北京市嘉源律师事务所 关于北方国际合作股份有限公司 2026 年第一次临时股东会 的法律意见书 务所 西城区复兴门内大街 158 号远洋大厦 4 楼 中国 · 北京 二〇二六年一月 北方国际 2026年第一次临时股东会 嘉源·法律意见书 器源律师事务所 IA YUAN LAW OFFICES 北京 BEIJING·上海 SHANGHAI·深圳 SHENZHEN·香港 HONGKONG·广州 GUANGZHOU·西安 XI'AN·武汉 WUHAN·长沙 CHANGSH 致:北方国际合作股份有限公司 北京市嘉源律师事务所 关于北方国际合作股份有限公司 2026年第一次临时股东会 的法律意见书 嘉源(2026)-04-031 北京市嘉源律师事务所(以下简称"本所")接受北方国际合作股份有限公 司(以下简称"公司")的委托,根据《中华人民共和国公司法》(以下简称"《公 司法》")、《上市公司股东会规则》(以下简称"《股东会规则》")等现行有效的法 律、行政法规、部门规章、规范性文件(以下简称"法律法规")以及《北方国 际合作股份有限公司章程》(以下简称"《公司章程》")的有关规定,指派本所律 师对公司 2026年第一 ...

九届十七次董事会决议公告 股票简称：北方国际 股票代码：000065 公告编号：2026-005 北方国际合作股份有限公司 九届十七次董事会决议公告 本公司及董事会全体成员保证公告内容的真实、准确和完整，没有虚假记载、 误导性陈述或者重大遗漏。 北方国际合作股份有限公司（以下简称"公司"或"北方国际"）九届十七次董 事会会议通知已于2026年1月15日以电子邮件和传真方式送达公司全体董事。本 次会议于2026年1月20日以现场会议表决形式召开，应参与审议表决的董事9名， 实际参与审议表决的董事9名。因公司董事长暂时空缺，经过半数董事推举，本 次会议由董事谢兴国主持。会议召开程序符合《公司法》及《公司章程》的有关 规定，会议合法有效。经全体参会董事审议： 一、会议审议通过了关于《选举公司第九届董事会董事长》的议案 表决结果：同意 9 票，反对 0 票，弃权 0 票。 董事会选举马卫国先生为北方国际合作股份有限公司第九届董事会董事长， 任期自此次董事会审议通过之日起，至九届董事会任期届满为止。 根据《公司章程》，董事长为公司的法定代表人。董事会选举马卫国先生为 公司董事长后，马卫国先生将担任公司法定代表人。 二、 ...

Investment Rating - The report maintains a "Buy" rating for the company with a current price of 12.38 RMB and a fair value of 15.75 RMB [9]. Core Insights - The rise in coal prices is expected to improve the performance of the coking coal business, reinforcing the company's transformation logic into an "electricity operator + resource service provider" [2][3]. - The company is anticipated to benefit from the upward trend in coking coal prices, with a projected improvement in performance for Q4 2025 [9]. - The company continues to expand its integrated power investment and operation along the "Belt and Road" initiative, with significant progress in international engineering projects [9]. Financial Forecast - Revenue is projected to decline from 21,488 million RMB in 2023 to 13,935 million RMB in 2027, reflecting a growth rate of 60.0% in 2023, followed by declines of -11.2%, -21.6%, -1.0%, and -5.8% in subsequent years [4][12]. - EBITDA is expected to fluctuate, with estimates of 1,646 million RMB in 2023 and 1,649 million RMB in 2027 [4]. - Net profit attributable to shareholders is forecasted to be 906 million RMB in 2023, increasing to 1,187 million RMB by 2027, with growth rates of 41.6% in 2023 and 5.4% in 2027 [4][12]. - Earnings per share (EPS) is projected to decrease from 0.90 RMB in 2023 to 1.11 RMB in 2027 [4][12]. Market Performance - The report indicates that the company's stock has shown relative performance against the market, with a notable increase in coking coal prices contributing to this trend [5][9].

