证券简称：*ST 双成 证券代码：002693 海南双成药业股份有限公司 （草案） 海南双成药业股份有限公司 二〇二五年九月 声明 本公司及全体董事保证本激励计划及其摘要不存在虚假记载、误导性陈述或 重大遗漏，并对其真实性、准确性、完整性承担个别和连带的法律责任。 本公司所有激励对象承诺，公司因信息披露文件中有虚假记载、误导性陈述 或者重大遗漏，导致不符合授予权益或权益解除限售/行权安排的，激励对象应 当自相关信息披露文件被确认存在虚假记载、误导性陈述或者重大遗漏后，将由 本激励计划所获得的全部利益返还公司。 特别提示 一、《海南双成药业股份有限公司 2025 年限制性股票与股票期权激励计划（草 案）》（以下简称"本激励计划"）由海南双成药业股份有限公司（以下简称"公 司"或"本公司"）依据《中华人民共和国公司法》《中华人民共和国证券法》《上 市公司股权激励管理办法》等有关法律、法规、规范性文件以及《海南双成药业股 份有限公司章程》制订。 二、本激励计划采取的激励工具为限制性股票（指第一类限制性股票，下同）和 股票期权，限制性股票和股票期权对应的股票来源为公司向激励对象定向发行的公 司 A 股普通股股票。 三 ...

海南双成药业股份有限公司 公司简称：*ST 双成 股票代码：002693 是否存在该 序号 事项 事项（是/ 备注 否/不适用） 上市公司合规性要求 最近一个会计年度财务会计报告是否未被注册会计师出具否定意见或者无法 表示意见的审计报告 最近一个会计年度财务报告内部控制是否未被注册会计师出具否定意见或无 法表示意见的审计报告 上市后最近 36 个月内是否未出现过未按法律法规、公司章程、公开承诺进行 利润分配的情形 激励对象合规性要求 是否未包括单独或合计持有上市公司 5%以上股份的股东或实际控制人及其配 偶、父母、子女 激励对象为董事、高管的，股权激励计划草案是否已列明其姓名、职务、获 授数量 激励对象为董事、高管的，是否设立绩效考核指标作为激励对象行使权益的 条件 股权激励计划披露完整性要求 （1）对照《股权激励管理办法》的相关规定，逐条说明是否存在上市公司不 得实行股权激励以及激励对象不得参与股权激励的情形；说明股权激励计划 是 的实施是会否会导致上市公司股权分布不符合上市条件 （2）股权激励计划的目的、激励对象的确定依据和范围 是 （3）拟授出的权益数量，股权激励计划拟授涉及的标的予股票种类、的来源、 ...

Core Viewpoint - Juchip Technology successfully completed its share repurchase plan, which is significant for the company's talent incentive mechanism [1] Repurchase Plan Overview - The company announced a share repurchase plan on September 23, 2024, with a total repurchase fund of no less than 22.5 million yuan and no more than 45 million yuan, with a maximum repurchase price of 30 yuan per share [2] - The repurchase period is set from September 23, 2024, to September 22, 2025 [2] - The maximum repurchase price was adjusted twice during the implementation, first to 53 yuan per share on April 2, 2025, and then to 44.02 yuan per share on August 1, 2025 [2] Repurchase Implementation Status - As of the announcement date, the company repurchased 588,036 shares, accounting for 0.336% of the total share capital, with a total payment of approximately 23.14 million yuan [3] - The highest transaction price was 49.76 yuan per share, and the lowest was 34.78 yuan per share [3] - The repurchase used part of the excess funds from the company's initial public offering and did not significantly impact the company's operations, finances, or future development [3] Shareholder Trading Activity During Repurchase - During the repurchase period, a shareholder, Zhuhai Chenyouw Investment Partnership, disclosed a plan to reduce holdings by up to 1,461,364 shares, which is 1.00% of the total share capital at that time [4] - As of June 6, 2025, this shareholder had reduced their holdings by the full amount [4] - Other company executives and major shareholders did not engage in buying or selling company shares during this period [4] Share Capital Changes - Following the implementation of the 2024 profit distribution and capital reserve transfer, the total share capital increased from 146,136,404 shares to 175,167,650 shares [5] - The repurchased shares will be used entirely for employee stock ownership plans or equity incentives, and any unutilized shares within three years will be canceled [5] - After the repurchase, the number of shares in the repurchase account decreased to 887,155 shares, representing 0.51% of the total share capital [5]

Group 1 - The company held its 17th meeting of the third supervisory board on August 27, 2025, which was legally convened and valid [1] - The supervisory board approved the proposal for the initial grant of restricted stock to incentive objects, confirming that the company meets the qualifications for implementing the stock incentive plan [1][2] - The initial grant date for the incentive plan is set for September 1, 2025, with a grant price of 22.06 yuan per share for 2.64 million shares to 278 eligible incentive objects [2]

