Group 1 - The legal opinion letter is issued by Haiwen Law Firm regarding the 2024 annual general meeting of Zhengzhou Coal Mining Machinery Group Co., Ltd. [1][2] - The law firm confirms that it has reviewed the relevant documents and materials provided by the company for the meeting, ensuring their authenticity and completeness [2][3] - The legal opinion focuses on the legality of the meeting's convening and voting procedures, as well as the qualifications of attendees and the convenor [3][6] Group 2 - The annual general meeting was convened by the company's sixth board of directors and was announced on May 8, 2025 [3][4] - The meeting took place on June 5, 2025, at the company's headquarters, utilizing both on-site and online voting methods [4][5] - A total of 1,067 shareholders participated, representing 694,562,171 shares, which is 39.77% of the total voting shares [5] Group 3 - The voting process included separate counting for minority investors, and the results were combined from both on-site and online votes [5][6] - All proposed resolutions were passed during the meeting, with the first 11 items being ordinary resolutions and the 12th and 13th items being special resolutions [5][6] - The law firm concludes that the meeting's procedures, participant qualifications, and voting results are in compliance with relevant laws and the company's articles of association [6]

Core Viewpoint - The legal opinion letter from Haiwen Law Firm confirms the legality and compliance of Zhengzhou Coal Mining Machinery Group Co., Ltd.'s 2025 Employee Stock Ownership Plan (ESOP) based on relevant Chinese laws and regulations [1][5][13]. Group 1: Company Qualifications - Zhengzhou Coal Mining Machinery Group Co., Ltd. is a legally existing joint-stock company, approved by the China Securities Regulatory Commission for its initial public offering in May 2010, with a total of 140 million new shares issued [5][6]. - The company holds a valid business license issued by the Zhengzhou Market Supervision Administration, confirming its status as a publicly listed company [5][6]. Group 2: Legality and Compliance of the ESOP - The ESOP has been reviewed and complies with the necessary procedures and disclosure obligations as per the relevant guidelines [6][7]. - The plan prohibits insider trading and market manipulation, ensuring adherence to regulatory requirements [7][8]. - Participation in the ESOP is voluntary for employees, with no forced distribution or allocation [7][8]. - The funding sources for the ESOP are from employees' legal salaries and self-raised funds, aligning with regulatory standards [8][9]. Group 3: Decision-Making and Approval Procedures - The company has completed necessary decision-making procedures, including soliciting employee representative opinions and obtaining board approvals for the ESOP [11][12]. - Related directors and supervisors have recused themselves from voting on the plan to ensure compliance with governance standards [12][13]. - The ESOP requires further approval from the shareholders' meeting, which must be announced prior to the meeting [13][14]. Group 4: Information Disclosure Obligations - The company has fulfilled its initial information disclosure obligations by announcing relevant board resolutions and the ESOP draft on designated platforms [13][14]. - Ongoing disclosure obligations will continue as the ESOP progresses, ensuring compliance with legal requirements [14].

Group 1 - The company, Zhengzhou Coal Mining Machinery Group Co., Ltd., will hold its second extraordinary general meeting of shareholders in 2025 on June 17 at 14:00 [1][3] - The meeting will take place at the company's conference room located at No. 167, Ninth Avenue, Zhengzhou Free Trade Zone, Henan [1][3] - Shareholders can vote through the Shanghai Stock Exchange's online voting system, with voting available from 9:15 to 15:00 on the day of the meeting [1][5] Group 2 - The agenda includes the ratification of daily related party transactions from 2022 to 2024 and proposals to change the company's name and cancel the supervisory board [2][4] - The first proposal was approved by the board on March 12, 2025, while the second and third proposals were approved on April 28, 2025 [2] - Related shareholders, specifically Henan State-owned Capital Operation Group Co., Ltd. and its subsidiaries, are required to abstain from voting [2] Group 3 - Shareholders must register to attend the meeting, providing necessary identification and documentation [7][9] - The registration for the meeting will occur on June 17, 2025, from 13:00 to 14:00 at the designated location [9] - The company will utilize a reminder service to notify shareholders about the meeting and voting procedures [5][6]

Core Viewpoint - The company responded to the regulatory inquiry regarding its 2024 annual report, addressing questions about customer and supplier relationships, sales contracts, and the impact of its actual controller's agreements on business stability [1][2][3]. Customer and Supplier Relationships - The top five customers contributed sales of 226.87 million yuan, accounting for 41.53% of total annual sales, with significant sales to related parties [1][2]. - The company reported a total procurement of 68.22 million yuan from its top five suppliers, representing 18.73% of total annual procurement, with two suppliers changing during the year [1][2]. Sales Contracts and Performance - The company detailed the performance of new major customers, including the completion of product deliveries and revenue recognition for various projects, with a total of 29.11 million yuan recognized from major projects [2][3]. - The company highlighted that the revenue from the new major customer, Dadi Engineering Development Group, was primarily due to the Wanfu TDS project, which faced delays due to operational issues at the end-user site [2][3]. Impact of Agreements on Control and Stability - The company’s actual controller signed a concerted action agreement with Dadi Company, which is set to expire on December 9, 2025, with no immediate plans for renewal [4][5]. - The agreement has historically increased the controller's voting power from 51.30% to 70.47%, but is expected to stabilize at 38.47% post-expiration, which does not significantly affect control [5][6]. Business Cooperation and Market Position - The business model with Dadi Company is based on a contractor-supplier relationship, with the company maintaining an independent sales system and the ability to secure orders without reliance on Dadi [6][8]. - The company has established a strong cooperative relationship with Dadi, which has resulted in a stable revenue stream, with a decreasing proportion of sales to related parties over the years [10][11]. Revenue Recognition and Sales Policies - The company maintains consistent revenue recognition policies for both related and non-related parties, ensuring that sales are recognized upon delivery and acceptance by the end customer [15][19]. - The pricing for sales to related parties is based on market conditions and cost-plus models, with no significant anomalies detected in pricing practices [12][14]. Financial Performance and Projections - As of April 30, 2025, the company reported cumulative sales to related parties amounting to 84.45 million yuan, with a collection rate of 53.10% [19]. - The company anticipates continued stability in its revenue streams and customer relationships, regardless of the expiration of the concerted action agreement [9][10].

