, with 9.41 million shares repurchased for approximately 119.5 million yuan [6]. - The company has maintained high standards in information disclosure, achieving an A-class rating for six consecutive years, and has engaged in various communication channels to keep investors informed [7][8].

证券代码：603305 证券简称：旭升集团 公告编号：2025-054 债券代码：113685 债券简称：升 24 转债 宁波旭升集团股份有限公司 一、高级管理人员离任情况 (一) 提前离任的基本情况 是否存在 是否继续在上 | | | 原定任期 | | 具体职务 | 未履行完 | | --- | --- | --- | --- | --- | --- | | 姓名 | 离任职务 | 离任时间 | 离任原因 | 市公司及其控 | | | | | 到期日 | | （如适用） | 毕的公开 | | | | | 股子公司任职 | | | 承诺 陈兴方 副总经理 2025 年 8 2027 年 7 月 工作调整 是 董事 是，后续持 月 27 日 21 日 续履行 关于公司高级管理人员离任的公告 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： 宁波旭升集团股份有限公司（以下简称"公司"）董事会于近日收到公司副 总经理陈兴方女士的书面辞职报告。因工作调整，陈兴方女士申请辞去公司副总 经理职务，辞职后将继续担任公司董事职务 ...