Group 1 - The stock of Beifang International (000065) closed at 12.38 yuan on January 19, 2026, with an increase of 3.95% and a turnover rate of 3.75% [1] - The net inflow of main funds was 15.52 million yuan, accounting for 3.44% of the total transaction amount, while retail investors had a net inflow of 9.87 million yuan, accounting for 2.19% [1] - The company's main business includes engineering construction and services, resource supply chain, power operation, and industrial manufacturing [2] Group 2 - For the first three quarters of 2025, Beifang International reported a main revenue of 9.915 billion yuan, a year-on-year decrease of 29.79%, and a net profit attributable to shareholders of 485 million yuan, down 36.02% [2] - The company's debt ratio stands at 56.87%, with a financial expense of 74.92 million yuan and a gross profit margin of 14.24% [2] - In the last 90 days, 7 institutions provided ratings for the stock, with 6 buy ratings and 1 hold rating, and the average target price set by institutions is 12.87 yuan [2]

Core Insights - The professional engineering sector experienced a slight increase of 0.08% on January 19, with Hongsheng Huayuan leading the gains [1] - The Shanghai Composite Index closed at 4114.0, up by 0.29%, while the Shenzhen Component Index closed at 14294.05, up by 0.09% [1] Stock Performance - The following stocks in the professional engineering sector showed significant declines: - Yaxiang Integration (603929) decreased by 10.00% to a closing price of 147.11, with a trading volume of 67,800 shares and a transaction value of 1.032 billion [1] - Hangxiao Steel Structure (600477) fell by 6.93% to 3.36, with a trading volume of 3,472,400 shares and a transaction value of 1.151 billion [1] - Shenghui Sun Cheng (603163) dropped by 4.91% to 86.67, with a trading volume of 103,400 shares and a transaction value of 908 million [1] Capital Flow - The professional engineering sector saw a net outflow of 182 million from institutional investors, while retail investors contributed a net inflow of 107 million [3] - Notable capital flows included: - Hongsheng Huayuan (601096) had a net inflow of 89.03 million from institutional investors, but a net outflow of 61.33 million from retail investors [3] - Lixiangte (605167) experienced a net inflow of 57.38 million from institutional investors and a net inflow of 57.46 million from retail investors [3]

Investment Rating - The report rates the industry as "Buy" [6] Core Insights - TSMC expects capital expenditure to reach USD 52-56 billion in 2026, an increase of 27%-37% from 2025 [2][3] - Longxin Technology plans to raise CNY 29.5 billion for technology upgrades in memory chip manufacturing [3] - China State Grid anticipates fixed asset investment of CNY 4 trillion during the 14th Five-Year Plan, a 40% increase from the previous plan [4] Summary by Sections Semiconductor Industry - TSMC's revenue for Q4 2025 is expected to grow by 20.5% year-on-year, with a net profit increase of approximately 35% [3] - The cleanroom sector is expected to benefit from increased capital expenditures in semiconductor manufacturing, with companies like Yaxin Integration showing significant revenue growth [3] Power and Infrastructure - China State Grid's investment plan aims to enhance system regulation capabilities and support large-scale development of new energy storage [4] - China Power Construction and China Energy Engineering are leading firms in power construction, with significant market shares in hydropower and energy storage [4] Cleanroom and Emerging Technologies - Yaxin Integration reported a 165.2% year-on-year increase in revenue for December, indicating strong demand in the cleanroom sector [3] - The report recommends companies involved in cleanroom technology, commercial aerospace, and controlled nuclear fusion as potential investment opportunities [8] Recommended Companies - The report highlights several companies for investment, including Yaxin Integration, China State Grid, and China Power Construction, based on their strong market positions and growth potential [8][9]

Core Viewpoint - As of January 16, 2026, Beifang International (000065) closed at 11.91 yuan, down 1.24%, with a trading volume of 200,700 hands and a transaction value of 241 million yuan [1] Group 1: Stock Performance and Trading Data - On January 16, 2026, the net inflow of main funds was 11.26 million yuan, accounting for 4.68% of the total transaction value, while retail investors had a net outflow of 17.90 million yuan, representing 7.44% of the total transaction value [1] - The stock's performance over the past five days shows fluctuations in net inflows and outflows, with the highest net inflow of main funds recorded on January 14, 2026, at 19.85 million yuan [2] Group 2: Financial Metrics and Industry Comparison - Beifang International's total market value is 12.76 billion yuan, significantly lower than the industry average of 22.78 billion yuan, ranking 22 out of 67 in the engineering construction sector [3] - The company's net profit for the first three quarters of 2025 was 485 million yuan, a decrease of 36.02% year-on-year, with a debt ratio of 56.87% [3] - The company's gross profit margin stands at 14.24%, which is above the industry average of 13.35%, while its return on equity (ROE) is 4.96%, ranking 19 out of 67 in the industry [3] Group 3: Analyst Ratings - In the last 90 days, seven institutions have rated the stock, with six giving a buy rating and one an increase rating, while the average target price set by institutions is 14.32 yuan [4]

