Core Viewpoint - Gansu Bank has agreed to sell a package of low-yield assets to Gansu Asset Management for 15.3 billion yuan, pending approval from independent shareholders [2][3][4] Group 1: Asset Details - The total book balance of the assets being sold, including principal and interest, is approximately 19.719 billion yuan, with the principal balance at about 17.864 billion yuan and accrued interest at 1.855 billion yuan [3] - The asset package consists of various low-yield assets, including credit assets and financial investment assets, with a total principal amount of 4.085 billion yuan in credit assets and 13.779 billion yuan in financial investment assets [3] - Financial investment assets include trust products (7.623 billion yuan), asset management plans (4.098 billion yuan), bonds (1.859 billion yuan), and private equity funds (199 million yuan) [3] Group 2: Financial Implications - Gansu Bank will receive 15.3 billion yuan for the asset sale, with an initial payment of 8 billion yuan and the remaining 7.3 billion yuan to be paid in installments over five years [3] - The present value of the remaining payment is estimated at approximately 6.796 billion yuan, leading to a total present value of the asset sale of about 14.796 billion yuan [3] - The estimated negative financial impact from the asset sale is around 126 million yuan, which may differ from the actual financial impact [3] Group 3: Strategic Benefits - The sale of low-yield assets is expected to improve Gansu Bank's asset quality and optimize its asset structure, reducing provisions and impairment losses [4] - This transaction will lower the bank's risk-weighted assets and enhance its capital adequacy ratio, contributing to the bank's ability to manage risks and support high-quality development [4] - Gansu Asset Management, as a subsidiary of Gansu Provincial Investment, is qualified for bulk acquisition of financial non-performing assets, which aligns with the bank's operational improvement goals [4]

Core Viewpoint - Gansu Bank has signed an asset transfer contract with Gansu Asset Management Co., intending to sell an asset package for 15.3 billion yuan, which has a total principal and interest balance of approximately 19.719 billion yuan [1][3]. Group 1: Asset Transfer Details - Gansu Bank has accelerated the disposal of non-performing assets since its listing, having sold asset packages totaling nearly 23.8 billion yuan to Gansu Asset Management in eight transactions [2][5]. - The current asset package includes not only credit assets but also non-credit low-yield financial investment assets such as trust and asset management plans [2][3]. - The asset package consists of approximately 17.864 billion yuan in principal and 1.855 billion yuan in accrued interest, with the credit assets primarily in wholesale and retail, real estate, manufacturing, and mining sectors [3]. Group 2: Financial Implications - The sale price of 15.3 billion yuan is slightly higher than the net book value of the disposed assets, which is approximately 14.922 billion yuan after accounting for impairment provisions of about 4.797 billion yuan [3]. - The payment for the asset transfer will be made in installments, with an initial payment of 8 billion yuan due within five working days of the contract's effectiveness, followed by two additional payments over the next five years [4]. Group 3: Industry Context - The trend of accelerating non-performing asset disposal in the banking industry is evident, with Gansu Bank's actions reflecting a broader industry movement towards managing both credit and non-credit asset quality [7]. - Gansu Asset Management, established in 2016, focuses on managing, investing, and disposing of non-performing assets, indicating a growing market for such services in the region [7].

Core Viewpoint - Gansu Bank has signed an asset transfer contract with Gansu Asset Management Co., Ltd. to sell an asset package for 15.3 billion yuan, marking the eighth asset sale since 2021, with a total transfer of over 23.7 billion yuan and actual recovery of less than 16.3 billion yuan [2][6]. Group 1: Asset Transfer Details - The asset package has a total book balance of approximately 19.719 billion yuan, including a principal balance of about 17.864 billion yuan and accrued interest of about 1.855 billion yuan [3]. - Gansu Bank has made a provision for impairment of 4.797 billion yuan, resulting in a net book value of approximately 14.922 billion yuan, indicating a transfer premium of 2.5% over the net book value [3][4]. - The assets being sold are in a continuous loss state, with pre-tax losses of approximately 669 million yuan in 2023 and further deterioration in 2024, with pre-tax losses expanding to approximately 903 million yuan [3][4]. Group 2: Composition of Assets - The asset package consists of 63% financial investment assets (non-credit bad debts), including trust products (7.623 billion yuan), asset management plans (4.098 billion yuan), bonds (1.859 billion yuan), and private equity funds (199 million yuan) [3][7]. - Traditional credit assets account for only 37%, with a total principal amount of 4.085 billion yuan, distributed across wholesale and retail, real estate, manufacturing, and exploration industries [3]. Group 3: Industry Trends and Implications - The banking industry is accelerating the disposal of non-credit bad assets, which, while different from traditional credit assets, still negatively impact asset quality and operational efficiency [4][5]. - The payment for the asset transfer will be made in installments, with an initial payment of 8 billion yuan due within five working days, and the remaining 7.3 billion yuan to be paid over five years [4]. - This asset sale is expected to alleviate historical burdens on the bank, improve asset quality, reduce provisions and impairment losses, and enhance profitability [5]. Group 4: Financial Performance - As of the end of 2024, Gansu Bank's total assets reached 414.708 billion yuan, a year-on-year increase of 6.7%, but the bank's operating income decreased by 10.7% to 5.954 billion yuan, marking the first decline in net profit in five years [9]. - The non-performing loan (NPL) balance was 4.341 billion yuan, with an NPL ratio of 1.93%, which is still below the average level of commercial banks [8][10].

