股票代码：600231 转债代码：110070 股票简称：凌钢股份 转债简称：凌钢转债 编 号：临 2025-064 凌源钢铁股份有限公司 董事会薪酬与考核委员会关于 2024 年限制性股票激励计划 预留授予激励对象名单的公示情况说明及核查意见 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。 凌源钢铁股份有限公司（以下简称"公司"）2024 年 8 月 12 日召开了第九 届董事会第二十八次会议，审议通过了《关于向激励对象授予预留部分限制性股 票 的 议 案 》 等 相 关 议 案 ， 并 于 2025 年 8 月 13 日 在 上 海 证 券 交 易 所 网 站 （www.sse.com.cn）及公司指定媒体披露了相关公告。 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》 （以下简称" 《证券法》 "）《上市公司股权激励管理办法》 （以下简称"管 理办法"）等有关法律、法规及规范性文件和《凌源钢铁股份有限公司章程》 （以 下简称"《公司章程》"）的规定，公司对 2024 年限制性股票激励计划 ...

Core Viewpoint - The article discusses the IPO application of Xinqiang Electronics, highlighting concerns over its financial practices, including significant cash dividends and stock incentives, as well as complex related-party transactions that may pose risks to investors [1][2][3]. Financial Practices - Xinqiang Electronics distributed a cash dividend of 181 million yuan before its IPO, which is over 80% of its net profit for the past two years [1][4]. - The company provided a stock incentive worth approximately 420 million yuan to its newly appointed general manager, resulting in a substantial financial "gift" upon joining [4][5]. - The company has not accounted for the difference between the stock incentive price and its fair value, which could lead to a significant reduction in net profit in the future [2][3]. Related-Party Transactions - Xinqiang Electronics has a high dependency on related-party sales, with significant amounts sold to joint ventures, raising concerns about profit margins and operational independence [6][8]. - The company reported related-party sales of 61.65 million yuan, 56.86 million yuan, and 125 million yuan from 2022 to 2024, which accounted for 20.35%, 5.69%, and 12.5% of total sales, respectively [6][8]. - The profit margins from related-party sales are significantly higher than those from the company's own sales, indicating potential risks in its business model [6][8]. Management and Control - The actual control of Xinqiang Electronics lies with the Yu family, who hold over 95% of the shares, creating a concentrated ownership structure [2]. - The new general manager, Chen Defu, is not a core technical figure in the PCB industry, raising questions about the effectiveness of the management change [5]. Market Position and Risks - Xinqiang Electronics faces challenges in maintaining growth due to reliance on joint ventures and a narrow product structure, particularly in the storage PCB segment [8][9]. - The company's revenue growth has stagnated, with a reported decline of 0.13% in 2024, contrasting with the double-digit growth of its peers [10].

Core Viewpoint - The article discusses the IPO of Xinqiang Electronics, highlighting significant cash dividends and stock incentives given to management, raising concerns about potential risks related to related-party transactions and the company's operational independence [1][3][9]. Group 1: IPO and Financial Maneuvers - Xinqiang Electronics has received approval for its IPO, with the Yu family holding over 95% of the shares [1][3]. - Prior to the IPO, the company distributed a cash dividend of 181 million yuan, which is over 80% of its net profit for the past two years [1][6]. - The newly appointed general manager received stock incentives valued at approximately 420 million yuan, raising questions about the justification of such high compensation [1][7]. Group 2: Related-Party Transactions - The company has complex related-party transactions, with significant sales to joint ventures, which may pose risks to its operational independence [9][12]. - From 2022 to 2024, Xinqiang Electronics reported related sales to joint ventures totaling 61.65 million yuan, 56.86 million yuan, and 125 million yuan, representing 20.35%, 5.69%, and 12.5% of total sales respectively [9][12]. - The reliance on joint ventures for sales raises concerns about profit margins, as the joint ventures reportedly achieve higher gross margins compared to Xinqiang Electronics [9][10]. Group 3: Business Model and Growth Concerns - The company's business model heavily depends on joint ventures, which may limit its growth potential and lead to a cycle of underperformance [12][14]. - Xinqiang Electronics has faced stagnant revenue growth, with a projected decline of 0.13% in 2024, contrasting with the double-digit growth of its peers [14]. - The concentration of sales in the storage sector and reliance on Taiwanese customers pose additional risks to the company's revenue stability [13][14].