Core Points - The report discusses the 2025 Restricted Stock Incentive Plan of Beijing Zhiyuan Huilian Software Co., Ltd, detailing the approval process and conditions for granting restricted stocks to selected employees [4][5][14] - The independent financial advisor confirms that the plan has been thoroughly reviewed and complies with relevant laws and regulations [2][14] Approval Process - The necessary approval procedures for the 2025 Restricted Stock Incentive Plan have been completed, including resolutions from the board and supervisory committee [5][6] - The plan was disclosed on the Shanghai Stock Exchange on August 26, 2025, confirming the approval of the incentive plan [5] Grant Conditions - Restricted stocks will only be granted if specific conditions are met, including the absence of negative audit opinions and compliance with legal regulations [6][7] - The independent financial advisor has verified that as of the report date, the company and its incentive recipients have not encountered any disqualifying circumstances [7][14] Grant Details - The initial grant date for the restricted stocks is set for September 1, 2025, with a grant price of 22.06 yuan per share for 264,000 shares to 278 recipients [6][8] - The total number of shares granted represents 2.2913% of the company's total share capital [8][11] Vesting Schedule - The incentive plan allows for the gradual vesting of shares over a maximum period of 60 months, with specific trading day restrictions [8][10] - The vesting schedule includes multiple phases, with shares vesting at designated intervals based on the fulfillment of conditions [10][11] Financial Impact - The independent financial advisor recommends that the company accurately reflect the impact of the stock incentive plan on its financial statements, adhering to accounting standards [13][14] - The potential dilution effect on existing shareholders should be communicated clearly [13]

Core Viewpoint - Beijing Zhiyuan Interconnect Software Co., Ltd. has announced the first grant of restricted stock to incentive objects, with a total of 2.64 million shares to be granted at a price of 22.06 yuan per share, effective from September 1, 2025, representing approximately 2.2913% of the company's total share capital at the time of the incentive plan announcement [1][12]. Summary by Sections Restricted Stock Grant Details - The first grant date for the restricted stock is set for September 1, 2025 [1]. - A total of 2.64 million shares will be granted to 278 eligible incentive objects [12]. - The grant price is established at 22.06 yuan per share [12]. Decision-Making Process and Disclosure - The decision for the restricted stock grant has undergone necessary approval processes, including reviews by the board and supervisory committee [2][3]. - The list of incentive objects has been publicly disclosed without any objections during the public notice period [2]. Compliance with Grant Conditions - The company confirms that it has not encountered any disqualifying events as outlined in the incentive plan, ensuring eligibility for both the company and the incentive objects [5][6]. - The supervisory committee has verified that the incentive objects meet the necessary qualifications as per relevant laws and regulations [11]. Vesting Schedule and Conditions - The restricted stock will vest in stages, with specific conditions outlined for each vesting period [7][9]. - The vesting schedule includes multiple phases, with the first vesting occurring 12 months after the grant date [9]. Financial Impact and Accounting Treatment - The fair value of the restricted stock will be calculated using the Black-Scholes model, and the associated costs will be amortized over the vesting period [13][14]. - The implementation of this incentive plan is expected to enhance employee cohesion and operational efficiency, potentially leading to improved financial performance [14]. Legal and Financial Advisory Opinions - Legal opinions confirm that the grant complies with all relevant regulations and has received necessary approvals [15]. - An independent financial advisor has also validated the terms of the incentive plan, affirming its compliance with applicable laws [15].

Core Viewpoint - The company, Suzhou Guangge Technology Co., Ltd., has announced the first grant of restricted stock under its 2025 Restricted Stock Incentive Plan, with a total of 617,200 shares to be granted at a price of 15.00 yuan per share, representing 0.94% of the company's total share capital [1][10]. Group 1: Incentive Plan Details - The first grant date for the restricted stock is set for September 1, 2025 [1]. - A total of 61.72 million shares will be granted to 51 incentive objects [1][10]. - The incentive plan is classified as a second type of restricted stock [1]. Group 2: Decision-Making Process - The decision-making process for the incentive plan has been completed, including the necessary approvals from the board and supervisory committee [2][3]. - The supervisory committee has verified the list of incentive objects and issued relevant opinions [2][10]. Group 3: Grant Conditions - The grant conditions stipulated in the incentive plan have been met, with no disqualifying circumstances for the company or the incentive objects [5][10]. - The incentive objects must not have been recognized as inappropriate candidates by regulatory bodies in the past 12 months [4][10]. Group 4: Vesting Schedule - The vesting of the restricted stock will occur in three phases: 30% after 12 months, 30% after 24 months, and 40% after 36 months from the grant date [8][11]. - The plan specifies that unvested shares cannot be transferred or used as collateral before vesting [8][11]. Group 5: Financial Impact - The estimated total expense for the stock compensation will be amortized over the vesting period, impacting the company's net profit during the effective period [11][12]. - The implementation of the incentive plan is expected to enhance employee cohesion and operational efficiency, potentially leading to improved business performance [12].

Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 to ensure the rights of all shareholders and maintain order during the meeting [1] - The meeting will include a proposal to change the company's registered capital and amend the articles of association [6][8] Meeting Procedures - A meeting affairs group will be established, led by the company’s board secretary, to manage the meeting's procedures [1] - Shareholders and their representatives must arrive at the meeting venue 30 minutes prior to the start to complete registration and present necessary documents [2] - Shareholders have the right to speak, inquire, and vote, but must register in advance to speak and adhere to time limits [3] - Voting will be conducted via a named ballot system, with each share carrying one vote [4] - The meeting will utilize both on-site and online voting methods [6] Shareholder Rights and Responsibilities - Shareholders are expected to respect the meeting's order and maintain a quiet environment [6] - Any costs incurred by shareholders attending the meeting will be borne by them, and no gifts or accommodations will be provided by the company [6] Capital Increase and Stock Issuance - The company has completed the grant registration for the 2025 restricted stock incentive plan, issuing 474,100 shares to 42 incentive targets, raising a total of 12,566,020.50 RMB [7] - Following the issuance, the total number of shares will increase from 70,198,912 to 70,673,012 [7] Amendments to Articles of Association - The company plans to revise its articles of association to improve governance and align with operational needs, with specific changes outlined [8]

Group 1 - The company achieved operating revenue of 2.376 billion yuan in H1 2025, representing a year-on-year increase of 10.38%, while the net profit attributable to shareholders was a loss of 23.507 million yuan, significantly reduced compared to the previous year [1] - The dual business model of feed and pig farming drove performance improvements, with feed sales reaching 521,000 tons in H1 2025, up 44.23% year-on-year, and pig sales at 632,300 heads, up 5.57% year-on-year [1] - Cost optimization efforts led to a decrease in various expense ratios, contributing to the narrowing of losses [1] Group 2 - The company announced a stock option and restricted stock incentive plan on July 14, 2025, covering directors, executives, and key personnel, with a total cost of approximately 62.35 million yuan for stock options and 51.51 million yuan for restricted stocks [2] - The stock option plan involves granting 11.63 million options at an exercise price of 3.93 yuan per share, while the restricted stock plan involves granting 28.37 million shares at a price of 1.97 yuan per share [2] - Revenue forecasts for 2025-2027 are 5.043 billion yuan, 6.394 billion yuan, and 7.578 billion yuan, with net profits of 37 million yuan, 74 million yuan, and 125 million yuan respectively, leading to corresponding PE ratios of 92.4, 46.1, and 27.2 [2]

Core Viewpoint - The report highlights that Zhongfu Industrial (中孚实业) has shown significant growth in Q2 2025 despite a slight decline in revenue, driven by improved profitability from aluminum production and strategic acquisitions [1][2][3]. Financial Performance - In H1 2025, Zhongfu Industrial achieved revenue of 10.57 billion yuan, a year-on-year decrease of 3.8%, while net profit attributable to shareholders reached 710 million yuan, up 59.6% year-on-year [2]. - For Q2 2025, the company reported revenue of 5.55 billion yuan, down 4.5% year-on-year but up 10.6% quarter-on-quarter, with a net profit of 480 million yuan, reflecting a 19.4% increase year-on-year and a 107.2% increase quarter-on-quarter [2]. Price and Cost Dynamics - The average aluminum price in H1 2025 was 20,321 yuan/ton, up 2.7% year-on-year, while the price of alumina decreased by 0.3% to 3,518 yuan/ton [3]. - In Q2 2025, the aluminum price was 20,201 yuan/ton, down 1.2% quarter-on-quarter, and alumina prices fell significantly by 22.5% to 3,072 yuan/ton [3]. Profitability Metrics - The gross margin for H1 2025 was 11.7%, an increase of 1.4 percentage points year-on-year, while the net margin was 5.9%, up 1.6 percentage points year-on-year [3]. - In Q2 2025, the gross margin improved to 14.5%, a quarter-on-quarter increase of 5.9 percentage points, and the net margin reached 7.9%, up 4.2 percentage points quarter-on-quarter [3]. Strategic Initiatives - The company completed the acquisition of a 24% stake in Zhongfu Aluminum, increasing its electrolytic aluminum capacity to 750,000 tons, enhancing earnings flexibility [3][5]. - The company plans to maintain a cash dividend payout ratio of no less than 60% from 2025 to 2027 as part of its shareholder return strategy [4]. Future Outlook - The reduction in alumina prices and the increase in electrolytic aluminum capacity are expected to significantly enhance profitability in the coming years [5]. - The company anticipates achieving net profits of 1.83 billion yuan, 2.46 billion yuan, and 2.73 billion yuan for 2025, 2026, and 2027, respectively, with corresponding price-to-earnings ratios of 12, 9, and 8 times [5].