江苏同力日升机械股份有限公司（以下简称"公司"）第三届董事会第五次 临时会议于 2025 年 7 月 6 日以书面、邮件等方式发出会议通知，并于 2025 年 7 月 7 日在公司会议室以现场与通讯相结合的方式召开。本次会议应出席董事 5 名，实际出席董事 5 名，会议由董事长李国平主持召开，监事及高级管理人员列 席会议。会议召开符合法律法规、《公司法》及《公司章程》的规定，会议决议 合法、有效。 二、董事会会议审议情况 绩承诺完成情况的议案》； 证券代码：605286 证券简称：同力日升 公告编号：2025-029 江苏同力日升机械股份有限公司 第三届董事会第五次临时会议决议公告 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。 一、董事会会议召开情况 表决结果：5 票赞成、0 票反对、0 票弃权。 期内超额完成业绩的奖励方案的议案》 奖励方案： | 姓名 | 奖励金额（元） | | --- | --- | | 王野 | 2,474,100.00 | | 庄波 | 1,300,000.00 | | 兰云鹏 | 1,300,00 ...

Core Viewpoint - Suzhou Good-Ark Electronics Co., Ltd. is preparing for a specific object stock issuance to raise funds for its semiconductor and photovoltaic businesses, highlighting its strong market position and growth potential in these sectors [1][2][3]. Company Overview - The company, established on August 24, 2002, specializes in semiconductor devices and photovoltaic materials, with a registered capital of 808.085816 million yuan and listed on the Shenzhen Stock Exchange since November 16, 2006 [1]. - Suzhou Good-Ark Electronics is recognized as a national high-tech enterprise, focusing on the research and industrialization of semiconductors and new materials [1][2]. Main Business - The company's primary business segments include semiconductor discrete devices and integrated circuit packaging, with over 50 series and more than 7,000 varieties of products [2]. - In the photovoltaic sector, its subsidiary, Suzhou Jingyin, is a leading supplier of solar cell conductive paste, achieving significant market share and establishing long-term partnerships with major industry players [3]. Financial Data - As of March 31, 2025, the company reported total assets of 4.117 billion yuan, with total liabilities of 1.029 billion yuan, resulting in total equity of 3.088 billion yuan [6]. - For the first quarter of 2025, the company generated operating revenue of 901.0843 million yuan, with a net profit of 365.847 million yuan [6]. Market Position - The company has maintained a leading position in the semiconductor industry, with its rectifier diode sales ranking among the top in China for over a decade [2]. - In the photovoltaic sector, Suzhou Jingyin ranks third globally in market share for conductive paste and first in low-temperature paste for heterojunction cells [3]. Innovation and R&D - The company emphasizes technological innovation and has established several research and development platforms, accumulating a significant number of patents [4]. - As of March 31, 2025, the company holds 201 authorized domestic patents, including 78 invention patents [4]. Fundraising and Project Plans - The upcoming stock issuance aims to raise up to 886.8 million yuan, primarily for projects related to solar electronic paste production and small-signal product packaging and testing [20][23]. - The company plans to invest in projects that align with its growth strategy and market demand, ensuring a focus on innovation and efficiency [20][23]. Industry Context - The semiconductor industry in China faced a sales growth of only 2.2% in 2023, indicating a slowdown compared to previous years, which may impact the company's performance [10]. - The photovoltaic industry is experiencing significant fluctuations due to policy changes and market dynamics, which could affect the demand for the company's products [11][12].

