证券简称：比依股份 证券代码：603215 浙江比依电器股份有限公司 （草案）摘要 声 明 本公司董事会及全体董事保证《浙江比依电器股份有限公司2025年员工持 股计划（草案）》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。 风险提示 否获得公司股东会批准，存在不确定性； 专业机构为本员工持股计划提供资产管理、咨询等服务；但能否达到计划规模、 目标存在不确定性； 果，能否完成实施，存在不确定性； 认购资金不足，本员工持股计划存在低于预计规模的风险； 意投资风险。 特别提示 由浙江比依电器股份有限公司依据《中华人民共和国公司法》《中华人民共和 国证券法》《关于上市公司实施员工持股计划试点的指导意见》《上海证券交 易所上市公司自律监管指引第1号——规范运作》及其他有关法律、法规、规范 性文件，以及《浙江比依电器股份有限公司章程》的规定制定。 派、强行分配等强制员工参加本员工持股计划的情形。 管理人员、核心管理人员及核心骨干员工。拟参与本员工持股计划的员工总人 数不超过78人，其中高级管理人员共10人，具体参与人数以实际自愿参加的员 工及其参与情况为准。 的其他方式。 ...

二、审议通过了《关于 <浙江比依电器股份有限公司 ensp="ensp" 年员工持股计划="年员工持股计 划"> 管理办法>的议案》 公司《2025 年员工持股计划管理办法》的相关内容符合《公司法》 证券代码：603215 证券简称：比依股份 公告编号：2025-036 浙江比依电器股份有限公司 本公司董事会及全体董事保证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、准确性和完整性依法承担法律责任。 浙江比依电器股份有限公司（以下简称"公司"）于 2025 年 7 月 30 日召开 工代表意见。本次会议的召集、召开符合《中华人民共和国公司法》的有关规定， 经决议通过如下事项： 一、审议通过了《关于 <浙江比依电器股份有限公司 ensp="ensp" 年员工持股计划="年员工持股计 划"> （草案）>及其摘要的议案》 实施本次员工持股计划有利于确保公司长期、健康、稳定可持续发展、提升 公司整体价值，不存在损害公司及全体股东利益的情形。本次员工持股计划遵循 公司自主决定、员工自愿参加的原则，不存在以摊派、强行分配等方式强制员工 参加的情形。 《证券法》 《关于上市公司实施员工持股计划试 ...

Core Viewpoint - Guangdong Bangze Chuangke Electric Co., Ltd. (Bangze Chuangke) has submitted its prospectus to the Beijing Stock Exchange, despite failing to meet performance targets in 2021, leading to the exit of its major investor, Midea Investment, in April 2023 [1][4]. Financial Performance - Bangze Chuangke's revenue from 2021 to 2024 was 1.169 billion, 1.071 billion, 1.168 billion, and 1.510 billion yuan respectively, with net profits of 3.62 million, 7.14 million, 108 million, and 148 million yuan [4][5]. - The company experienced continuous revenue and net profit growth from 2022 to 2024, attributed to increased sales of proprietary brand products, normalization of shipping costs, lower raw material prices, and favorable exchange rates [4][5]. Investment and Shareholder Dynamics - Midea Investment entered in early 2021 with an investment of 68.88 million yuan for an 8.11% stake, but exited after Bangze Chuangke failed to meet a profit target of 80 million yuan for 2021 [4][5]. - The exit was settled through a combination of directed dividends and capital reduction, resulting in Midea Investment receiving approximately 78 million yuan in total [5]. Sales and Marketing Expenses - Sales expense rates have been increasing, reaching 19.56% in 2024, with total sales expenses of 184 million, 222 million, and 295 million yuan from 2022 to 2024 [3][7]. - Platform commissions and service fees accounted for a significant portion of sales expenses, totaling 348 million yuan over three years, exceeding the total net profit of 263 million yuan during the same period [7][8]. Research and Development - Bangze Chuangke's R&D expenses from 2022 to 2024 were 23.05 million, 27.13 million, and 37.89 million yuan, representing 2.15%, 2.32%, and 2.51% of revenue, which is below the industry average [8][9]. - The company focuses its R&D on core products like shredders, but its lower investment in R&D compared to peers raises concerns about its long-term innovation capabilities [8][9].