Investment Rating - The report maintains a "Buy" rating for Poly Property [4][8] Core Views - The company demonstrates stable growth in performance, with accelerated third-party expansion [8] - The company is backed by Poly Real Estate, ensuring strong growth momentum and strategic positioning in non-residential property management [8] - The report forecasts net profits for 2025-2027 to be 1.56 billion, 1.65 billion, and 1.76 billion respectively, with a price-to-earnings ratio of 12 times for 2025 [8] Financial Data and Profit Forecast - Revenue (in million) for 2023 is projected at 15,062, with a growth rate of 10.0%, and expected to reach 19,784 by 2027 with a growth rate of 7.2% [3][9] - Net profit attributable to the parent company (in million) is forecasted to be 1,380 in 2023, growing to 1,764 by 2027, with a growth rate of 7.0% in the final year [3][9] - Earnings per share (in yuan) are expected to increase from 2.51 in 2023 to 3.19 in 2027 [3][9] - The return on equity is projected to decline from 15.8% in 2023 to 13.5% in 2027 [3][9] Operational Highlights - In the first half of 2025, the company achieved revenue of 8.4 billion, a year-on-year increase of 6.6%, and a net profit of 890 million, up 5.3% [8] - The managed area increased by 12% year-on-year, with third-party contract amounts growing by 17% [8] - The average property management fee for residential properties rose to 2.47 yuan per square meter per month, reflecting a steady increase [8]

Core Viewpoint - The stock incentive plan of Zhongzi Technology was rejected at the recent shareholders' meeting, primarily due to opposition from its second-largest shareholder, Yinyan Lingying [1][2][3] Group 1: Shareholder Voting and Reactions - The voting results showed that 47.72% of the votes were in favor of the incentive plan, while 52.21% opposed it, indicating a significant dissent among larger shareholders [2] - Among shareholders with less than 5% ownership, the approval rate was 96.76%, suggesting that the opposition mainly came from shareholders with larger stakes [3] - Yinyan Lingying, the second-largest shareholder, cast the dissenting vote, despite its representative on the board previously supporting the plan [4] Group 2: Details of the Incentive Plan - The proposed incentive plan aimed to grant 206,223.8 shares to 63 individuals, representing 1.72% of the company's total share capital [5] - The performance targets for the plan were set at 1.596 billion yuan and 1.774 billion yuan for the years 2025 and 2026, respectively, based on the company's revenue [5][6] - The share price for the incentive plan was set at 11.73 yuan per share, while the current market price is 25.9 yuan per share [5] Group 3: Company Performance and Market Position - Zhongzi Technology has seen a stock price increase of over 45% this year, making it one of the standout stocks among Sichuan-listed companies [7] - The company's revenue exceeded 1.5 billion yuan in both 2023 and 2024, with a revenue of 447 million yuan in 2022 [6][7]