Overview - The company, Shenzhen Xinyuren Technology Co., Ltd., has announced corrections to its financial reports due to accounting errors related to revenue recognition and cash flow statements [1][4]. Accounting Errors and Corrections - The company identified an accounting error in revenue recognition for a transaction involving its subsidiary, Dongguan Jianxin Tianlan Technology Co., Ltd. The revenue was initially recognized using the gross method but was corrected to the net method, resulting in a revenue adjustment from RMB 68,141,592.93 to RMB 16,814,159.33 [2][3]. - The company also failed to offset internal cash flows of RMB 51,000,000.00 between the parent and subsidiary when preparing the consolidated cash flow statement for Q3 2024, leading to inaccuracies in cash flow reporting [3][4]. Financial Impact of Corrections - The adjustments affected various financial metrics, including accounts receivable, inventory, total assets, and net profit. For instance, the accounts receivable was adjusted from RMB 496,581,366.69 to RMB 435,617,966.69 [4][5]. - The net profit for the first half of 2024 was revised from RMB -32,868,195.23 to RMB -43,409,402.98, reflecting a significant impact on the company's financial performance [5][6]. Board and Committee Opinions - The Audit Committee and Board of Directors have reviewed and approved the corrections, confirming that the adjustments comply with relevant accounting standards and regulations [8][9]. - The company has committed to enhancing its internal control systems and financial management practices to prevent similar issues in the future [8][9].

经营范围含工业自动控制系统装置销售；气体、液体分离及纯净设备销售；环境保护专用设备销售；电 气设备销售；机械设备销售；机械电气设备销售；阀门和旋塞销售；泵及真空设备销售；电子元器件与 机电组件设备销售；电子专用设备销售；环境监测专用仪器仪表销售；化工产品销售（不含许可类化工 产品）；金属链条及其他金属制品销售；建筑材料销售；机械零件、零部件销售；商业、饮食、服务专 用设备销售；数控机床销售；金属切割及焊接设备销售；软件销售；特种设备销售；环保咨询服务；金 属材料销售；电子、机械设备维护（不含特种设备）；普通机械设备安装服务；技术服务、技术开发、 技术咨询、技术交流、技术转让、技术推广；电气设备修理；货物进出口；技术进出口。（除依法须经 批准的项目外，凭营业执照依法自主开展经营活动）许可项目：建设工程施工；建设工程设计。（依法 须经批准的项目，经相关部门批准后方可开展经营活动，具体经营项目以相关部门批准文件或许可证件 为准） 企业名称上海渌净界工业设备有限公司法定代表人刘亚男注册资本1000万人民币国标行业制造业>通用 设备制造业>其他通用设备制造业地址上海市宝山区长建路199号10幢企业类型有限责任公司（自然 ...

Summary of Key Points Core Viewpoint - The company, Kunshan Kosen Technology Co., Ltd., has provided a guarantee of 50 million yuan for its wholly-owned subsidiary, Jiangsu Jinkosen Electronic Technology Co., Ltd., to support its credit business with Nanjing Bank, which is within the previously approved guarantee limit [1][2][6]. Group 1: Guarantee Details - The guarantee amount is 50 million yuan, and the total guarantee balance provided by the company is also 50 million yuan [1]. - The company has not provided any counter-guarantee for this guarantee [1]. - As of the announcement date, the total external guarantees by the company and its subsidiaries amount to 569 million yuan, which represents 25.24% of the company's latest audited net assets [1][6]. Group 2: Subsidiary Information - Jiangsu Jinkosen Electronic Technology Co., Ltd. is a wholly-owned subsidiary of the company, established on January 11, 2019, with a registered capital of 200 million yuan [2][3]. - The subsidiary's business includes research and development of electronic products, precision metal structures, and various machinery and equipment [3]. Group 3: Financial Overview - The total assets of Jiangsu Jinkosen as of the first quarter of 2025 are 1.117 billion yuan, with total liabilities of 1.072 billion yuan, resulting in a net asset value of 45.57 million yuan [4]. - The subsidiary's revenue for the year 2024 was approximately 1.059 billion yuan, with a net profit of 12.17 million yuan [4]. Group 4: Board Decision and Rationale - The board of directors approved the guarantee during meetings held on June 17, 2025, and July 3, 2025, emphasizing that the guarantee is necessary for the subsidiary's operational needs and does not pose a risk to the company's ongoing viability [5][6]. - The board believes that the guarantee aligns with the company's overall interests and supports the sustainable development of the subsidiary [6].

