北京市天元律师事务所 关于无锡德林海环保科技股份有限公司 京天股字（2025）第 539 号 致：无锡德林海环保科技股份有限公司 无锡德林海环保科技股份有限公司（以下简称"公司"）2025 年第二次临时股东 会（以下简称"本次会议"）采取现场投票与网络投票相结合的方式召开，现场会议 于 2025 年 9 月 5 日下午 14:00 在无锡市滨湖区康乐路 9 号公司会议室召开。北京 市天元律师事务所（以下简称"本所"）接受公司聘任，指派本所律师参加本次会议， 并根据《中华人民共和国公司法》 （以下简称《召开股东会通知》）以及本所律师认为必要的 其他文件和资料，同时审查了出席现场会议股东的身份和资格、见证了本次会议的 召开，并参与了本次会议议案表决票的现场监票计票工作。 本所及经办律师依据《证券法》《律师事务所从事证券法律业务管理办法》和《律 师事务所证券法律业务执业规则（试行）》等规定及本法律意见出具日以前已经发生 或者存在的事实，严格履行了法定职责，遵循了勤勉尽责和诚实信用原则，进行了充 分的核查验证，保证本法律意见所认定的事实真实、准确、完整，所发表的结论性意 见合法、准确，不存在虚假记载、误导性陈述或者重 ...

Core Viewpoint - Green Power (601330) has shown a significant increase in stock price, rising by 7.56% to HKD 4.84, with a trading volume of HKD 15.83 million, following the release of its mid-year performance for 2025 [1] Group 1: Financial Performance - For the first half of 2025, the company reported a revenue of CNY 1.684 billion, reflecting a year-on-year increase of 1.41% [1] - The net profit attributable to shareholders reached CNY 377 million, marking a substantial growth of 24.49% [1] - The weighted Return on Equity (ROE) was 4.56%, an increase of 0.77 percentage points [1] Group 2: Revenue Drivers - The company achieved revenue growth despite a decline in construction income, with construction revenue for the first half of 2024 at CNY 23 million and no construction revenue in the first half of 2025 [1] - Key contributors to revenue growth included an increase in sludge expansion, higher garbage volume, increased steam supply, and enhanced sales from leachate biogas purification [1] - Operating revenue for the same period increased by CNY 46 million, a year-on-year rise of 2.83% [1] Group 3: Dividend and Cash Flow - The current dividend yield for the company is 6.87% for Hong Kong shares and 4.29% for A-shares [1] - Free cash flow continued to strengthen in the first half of 2025, indicating potential for increased dividends [1] Group 4: Business Expansion - The company has been actively expanding its non-electricity businesses, particularly in heating, to mitigate the impact of national subsidy reductions [2] - In the first half of 2025, the steam supply business saw rapid growth, with a total supply of 513,800 tons, representing a significant year-on-year increase of 114.98% [2] - Several projects in the heating sector achieved breakthroughs, contributing to a notable increase in profits due to the high margin and quality cash flow associated with this business [2]

Core Viewpoint - The leadership change at Shanxi Jiaokong Ecological Environment Co., Ltd. is a strategic move ahead of its planned IPO, with Mu Xiaofeng appointed as the new chairman and legal representative, potentially bringing fresh momentum to the company's performance and listing prospects [1][9]. Group 1: Leadership Change - Mu Xiaofeng has been elected as the new chairman of the board, with his term lasting until the end of the current board's tenure [1]. - The previous chairman, Wang Yuxi, resigned for work-related reasons, leaving his position earlier than expected [3]. - Mu Xiaofeng has extensive experience in the transportation and environmental sectors, having worked his way up from grassroots positions within the Shanxi transportation system [4]. Group 2: Company Background - Shanxi Jiaokong Ecological Environment Co., Ltd. is a subsidiary of Shanxi Transportation Holding Group, focusing on ecological and environmental services [5]. - The company has evolved from its origins in 2011 as Shanxi Zhonglixin Environmental Technology Co., Ltd. and has undergone several name changes and ownership transitions [7]. - As of 2024, Shanxi Transportation Holding Group reported total assets of 650.48 billion yuan and annual revenue of 51.25 billion yuan [7]. Group 3: Financial Performance and IPO Plans - In 2023, the company achieved a revenue of 254 million yuan and a net profit of 20.57 million yuan, with a projected revenue of 300 million yuan for 2024, reflecting a year-on-year growth of 17.95% [9]. - The company submitted its IPO application to the China Securities Regulatory Commission in January 2025, marking it as the first company in Shanxi to file for IPO guidance this year [9]. - The leadership change is seen as a critical factor in enhancing the company's performance and supporting its IPO ambitions [9].