Core Viewpoint - The financial report of EVE Energy (300014.SZ) for the first half of 2025 shows a revenue of 28.17 billion yuan, a year-on-year increase of 30.06%, but a net profit attributable to shareholders of 1.605 billion yuan, returning to the level of 2022, indicating a "revenue growth without profit growth" scenario [1] Financial Performance - The decline in net profit is largely attributed to stock incentive expenses and bad debt provisions, with stock incentive expenses impacting profits by approximately 490 million yuan [2] - Excluding these factors, the net profit attributable to shareholders would have increased by 3.78%, with a net profit of 1.77 billion yuan, representing an 18.06% year-on-year growth [2] Business Fundamentals - The gross margin of power batteries has rebounded, and the company ranks second globally in energy storage shipments, with significant advancements in large cylindrical battery technology and solid-state battery R&D [1][4] - EVE Energy has initiated legal action against related parties over contract disputes, reflecting an enhanced risk management awareness in the battery industry [1] Dividend Announcement - EVE Energy announced an interim dividend of 2.45 yuan per share, totaling 500 million yuan to be distributed to all shareholders [1] Market Position and Client Base - The company collaborates with major clients in various sectors, including consumer batteries with Samsung and automotive clients like BMW and Mercedes-Benz, as well as energy storage clients such as ABB and China Mobile [3] Production Capacity - EVE Energy has established eight production bases globally, with two additional bases under construction, supporting a comprehensive production layout in China and international expansion in Malaysia and Hungary [3] Revenue Breakdown - Revenue from power batteries reached 12.748 billion yuan, while energy storage batteries generated 10.298 billion yuan, with power battery gross margins increasing by 6.92 percentage points to 17.60% [4] Product Development - EVE Energy's large cylindrical battery technology has achieved mass production, with over 60,000 units installed and a maximum driving distance exceeding 230,000 kilometers [5] - The company expects stable delivery in the third quarter, with improved profitability in the power battery segment [5] Growth in Energy Storage - The energy storage battery shipments reached 28.71 GWh, a year-on-year increase of 37.02%, maintaining the company's position as the second-largest globally in energy storage shipments [6] Solid-State Battery Advancements - EVE Energy is aggressively pursuing solid-state battery development, with plans to launch a prototype by 2025 and achieve significant breakthroughs in production processes by 2026 [6]

Core Viewpoint - The company has approved a stock incentive plan for 2025 at the 2024 annual shareholders' meeting, aimed at binding core talents and building a stable and efficient management and technical team [1] Group 1: Strategic Considerations - The stock incentive plan is implemented during a critical industry transformation period to bind core talents and create a stable and efficient management and technical team [1] - The incentive scheme includes a multi-dimensional assessment system covering financial indicators, market growth, and R&D innovation, reflecting the management's determination to promote transformation and upgrade [1] - This plan is a significant measure for the company to address industry challenges and achieve sustainable development, highlighting the management's commitment to transformation in adversity and the importance of core competitive elements, particularly talented personnel [1]

Core Viewpoint - Cowell Technology Co., Ltd. successfully completed its share repurchase plan aimed at enhancing employee stock ownership and equity incentives for long-term development [1] Repurchase Plan Overview - On August 23, 2024, Cowell's board approved a share repurchase plan using self-owned funds, with a total repurchase amount set between 20 million and 30 million yuan, and a maximum repurchase price of 42.00 yuan per share. The repurchase period is from August 23, 2024, to August 22, 2025 [2] Repurchase Implementation Status - As of August 22, 2025, the company repurchased a total of 991,042 shares, accounting for 1.1788% of the total share capital, with an average repurchase price of 29.42 yuan per share. The total funds used for the repurchase amounted to 29,152,075.63 yuan, with prices ranging from 23.55 yuan to 41.59 yuan per share [3] Stock Trading by Related Parties During Repurchase Period - During the repurchase period, several directors and senior management personnel reduced their holdings. Notably, director Jiang Jiaping sold 1,150,000 shares (1.3679% of total share capital), and other directors and senior management also made reductions, while one senior manager did not sell any shares [4] Share Capital Changes - Before the repurchase, the total share capital was 84,023,969 shares. After completion, it increased to 84,070,709 shares, with 991,042 shares held in a dedicated repurchase account, representing 1.18% of total share capital. This change was partly due to the vesting of shares from the 2021 restricted stock incentive plan [5] Handling of Repurchased Shares - The repurchased shares will be stored in a dedicated account and will not enjoy certain shareholder rights during this period. The company plans to use these shares for equity incentives or employee stock ownership plans, adhering to relevant decision-making procedures and disclosure obligations. The funds used for the repurchase are self-owned and will not significantly impact the company's daily operations or financial status, nor will it lead to a change in control [6]