General Provisions - The company is established as a joint-stock limited company in accordance with the Company Law and other relevant regulations [1] - The registered capital of the company is RMB 150,447,805 [1] - The company is located at 77 Kehai Road, High-tech Zone, Qingdao, Shandong Province, with a postal code of 266111 [1] Business Objectives and Scope - The company's business objective is to effectively utilize shareholder investments to achieve optimal economic benefits and provide investment returns to shareholders [2] - The business scope includes import and export of goods and technology, manufacturing of specialized and general equipment, and various technical services [3] Shares - The company's shares are issued in the form of stocks, with a par value of RMB 1 per share [5] - The total number of shares issued by the company is 150,447,805 [5] Shareholder Rights and Obligations - Shareholders have the right to receive dividends, participate in shareholder meetings, supervise the company's operations, and transfer their shares [12][13] - Shareholders must comply with laws and regulations, pay their subscribed capital, and not abuse their rights to harm the company or other shareholders [15] Shareholder Meetings - The company holds annual and extraordinary shareholder meetings, with the annual meeting to be held within six months after the end of the previous fiscal year [54] - Shareholders holding more than 10% of the shares can request the board to convene an extraordinary meeting [28] Decision-Making and Voting - Decisions at shareholder meetings require a two-thirds majority vote from attending shareholders [20] - The company must provide a notice of the meeting, including the agenda and voting procedures, at least 20 days prior to the annual meeting [66] Legal Compliance - The company must adhere to the laws and regulations regarding financial assistance and external guarantees, requiring approval from the board and shareholders for significant transactions [45][46] - Any violation of laws or regulations by directors or senior management can lead to legal action by shareholders [39][40]

分析师:李济生 登记编码: S0730522100002 liis@ccnew.com 分析师:郑婷 登记编码:S0730524110001 zhengting@ccnew.com 证券研究报告 相关报告 《河南资本市场月报(2025年第5期)》 2025-6-16 《河南资本市场月报(2025年第4期)》 2025-5-15 《河南资本市场月报(2025年第3期)》 2025-4-18 联系人:李智 投资要点: 河南省政府在培育未来产业、全方位扩大投资等方面出台了系列政 策。中部六省其他省份也发布有关稳就业、促发展的系列政策措施。 | ● 投资建议:6月份,全球市场环境有所改善,美联储降息预期升温, | | --- | | 我国多部门集中推出积极政策措施,其中证监会出台政策设置科创 | | 板科创成长层,扩大第五套标准适用范围,支持人工智能、商业航 | | 天、低空经济等更多前沿科技领域企业适用科创板第五套上市标 | | 准,突出了对科技创新企业的支持力度和范围进一步加大。因此, | | 建议持续关注河南省科技创新相关上市企业的投资机会。 | 风险提示:海外贸易政策带来的不确定性风险;经济增长和业绩不及预 ...

Mergers and Acquisitions - Hangcha Group's subsidiary plans to increase capital and acquire approximately 99% of Guozhi Robotics [1] - Changhong High-Tech is planning to purchase 100% equity of Guangxi Changke through share issuance and cash payment, which is expected to constitute a major asset reorganization [2] Shareholding Changes - Newray's senior management plans to reduce their holdings by up to 0.3% of the company's shares due to personal financial needs [3] - Zhuoyi Information's employee shareholding platform intends to reduce its holdings by up to 1.88% of the company's shares due to employees' financial needs [4] - Baotong Technology's major shareholders plan to collectively reduce their holdings by up to 2.36% of the company's shares for personal financial reasons [5] Performance Disclosure - Huayou Cobalt expects a year-on-year increase of 56% to 68% in net profit attributable to shareholders for the first half of 2025, driven by integrated operations and rising cobalt prices [6] - Skyworth Digital anticipates a year-on-year decline of 76% to 65% in net profit attributable to shareholders for the first half of 2025 due to a significant drop in sales prices of smart terminal products [7] - Shandong Molong expects a year-on-year decline of 92% to 94% in net profit attributable to shareholders for the first half of 2025, primarily due to the previous year's asset sales [8][9] Investment Matters - Jinhe Biological's wholly-owned subsidiary plans to invest 158 million yuan in a wastewater treatment expansion project to enhance future profitability [10] Risk Matters - Risconda's chairman and a director have been subjected to criminal coercive measures due to allegations of information disclosure violations [11]

