登录新浪财经APP 搜索【信披】查看更多考评等级 3、在法律法规、规范性文件及《公司章程》允许的范围内，按照公司股东会审议通过的本次募集配套 资金方案具体办理本次募集配套资金相关事宜，包括但不限于具体办理相关股份的发行、登记、过户、 锁定和上市事宜；办理开立募集配套资金银行账户、签署本次募集配套资金有关的三方监管协议等一切 协议、合同及文件；根据有关监管部门要求和实际情况，在股东会授权范围内，对募集配套资金用途的 资金投入顺序、金额及具体方式等事项进行调整；办理本次募集配套资金涉及的相关后续审批事宜；办 理本次募集配套资金涉及的《公司章程》修改、工商变更登记等事宜； 4、在股东会决议有效期内，若未来出台新的法律、法规以及规范性文件，或者监管部门政策要求或市 场条件发生变化的，授权董事会根据上述对本次发行方案、募集资金投向及相关申报材料进行必要的补 充、调整和修改，包括但不限于批准、签署有关财务报告、审计报告、资产评估报告等一切与本次发行 有关的文件和协议的修改、变更、补充或调整； 5、本次发行完成后，根据本次发行的相关情况修改《公司章程》的相关条款，办理工商变更登记手续 与本次交易所发行的股票在上海证券交易所 ...

Group 1 - The company held its 18th meeting of the 9th Board of Directors on December 25, 2025, with all 9 directors present, confirming the meeting's legality and effectiveness [2] - The board approved the proposal for a simplified procedure to issue shares to specific investors, with 9 votes in favor and none against [3][5] - The company will issue shares based on the final bidding results, which will be confirmed by the Shanghai Stock Exchange and the China Securities Regulatory Commission [3][5] Group 2 - The board approved the signing of subscription agreements with specific investors, including Nord Fund Management Co., Ltd. and several other investment firms [6][8] - The board confirmed the authenticity, accuracy, and completeness of the fundraising prospectus for the stock issuance [8][10] - The board approved the updated feasibility analysis report for the use of funds raised from the stock issuance [14][16] Group 3 - The company plans to use the raised funds for the "2800mm high-quality thick plate technology upgrade project," which aligns with its long-term strategic goals [30][31] - The company has established a comprehensive human resources management system and possesses a skilled workforce to support the project [32][33] - The company has a strong technical foundation and partnerships with universities for product development, ensuring the project meets industry standards [34][35] Group 4 - The company has a solid market presence, with products sold in various regions, including East Asia, South Asia, and Europe, and has seen significant growth in specific product categories [36] - The company is committed to ensuring the effective use of raised funds and has implemented measures to mitigate the risk of immediate return dilution for shareholders [37][38] - The company has established a cash dividend policy to protect investor interests and ensure ongoing returns [41]

Group 1 - The company has revised its articles of association, changing references from "shareholders' meeting" to "shareholders' assembly" and removing mentions of "supervisors" and "supervisory board" in favor of "audit committee" [1][2] - The revisions have been approved by the company's board and will be submitted for shareholder approval [2] Group 2 - The company has not faced any penalties or regulatory measures from securities regulators or exchanges in the last five years [5][6] - The company has established a robust corporate governance mechanism and internal management systems to ensure compliance with relevant laws and regulations [4] Group 3 - The company raised a total of RMB 476.08 million through its initial public offering, with a net amount of RMB 412 million after deducting issuance costs [8][9] - As of June 30, 2025, the company has fully utilized the raised funds, with no remaining balance [16][18] Group 4 - The company plans to issue A-shares to specific investors, with a total fundraising target of up to RMB 818 million [25][67] - The funds will be allocated to projects including agricultural machinery component expansion, garden tool chain systems, and integrated R&D for micro-chain systems [32][67] Group 5 - The company has committed to measures to mitigate the dilution of immediate returns for shareholders due to the new issuance, including strengthening fund management and enhancing profitability [39][41] - The company has a well-established technical and personnel reserve, with 390 technical staff and numerous patents to support its R&D efforts [34][35]