Financial Situation - The company has implemented measures to collect accounts receivable and is actively coordinating with local governments to shorten payment times [1] - As of mid-2025, accounts receivable amounted to 4.416 billion CNY, with 60% attributed to government entities [1] - The company has not triggered any delisting or risk warning clauses from the Shenzhen Stock Exchange [3] Operational Highlights - As of June 2025, the annual contract value for integrated environmental sanitation services is 2.475 billion CNY, with a total contract value of approximately 28.63 billion CNY [5] - The company operates 30 wastewater projects with a design capacity of 2.2073 million tons/day and 3 water supply projects with a design capacity of 535,000 tons/day [5] - The daily processing capacity for waste incineration projects is 5,600 tons, with organic waste processing at 1,460 tons/day and medical waste at 60 tons/day [5] Strategic Development - The company is focused on enhancing project standardization and smart operations in response to new national environmental standards [7] - Demonstration operations of unmanned sanitation vehicles are underway, with plans to expand digital and intelligent development in sanitation services [7] Shareholder Information - As of August 30, 2025, the total number of shareholders is 76,134 [8] - The largest shareholder, Tianfu Qingyuan (formerly Tsinghua Holdings), holds 8% of the company's shares, with no controlling shareholder currently [7]

Core Viewpoint - The company, Dongjiang Environmental Protection Co., Ltd., is currently involved in a legal dispute regarding environmental pollution, with a court ruling requiring the company to pay significant compensation to the plaintiff, Jiangxi Environmental Protection Co., Ltd. [1][2] Group 1: Lawsuit Overview - The lawsuit is based on a contract dispute, with the plaintiff seeking compensation for environmental pollution investigation and related costs [1] - The court has ordered the company and its executives to pay a total of approximately 85.87 million yuan for pollution-related expenses and additional costs [1][2] Group 2: Court Ruling Details - The court ruling includes specific amounts to be paid: 85,868,122.44 yuan for pollution investigation costs and 1,057,219.89 yuan for personnel and travel expenses related to soil pollution risk management [1][2] - The ruling also stipulates that if the company fails to comply with the payment within the specified period, it will incur double interest on the delayed payments [2] Group 3: Financial Impact and Fund Freezing - A portion of the company's fundraising account, amounting to 96,317,554.88 yuan, has been frozen due to the lawsuit, representing 8.06% of the net fundraising amount [3] - Despite the frozen funds, the company asserts that its operations and project implementations will not be significantly affected [4] Group 4: Future Implications - The impact of the lawsuit on the company's current and future profits remains uncertain, and the company will continue to monitor the situation closely [5] - The company is committed to maintaining communication with relevant parties and taking measures to protect its and its shareholders' interests [5]

Core Viewpoint - The 2025 Zero Carbon Summit in Shanghai aims to accelerate the transition to a zero-carbon society by gathering various stakeholders to discuss key topics such as zero-carbon park construction and green enterprise practices, providing a pathway for high-quality green transformation in the Yangtze River Delta and nationwide [1][3]. Group 1: Summit Overview - The summit is co-hosted by multiple organizations, emphasizing the importance of collaboration among government, academia, and enterprises in achieving carbon neutrality [1][3]. - The theme "Smart Energy for Carbon Neutrality" reflects the urgency of action and the need for innovative solutions in the transition to a low-carbon economy [3][5]. Group 2: Key Speakers and Insights - Wang Zhiqiang from the Shanghai Development and Reform Commission highlighted the need for diverse participation in the green transition, emphasizing that both government guidance and corporate action are essential [5]. - Liu Qiang from the Children's Investment Fund Foundation stressed the impact of climate change on children's welfare, advocating for a focus on green transformation to secure a better future for the next generation [7]. - Yang Chao from the China Green Carbon Foundation pointed out the critical role of forestry in achieving carbon neutrality and encouraged enterprises to engage in afforestation efforts [9]. Group 3: Industry Challenges and Solutions - Huang Zhen, an academician from the Chinese Academy of Engineering, discussed the importance of energy storage technologies in supporting the green energy transition and achieving carbon neutrality [13]. - Zhu Tong, a counselor from the State Council, emphasized the need for tailored strategies in the transportation sector to reduce carbon emissions, particularly through the promotion of electric vehicles [15]. - Peng Feng from the Shanghai Environment and Energy Exchange shared insights on the national carbon market, which has facilitated the trading of nearly 700 million tons of carbon quotas, amounting to approximately 48 billion yuan [17]. Group 4: Innovations and Case Studies - The Long Yangtze River Delta International Green Development Alliance presented a collection of innovative low-carbon practices from enterprises in the region, serving as a reference for other provinces [26]. - The summit featured discussions on the integration of green energy and industrial competitiveness, highlighting the significance of direct green electricity connections for high-energy-consuming industries [23]. Group 5: Future Initiatives - The launch of the "COP30 China Corner Communication Action Plan" aims to showcase China's efforts in green development and climate governance on a global stage [28]. - The summit concluded with the announcement of the "Zero Carbon Earth" awards, recognizing outstanding contributions to green transformation and encouraging further corporate engagement in building a zero-carbon future [34][42].