Company Overview - Jiangsu Vibo Hydraulics Joint Stock Co., Ltd. specializes in the research, production, and sales of hydraulic power units and core components [7][11] - The company is headquartered in Huai'an Economic and Technological Development Zone, Jiangsu Province, with a total share capital of 49,695,000 shares as of April 30, 2025 [7][8] - The controlling shareholder is Haoxin Hydraulics Co., Ltd., with actual controllers being Ma Jinxing and Dong Lanbo, who collectively control 61.63% of the company [8][9] Financial Information - The company plans to issue convertible bonds with a total investment amount of 10,300 million yuan, intending to raise 10,000 million yuan for specific projects [3] - If the actual net amount raised is less than the intended amount, the company will adjust the investment priorities based on the actual situation [3] Industry Characteristics - The hydraulic power unit industry is classified under the manufacturing sector, specifically in general equipment manufacturing, focusing on hydraulic machinery and components [11][12] - The industry is characterized by a high degree of technical integration and strict precision requirements, involving multiple disciplines such as materials science, thermodynamics, and automation control [20][21] Regulatory Environment - The hydraulic industry is regulated through a combination of administrative oversight and industry self-regulation, with key regulatory bodies including the National Development and Reform Commission and the Ministry of Industry and Information Technology [12][13] - Recent policies emphasize digitalization and green manufacturing as critical points for industry transformation, promoting high-end, intelligent, and environmentally friendly manufacturing practices [15][17] Competitive Landscape - The global hydraulic industry is dominated by multinational corporations such as Parker Hannifin, Eaton, Bosch Rexroth, and Kawasaki Heavy Industries, which have established strong competitive barriers through extensive technology and product portfolios [17][18] - Domestic hydraulic companies primarily consist of small and medium-sized enterprises, with a low market concentration and a focus on mid-to-low-end products, indicating a need for improvement in high-end component development [18][19]

Core Viewpoint - The company, Shenyang Fuchuang Precision Equipment Co., Ltd., has announced the cancellation of certain restricted stocks, adjustments to the grant price of restricted stocks, and confirmed that the second vesting period of the initial grant meets the vesting conditions as per the 2023 and 2024 restricted stock incentive plans [1][2][24]. Summary by Sections 1. Restricted Stock Incentive Plans - The 2023 restricted stock incentive plan allows for the cancellation of 96,214 shares due to non-vesting conditions, with 66,620 shares canceled due to employees leaving or retiring, and 30,776 shares voluntarily relinquished by employees [13][14]. - The 2024 restricted stock incentive plan will see the cancellation of 1,258,840 shares due to non-vesting conditions and 124,320 shares from unallocated reserved stocks [13][14]. 2. Adjustments to Grant Prices - The grant price for the 2023 plan is adjusted from 46.76 RMB to 46.61 RMB per share, while the 2024 plan's grant price is adjusted from 25.14 RMB to 24.99 RMB per share due to dividend distributions [15][16]. 3. Vesting Conditions - The second vesting period for the 2023 plan has been confirmed, with a total of 356,221 shares eligible for vesting, distributed among 218 eligible participants [17][22]. - The vesting conditions include the company not having any adverse audit opinions and the participants meeting specific performance criteria [18][19]. 4. Independent Financial Advisor's Opinion - The independent financial advisor has confirmed that the cancellation of restricted stocks and the adjustments to grant prices have received necessary approvals and are in compliance with relevant laws and regulations [24].