Core Viewpoint - The announcement discusses the impact of the company's planned issuance of A-shares to specific investors on immediate returns and outlines measures to mitigate potential dilution effects on shareholder returns [2][5]. Financial Impact Analysis - The company conducted a thorough analysis of the impact of the A-share issuance on key financial metrics, assuming no significant changes in the company's situation [2]. - As of December 31, 2024, the total share capital before the issuance is 42,246.66 million shares, which will increase to 44,482.80 million shares post-issuance [3]. - Three scenarios were analyzed for the projected net profit attributable to shareholders for 2025: a 10% increase, no change, and a 10% decrease compared to 2024 [4]. Scenario 1: No Growth - Net profit remains at 18,050.75 million yuan, resulting in diluted earnings per share of 0.44 yuan [4]. Scenario 2: 10% Growth - Net profit increases to 19,855.82 million yuan, leading to diluted earnings per share of 0.49 yuan [4]. Scenario 3: 10% Decline - Net profit decreases to 16,245.67 million yuan, resulting in diluted earnings per share of 0.40 yuan [4]. Necessity and Reasonableness of the Issuance - The issuance plan has undergone careful consideration and analysis, focusing on the feasibility of using the raised funds to support the company's core business and strategic development [5]. Measures to Mitigate Dilution Effects - The company plans to enhance its competitiveness by adhering to a "research-driven" and "internationalization" strategy, focusing on improving product quality and accelerating new product commercialization [6]. - Operational efficiency will be improved to reduce costs across various management areas, including production and financial management [6]. - A strict fundraising management system will be implemented to ensure proper use and oversight of the raised funds [7][8]. - The company aims to maintain a stable profit distribution system to strengthen investor return mechanisms [8]. Commitments from Relevant Parties - The controlling shareholders and management have made commitments to uphold shareholder rights and ensure compliance with relevant regulations, promising to bear legal responsibilities for any violations [10][11].

Core Viewpoint - The announcement details Wuhan Huazhong Numerical Control Co., Ltd.'s plan to issue A-shares to specific investors, highlighting the potential dilution of immediate returns and the measures to compensate for this dilution [1][4]. Financial Impact Analysis - The company plans to issue 41,726,349 shares, which will increase the total share capital from 198,696,906 to 240,423,255 shares post-issuance [2]. - The projected net profit for 2025 under three scenarios shows a decrease of 10%, remaining stable, and an increase of 10%, with corresponding impacts on earnings per share (EPS) [3][4]. - In the scenario where net profit decreases by 10%, the diluted EPS is projected to be -0.3065, while in the scenario of a 10% increase, it is projected to be -0.2073 [3]. Measures to Compensate for Dilution - The company intends to enhance its capital strength and risk resistance through effective use of raised funds, focusing on improving operational management and internal controls [5][6]. - Specific strategies include strengthening management innovation, improving governance structures, and ensuring effective use of raised funds to protect investor interests [6][7]. Commitments from Management - The board of directors and senior management have committed to fulfilling the measures to compensate for the dilution of immediate returns, with accountability for any losses incurred by investors due to non-compliance [8][9]. - The commitments include adherence to regulatory requirements and ensuring that the compensation measures are linked to the performance of the company [8][9]. Approval and Disclosure - The board has approved the analysis of the dilution impact and the compensation measures in previous meetings, with ongoing disclosures planned in regular reports [9].

华能澜沧江水电股份有限公司 关于 2024 年度向特定对象发行股票摊薄即期回报 1、假设宏观经济环境、产业政策、行业发展、公司经营环境以及证券市场 情况未发生重大不利变化； 2、假设本次向特定对象发行于 2025 年 9 月实施完毕（该完成时间为假设估 计，仅用于计算本次向特定对象发行股票发行摊薄即期回报对主要财务指标的影 响，不对实际完成时间构成承诺，最终以经上交所审核通过并报中国证监会同意 注册后实际发行完成时间为准）； 及填补措施（修订稿） 根据《国务院办公厅关于进一步加强资本市场中小投资者合法权益保护工作 的意见》（国办发[2013]110 号）和《关于首发及再融资、重大资产重组摊薄即 期回报有关事项的指导意见》（中国证券监督管理委员会公告[2015]31 号）等法 律、法规及规范性文件的相关要求，为保障中小投资者利益，华能澜沧江水电股 份有限公司（以下简称公司）就本次向特定对象发行 A 股股票相关事项对即期 回报摊薄的影响进行了认真分析，并结合实际情况提出了具体的摊薄即期回报的 填补回报措施；同时，相关主体根据中国证监会的相关规定，就公司填补摊薄即 期回报措施能够得到切实履行作出了承诺。具体如下： ...