Group 1 - The company Dino's Environmental (01452) reported revenue of 69.714 million RMB for the six months ending June 30, 2025, representing a year-on-year increase of 33.39% [1] - The company incurred a loss of 7.062 million RMB during the same period, which is a reduction of 26.87% compared to the previous year [1] - The basic loss per share for the company was 0.012 RMB [1]

Core Viewpoint - Kangda Environmental (06136.HK) reported a revenue of approximately RMB 1.167 billion for the six months ending June 30, 2025, representing a 4.6% increase compared to the same period last year, primarily due to increased construction service revenue [1] Financial Performance - The profit attributable to equity holders of the parent company was RMB 103 million, a decrease of 4.7% year-on-year, mainly due to losses and impairments of approximately RMB 67.5 million related to the sale of a subsidiary [1] - Basic and diluted earnings per share attributable to ordinary equity holders were RMB 0.0483 and RMB 0.0481, respectively, reflecting decreases of 4.9% and 5.3% compared to the previous year [1] Dividend Policy - The board of directors did not recommend the distribution of an interim dividend for the six months ending June 30, 2025 [1]

Core Viewpoint - The company reported a decline in revenue and net profit for the first half of 2025, but operational services showed stable growth, indicating a shift in revenue structure towards more stable income sources [1][2]. Group 1: Financial Performance - In the first half of 2025, the company achieved a revenue of HKD 14.304 billion, a decrease of 8% year-on-year, and a net profit attributable to shareholders of HKD 2.207 billion, down 10% year-on-year [1]. - The interim dividend was set at HKD 0.15 per share, an increase from HKD 0.14 per share in the same period of 2024, with a payout ratio rising to 42% [2]. Group 2: Revenue Breakdown - Total revenue for the first half of 2025 was HKD 14.304 billion, with operational service revenue contributing HKD 9.808 billion, a year-on-year increase of 5.2%, while construction service revenue fell to HKD 1.823 billion, a decrease of 47.2% [1]. - The revenue composition shifted, with operational services accounting for 68.6% of total revenue, an increase of 8.9 percentage points year-on-year [1]. Group 3: Operational Highlights - The company processed 26.498 million tons of municipal waste in the first half of 2025, a 2% increase year-on-year, and generated 886.0 million megawatt-hours of electricity, a 6% increase year-on-year [1]. - Significant increases were noted in the processing of kitchen waste, sludge, and other waste, which rose by 177% year-on-year, contributing positively to overall operational performance [1]. Group 4: Financial Challenges - Asset impairment and foreign exchange losses negatively impacted the company's performance, with property, plant, and equipment impairments increasing by HKD 110 million and goodwill impairments rising by HKD 70 million [1]. - The company reported a foreign exchange loss of HKD 430 million in the first half of 2025, contrasting with a foreign exchange gain of HKD 230 million in the same period of 2024 [1]. Group 5: Future Outlook - The company anticipates improvements in cash flow for its subsidiary, Everbright Green Environmental Protection, following the release of new methodologies for biomass power generation and cogeneration projects [2]. - Profit forecasts for 2025 to 2027 estimate net profits attributable to shareholders at HKD 3.7 billion, HKD 4.1 billion, and HKD 4.2 billion, respectively, with corresponding price-to-earnings ratios of 7.4x, 6.7x, and 6.5x [2].

Core Viewpoint - Dali Environmental (01790) reported a decline in revenue for the first half of 2025, indicating challenges in maintaining growth despite a slight increase in net profit [1] Financial Performance - Revenue for the first half of 2025 was HKD 105 million, representing a year-on-year decrease of 5.8% [1] - Net profit reached HKD 50.558 million, showing a year-on-year increase of 1.3% [1] - Basic earnings per share were HKD 0.05 [1]