Company Overview - Guangdong Bangze Chuangke Electric Co., Ltd. (referred to as "Bangze Chuangke") has been accepted for IPO on the Beijing Stock Exchange, with Dongguan Securities as the sponsor, and the accounting firm being Zhihong [2] - Established in March 2005, the company focuses on the independent research and development, original design, multinational production, global retail channel/internet brand sales, and localized services of office and household appliances [2] - Bangze Chuangke utilizes major e-commerce platforms such as Amazon, Walmart, Shopify, and JD.com for online sales, covering mainstream e-commerce channels [2] Financial Performance - As of December 31, 2024, the total assets of the company are approximately 897.38 million yuan, an increase from 623.09 million yuan in 2023 and 498.58 million yuan in 2022 [3] - The total equity attributable to shareholders is approximately 429.25 million yuan in 2024, up from 252.06 million yuan in 2023 and 148.55 million yuan in 2022 [3] - Revenue for the years 2022, 2023, and 2024 is reported at 1.07 billion yuan, 1.17 billion yuan, and 1.51 billion yuan respectively, indicating a growth trend [3] - Net profit has increased significantly from 7.14 million yuan in 2022 to 107.62 million yuan in 2023, and further to 147.93 million yuan in 2024 [3] - The gross profit margin improved from 28.84% in 2022 to 40.12% in 2024 [3] Shareholding Structure - As of the signing date of the prospectus, Chen Chi directly holds 18.05 million shares, accounting for 34.26% of the total share capital, making him the controlling shareholder [4] - Zhang Yong holds 12.10 million shares, representing 22.96% of the total share capital, and serves as the vice chairman [4] - Xu Ning holds 7.50 million shares, which is 14.24% of the total, and through indirect holdings, he has a total of 15.61% [5] - Chen Chi, Zhang Yong, and Xu Ning are identified as the common actual controllers of the company, collectively holding 72.83% of the shares [6] Management Background - Chen Chi, born in April 1968, has extensive experience in the industry and has held various positions in different companies [7] - Zhang Yong, born in January 1965, has a background in engineering and has also managed several companies in the past [8] - Xu Ning, born in October 1966, has a technical background and has served in various managerial roles prior to his current position [7][8]

瑞财经 王敏 6月13日，据北交所官网，广东邦泽创科电器股份有限公司（以下简称"邦泽创科"）北交所IPO获受理，保 荐机构为东莞证券，会计师事务所为致同，律师事务所为国浩（北京）。 招股书显示，邦泽创科成立于2005年3月，已深耕行业多年，构建起集自主研发、原创设计、跨国生产、全球商超渠道/ 互联网品牌销售、全球本地化服务，即"'研、产、销、服'门到门垂直一体化"的全链路经营体系，并通过境外商超/互联 网渠道ODM销售和自有/授权品牌电商销售为主的模式，为全球消费者提供技术领先、品质可靠、个性化的创新型办公 电器和家用电器产品。 相关公司：沃尔玛 邦泽创科通过Amazon（亚马逊电商）、Walmart（沃尔玛电商）、Shopify独立站和京东自营等第三方电商平台开展线上 销售业务，已覆盖主流电商渠道。 截至2024年12月31日，在Amazon（亚马逊电商）平台上，公司部分型号碎纸机、真空包装机在各地区同类产品销售榜 前2位。 报告期内，公司产品面向全球销售，客户分布北美洲、欧洲、中国等多个国家和地区，境外销售收入金额分别为10.19亿 元、11.18亿元和14.55亿元，占主营业务收入比例分别为95.34% ...

Core Viewpoint - Zhejiang Biyi Electric Co., Ltd. is proceeding with the repurchase and cancellation of a portion of its restricted stock as part of its 2023 incentive plan, following necessary approvals and legal compliance [1][11]. Group 1: Approval and Authorization - The company has obtained necessary approvals and authorizations for the repurchase and cancellation of restricted stock, including resolutions from the board and supervisory committee [3][8]. - Independent directors have provided opinions on the incentive plan and its amendments, ensuring compliance with relevant regulations [4][7]. Group 2: Repurchase Details - The repurchase involves 560,448 shares of restricted stock at a price of 7.0750 RMB per share, which is the grant price [10][11]. - The reason for the repurchase includes the departure of seven incentive plan participants, leading to the cancellation of their unvested shares [9][11]. Group 3: Performance Targets - The incentive plan includes performance targets based on revenue and net profit growth, with specific thresholds set for the 2024 fiscal year [9][10]. - If the company fails to meet these performance targets, all corresponding restricted stocks will be repurchased at the grant price [10]. Group 4: Procedural Requirements - The company is required to fulfill information disclosure obligations and apply for the necessary procedures with the China Securities Depository and Clearing Corporation [11][12]. - The repurchase process must adhere to the provisions of the Company Law and the company's articles of association [12].