Core Viewpoint - The appointment of Fan Yujun as the new General Manager of Shanghai Guolai Testing Co., Ltd. is seen as a significant signal for the company's strategic development entering a new phase, with expectations for enhanced management efficiency and market expansion [2][7]. Management Changes - Fan Yujun has been promoted from Deputy General Manager to General Manager, reflecting the company's intent to leverage his technical and managerial expertise to accelerate its positioning in the high-end inspection and testing market [2][7]. - The company has emphasized the importance of strengthening management efficiency in response to expanding business scale and increasing industry competition [2]. Financial Performance - As of August 25, the company's stock price was 53.53 yuan per share, with a total market capitalization of 4.14 billion yuan. The stock has shown a steady performance with a year-to-date increase of 10.49% [2]. - For the first half of 2025, the company reported revenue of 169 million yuan, a year-on-year increase of 14.48%, and a net profit attributable to shareholders of 42.76 million yuan, up 13.32% [7]. R&D and Strategic Focus - The company has been increasing its R&D investments, with 21 ongoing research projects and a half-year R&D expenditure of 15.41 million yuan, accounting for 9.1% of the revenue during the same period [7]. - The management change aligns with the company's strategy to enhance its R&D capabilities and market outreach, with a focus on long-term incentives for management to align their interests with shareholder value [7][6]. Executive Compensation - Fan Yujun's annual salary as Deputy General Manager was 719,000 yuan, making him one of the highest-paid executives in the company. His promotion is expected to lead to an optimized compensation structure that includes both cash and stock incentives [5][6].

Group 1: Chip Motion Technology - The company achieved revenue of 253.13 million yuan in the first half of 2025, representing a year-on-year growth of 84.34%, and net profit increased by 173.37% [1] - The company utilizes advanced MEMS technology, with products widely applied in industrial, automotive, and meteorological fields, replacing mechanical gyroscopes [1] - The demand for FM accelerometers is strong, and the company has invested in a Wuhan company to develop MEMS mirrors for optical switches, indicating significant market potential [1] Group 2: Water Sheep Co., Ltd. - The company focuses on brand asset development and aims for sustainable, long-term high-quality growth without relying on large traffic or price promotions [2] - The PA brand has achieved rapid growth through brand asset enhancement, product system improvement, and precise market communication [2] - The company plans to launch multiple new product categories over the next five years and has initiated a three-year plan to open 50 stores in key luxury business districts in China [2] Group 3: Babi Food - Babi Food reported revenue of 835 million yuan in the first half of 2025, a year-on-year increase of 9.31%, with net profit rising by 18.08% [3] - The company is expanding through optimizing single-store models, external acquisitions, and group meal business development, with 1,027 new stores opened [3] - The group meal business has exceeded expectations, with a 20% revenue contribution from external group meals, and the company maintains a stable and proactive dividend policy [3] Group 4: Weic Technology - Weic Technology's overall capacity utilization reached 90% in the first half of 2025, with expectations to approach full capacity by September [4] - The company anticipates a doubling of revenue from computing power business for the full year, with high-end testing services showing strong growth [4] - The company plans capital expenditures of 1.3 to 1.4 billion yuan for equipment this year, with stable pricing expected [4] Group 5: Changxin Fund - Changxin Fund has an asset management scale of 191.88 billion yuan, ranking 37th among 210 funds, with 919.11 billion yuan in non-monetary public funds [4] - The fund has 175 public funds under management and 34 fund managers, ranking 40th and 38th respectively [4] - The best-performing fund in the past year is the Changxin Electronic Information Quantitative Flexible Allocation Mixed A, with a net value growth of 104.17% [4]