Core Viewpoint - The company is focused on its main business development and aims to enhance shareholder value through dividends and strategic initiatives despite the current low stock price [2][10]. Company Performance - In Q1 2025, the company reported a main revenue of 435 million, an increase of 4.59% year-on-year, and a net profit attributable to shareholders of 53.08 million, up 81.62% year-on-year [19]. - The company’s net profit excluding non-recurring items was 7.40 million, showing a decline of 74.0% year-on-year [19]. - The company has a debt ratio of 37.98% and a gross profit margin of 19.55% [19]. Research and Development - The company is committed to increasing R&D investment, focusing on automation and intelligent upgrades, and developing new products to enhance competitiveness [15][17]. - Current R&D projects include intelligent mining equipment for complex coal seams, high-end complete equipment for intelligent transportation, and digital production processes [17]. Market Strategy - The company is actively seeking opportunities for capital optimization and resource integration through investments, mergers, and collaborations to enhance its market position [15][19]. - The company has implemented a "Five Modernization Strategy" focusing on quality, completeness, intelligence, globalization, and service to improve product quality and customer satisfaction [15]. Stock and Investor Relations - The company acknowledges the low stock price and is working on measures to enhance market value and investor confidence, including adherence to market management guidelines [15][17]. - As of May 9, 2025, the number of shareholders is approximately 160,000 [13].

Core Viewpoint - Linzhou Heavy Machinery Group Co., Ltd. plans to issue A-shares to specific investors to raise funds for operational needs and debt repayment, aiming to enhance its financial stability and competitive edge in the coal machinery industry [1][8]. Group 1: Issuance Details - The company intends to issue up to 180 million shares at a price of 3.13 yuan per share, which is not less than 80% of the average trading price over the previous 20 trading days [2][9]. - The total amount to be raised is expected to be no more than 600 million yuan, with all net proceeds allocated to supplement working capital and repay loans [11][25]. - The issuance will be subject to approval from the Shenzhen Stock Exchange and the China Securities Regulatory Commission [1][13]. Group 2: Financial Context - As of the end of 2024, the company's short-term borrowings were significant, with debt ratios of 90.00%, 86.21%, and 84.94% over the past three years, indicating a high level of financial leverage [8][25]. - The funds raised will help reduce the company's debt ratio and improve its capital structure, thereby alleviating cash flow pressure and enhancing risk resilience [25][26]. Group 3: Relationship with Investors - The shares will be subscribed by controlling shareholders and their concerted actors, specifically Mr. Guo Hao and Mr. Guo Chuan, constituting a related party transaction [12][19]. - The shares acquired will be subject to a 36-month lock-up period post-issuance, preventing any transfer during this time [11][22]. Group 4: Industry Outlook - The coal industry remains a critical component of China's energy security, with stable production expected to provide ongoing demand for coal machinery [8]. - The company is positioned to benefit from the anticipated increase in coal production capacity, projected at approximately 150 million tons per year from 2025 to 2026 [8].

Core Viewpoint - Shandong Mining Machinery (002526) reported a significant decline in both revenue and net profit for 2024, indicating increased market competition and pressure on the company's performance [1][4]. Financial Performance - The company achieved total revenue of 2.38 billion yuan in 2024, a year-on-year decrease of 11.77% [1][4]. - The net profit attributable to shareholders was 113 million yuan, down 33.96% year-on-year [1][4]. - The net profit after deducting non-recurring gains and losses was 88.54 million yuan, a decline of 35.51% compared to the previous year [1]. Market Competition - The decline in performance is attributed to intensified market competition, despite the company's established market share and brand reputation in the coal machinery sector [4]. - The company's revenue growth in 2023 was 12.17%, with net profit growth of 48.93%, contrasting sharply with the 2024 downturn [4]. R&D Investment - R&D investment for 2024 was 65.19 million yuan, a decrease of 19.18% year-on-year, representing 2.74% of total revenue, down 0.25 percentage points from the previous year [4]. - The reduction in R&D spending may hinder the company's competitiveness in technology innovation and product upgrades [4][6]. Smart Transformation - The company has made progress in its smart transformation, particularly in intelligent bulk material conveying equipment and electro-hydraulic control systems [5]. - Despite initial successes, the contribution of these new smart products to overall revenue remains limited, with traditional coal machinery products still dominating sales [6]. Shareholder Confidence - As of December 31, 2024, the number of shareholders decreased to 160,000, a drop of 10,000 or 5.88% from the previous period, indicating waning market confidence [7]. - The company's dividend proposal of 0.1 yuan per 10 shares, totaling 17.83 million yuan, represents only 15.72% of the net profit, which may not sufficiently boost investor confidence [7].