Core Viewpoint - The company, Zhejiang Biyi Electric Co., Ltd., has approved a differentiated profit distribution plan, proposing a cash dividend of RMB 3.00 per share, totaling approximately RMB 55.83 million, with no stock increases or bonus shares [1][2]. Group 1: Profit Distribution Plan - The annual shareholders' meeting on May 15, 2025, approved the profit distribution plan for 2024, which includes a cash dividend of RMB 3.00 per share [1]. - The total cash dividend to be distributed is RMB 55,831,575.30, including tax [1]. - The plan specifies that shares repurchased and those subject to restrictions will not participate in the distribution [2]. Group 2: Ex-Dividend and Ex-Interest Calculation - The reference price for ex-dividend and ex-interest is calculated based on the closing price of RMB 16.65 per share on the day before the application date [2]. - The actual ex-dividend reference price is calculated as (16.65 - 0.30) / (1 + 0) = RMB 16.35 per share [2]. - The impact of the differentiated profit distribution on the ex-dividend reference price is less than 1% [2][3]. Group 3: Compliance and Verification - The differentiated profit distribution meets the conditions that repurchased shares do not participate in the distribution and that the impact on the ex-dividend reference price is below 1% [3]. - The sponsor believes that the distribution complies with relevant laws and regulations, ensuring no harm to the company or shareholders [4].

Core Viewpoint - The company has announced a cash dividend distribution plan, proposing a cash dividend of 0.30 yuan per share, which was approved at the annual shareholders' meeting on May 15, 2025 [3][4]. Dividend Distribution Plan - The cash dividend will be distributed based on the total share capital of 188,508,399 shares, with 1,842,700 shares in the repurchase account and 560,448 shares of restricted stock deducted, resulting in 186,105,251 shares eligible for profit distribution [4]. - The total cash dividend to be distributed amounts to 55,831,575.30 yuan (including tax) [4]. - The ex-dividend date is set for June 5, 2025, with the record date being June 4, 2025 [3][4]. Tax Implications - For individual shareholders holding unrestricted shares for over one year, the cash dividend is exempt from personal income tax, resulting in a net distribution of 0.30 yuan per share [6]. - For shares held for one year or less, the company will not withhold personal income tax at the time of distribution, but tax will be calculated upon the sale of the shares [6]. - For qualified foreign institutional investors (QFII), a 10% corporate income tax will be withheld, leading to a net distribution of 0.27 yuan per share [7]. Contact Information - For inquiries regarding the dividend distribution, shareholders can contact the company's board office at 0574-58225758 or via email at bydmb@biyigroup.com [8].

Group 1 - The company will hold an investor briefing on June 5, 2025, from 14:00 to 15:00 [1][2] - The briefing will take place at the Shanghai Stock Exchange Roadshow Center and will be conducted in an interactive online format [2][3] - Investors can submit questions from May 28, 2025, to June 4, 2025, and the company will address common concerns during the briefing [2][3] Group 2 - The briefing aims to provide a comprehensive understanding of the company's performance and financial status for the fiscal year 2024 and the first quarter of 2025 [2] - Independent director Xu Qun will participate in the briefing [2] - After the briefing, investors can access the main content and details of the event through the Shanghai Stock Exchange Roadshow Center [3]

Core Viewpoint - The company has announced a restricted stock incentive plan for 2025 aimed at enhancing its long-term incentive mechanism to attract and retain key management, technical, and business talents, thereby improving team cohesion and core competitiveness [1] Group 1: Incentive Plan Details - The incentive plan proposes to grant 31.35 million restricted shares to 94 eligible directors, senior management, and key personnel, accounting for approximately 9.86% of the company's total share capital, with a grant price of 3.69 yuan per share [1] - Notably, 32.73% of the shares are allocated to 85 core management, technical, and business personnel, highlighting the company's emphasis on its core team [1] Group 2: Performance Targets - The plan includes three lock-up periods, with the first requiring the company to achieve profitability by 2025, reflecting management's confidence in boosting performance and business development [2] - The subsequent two periods (2026 to 2027) set progressively higher profit targets, requiring a minimum net profit of 15 million yuan in 2026 and a doubling to at least 30 million yuan in 2027 [2] Group 3: Market Implications - Analysts interpret the performance growth targets as a strong signal of management's confidence in the company's future, indicating a commitment to sustainable growth and high-quality development [2] - The stock incentive plan is expected to raise 116 million yuan for the company, providing substantial support for business development if successfully implemented [2] Group 4: Future Outlook - With ongoing improvements in corporate governance, the company is poised to accelerate its development in the health and environmental appliance sector, focusing on technology integration and innovation to launch high-efficiency, high-tech, and energy-saving products [2] - This strategic direction aims to enhance the company's brand positioning in the high-end product market, serving as a new driver for performance growth [2]