Core Insights - The Orange Line project in Lahore, Pakistan, has significantly improved public transportation since its opening in October 2020, transporting over 280 million passengers and enhancing local commerce [4][5] - The project is a key example of China-Pakistan cooperation under the Belt and Road Initiative, showcasing successful infrastructure development [5][10] Group 1: Project Overview - The Orange Line spans approximately 27 kilometers with 26 stations, connecting busy areas of Lahore [4] - It is the first and only metro line in Pakistan, having operated over 70 million train kilometers safely since its launch [5] - The project has reduced travel time from 2.5 hours by car to just 45 minutes, alleviating traffic congestion in Lahore [5] Group 2: Economic Impact - Daily ridership has increased from under 70,000 to nearly 240,000, fundamentally changing commuting patterns for residents [5][8] - The project has created around 2,000 stable jobs directly and tens of thousands of indirect jobs through commercial and real estate development along the line [8] - The use of electric trains has led to a significant reduction in vehicle emissions, improving local air quality by approximately 30,000 tons annually [5] Group 3: Social and Educational Benefits - The project has fostered a modernized urban environment, contributing to the sustainable development of Lahore [6] - It has established a "Metro University" by providing training and employment opportunities for local graduates, particularly in engineering and transportation [9][10] - The project has a workforce of over 1,300 employees, with 98% being Pakistani nationals, highlighting the local talent development aspect [10] Group 4: Future Prospects - The successful implementation of the Orange Line has set a precedent for future urban rail projects in Pakistan, with plans for further collaboration between Chinese and Pakistani enterprises [10] - The establishment of a comprehensive training system for local employees indicates a commitment to building a skilled workforce for future infrastructure projects [10]

Core Viewpoint - Northern International's stock price has shown a slight increase of 3.82% on January 8, reaching 12.22 CNY per share, with a total market capitalization of 13.092 billion CNY [1] Group 1: Stock Performance - As of January 8, Northern International's stock has decreased by 1.93% year-to-date, with a slight increase of 0.25% over the last five and twenty trading days, and an increase of 11.60% over the last sixty days [1] - The trading volume on January 8 was 1.21 billion CNY, with a turnover rate of 1.03% [1] Group 2: Financial Performance - For the period from January to September 2025, Northern International reported a revenue of 9.915 billion CNY, a year-on-year decrease of 29.79%, and a net profit attributable to shareholders of 485 million CNY, down 36.02% year-on-year [2] - The company has distributed a total of 832 million CNY in dividends since its A-share listing, with 314 million CNY distributed over the last three years [2] Group 3: Shareholder Information - As of September 30, 2025, the number of shareholders for Northern International was 50,200, a decrease of 35.05% from the previous period, while the average circulating shares per person increased by 53.95% to 19,425 shares [2] - Among the top ten circulating shareholders, Hong Kong Central Clearing Limited holds 7.5771 million shares, an increase of 1.5061 million shares from the previous period [2]

Core Viewpoint - The stock of Beifang International (000065) has experienced a decline, with significant net outflows from major funds, indicating potential concerns among institutional investors [1][2]. Group 1: Stock Performance and Trading Data - As of January 7, 2026, Beifang International closed at 11.77 yuan, down 2.57%, with a turnover rate of 2.54% and a trading volume of 247,900 hands, resulting in a transaction amount of 294 million yuan [1]. - On January 7, 2026, the net outflow of major funds was 34.96 million yuan, accounting for 11.9% of the total transaction amount, while retail investors saw a net inflow of 14.20 million yuan, representing 4.83% of the total [1]. - Over the past five days, the stock has seen fluctuations in net fund flows, with notable outflows from major funds on multiple days [1][2]. Group 2: Financing and Margin Trading Data - On January 7, 2026, the financing buy amounted to 43.90 million yuan, while financing repayment was 48.47 million yuan, resulting in a net repayment of 4.58 million yuan [1][2]. - The margin trading balance stood at 585 million yuan, with a total of 112,200 shares available for short selling [1][2]. Group 3: Financial Performance and Industry Comparison - For the first three quarters of 2025, Beifang International reported a main business revenue of 9.91 billion yuan, a year-on-year decrease of 29.79%, and a net profit attributable to shareholders of 485 million yuan, down 36.02% [4]. - The company's total market capitalization is 12.61 billion yuan, with a net asset value of 10.90 billion yuan, ranking 22nd in the engineering construction industry [4]. - The company's financial ratios include a price-to-earnings ratio of 19.51 and a price-to-book ratio of 1.24, indicating a relatively higher valuation compared to industry averages [4]. Group 4: Analyst Ratings - In the past 90 days, seven institutions have provided ratings for Beifang International, with six recommending a buy and one recommending an increase in holdings, while the average target price set by analysts is 14.32 yuan [5].