Core Viewpoint - The company plans to use part of its temporarily idle self-owned funds for entrusted wealth management to improve capital efficiency and increase shareholder returns while ensuring normal operations and effective risk control [1][3]. Group 1: Purpose and Investment Strategy - The purpose of entrusted wealth management is to enhance the efficiency of fund utilization and increase returns for shareholders without affecting the company's normal operations [1]. - The company intends to invest in high-security, good liquidity products with a maturity of no more than twelve months, including wealth management products from banks, securities companies, insurance companies, futures companies, trust companies, asset management companies, and private equity funds [1][4]. Group 2: Investment Amount and Duration - The company and its subsidiaries plan to use an amount not exceeding RMB 800 million for entrusted wealth management, effective for 12 months from the date of approval by the board of directors [1][2]. Group 3: Implementation and Decision-Making Process - The company authorizes the chairman or their representative to sign relevant contracts within the approved amount and duration, including selecting qualified wealth management product issuers and defining investment amounts [2]. - The decision-making process complies with the Shenzhen Stock Exchange's rules and the company's articles of association, requiring only board approval without needing to submit to the shareholders' meeting [2]. Group 4: Risk Management and Impact on Operations - The company acknowledges potential investment risks, including market fluctuations and default risks, but emphasizes that the investment will not adversely affect daily operations and will be conducted with a focus on capital safety [3][4]. - The supervisory board supports the decision, stating that the investment will improve fund efficiency and will not harm the interests of the company or its shareholders, particularly minority shareholders [4].

Core Viewpoint - The company received an inquiry letter from the Shanghai Stock Exchange regarding its 2024 annual report, specifically focusing on the acquisition of a 60% stake in Shanghai Pu Jing Enterprise Management Center (Limited Partnership) and the related financial implications [1][2]. Group 1: Acquisition Details - The company acquired a 60% stake in Shanghai Pu Jing for a cash consideration of 90 million yuan, with the identifiable net assets of the acquired entity showing a book value of -942 million yuan and a fair value of 135 million yuan, resulting in an assessment increment of 1.076 billion yuan [1][2]. - The acquisition was driven by the need to stabilize control and management of the acquired entity due to financial difficulties faced by one of its partners, Shanghai Jing Rui Investment Co., Ltd. [2][3]. Group 2: Financial Impact - The acquisition led to an increase in the book value of intangible assets by 1.929 billion yuan, primarily due to mining rights, and an increase in investment property by 483 million yuan [1][2]. - The total assets of the acquired entity amounted to 3.032 billion yuan, with a net profit of -325.6 million yuan for the year 2024 [5][6]. Group 3: Management and Operational Strategy - Post-acquisition, the company plans to appoint a senior management team to enhance governance and operational efficiency, focusing on cost reduction and revenue enhancement through improved sales and marketing efforts [6][7]. - The company aims to leverage its experience in mining rights management to mitigate potential impairment risks associated with the acquired assets [1][3]. Group 4: Asset Valuation and Assessment - The identifiable assets and liabilities of the acquired company were assessed using various valuation methods, including the discounted cash flow method for mining rights, which were valued at 2.0009436 billion yuan [7][8]. - The fair value of investment properties was determined to be 452 million yuan, reflecting a 17.82% increase from the book value [7][8].

Core Viewpoint - The company plans to utilize idle self-owned funds for cash management to enhance fund efficiency and returns for the company and its shareholders [1][5]. Group 1: Basic Situation of Cash Management - The investment purpose is to improve fund efficiency without affecting the company's main business operations [1]. - The company intends to use up to 1 billion RMB or equivalent foreign currency for cash management, with a rolling usage period until the 2025 annual general meeting [1][4]. - The investment types include low-risk financial products such as bank time deposits, structured deposits, and wealth management products [2]. Group 2: Funding Source and Implementation - The cash management will be funded by the company's idle self-owned funds, without involving raised funds or bank loans [2]. - The board of directors will seek authorization from the shareholders' meeting for cash management decisions, including investment product selection and contract signing [2]. Group 3: Impact on Daily Operations - The cash management will not affect the company's daily operations and will not harm the interests of shareholders, especially minority shareholders [3]. Group 4: Review Procedures and Opinions - The board of directors and the supervisory board have approved the cash management plan, confirming it aligns with the company's interests and complies with relevant regulations [4][5]. - The sponsor believes the cash management plan has undergone necessary approval procedures and does not harm the interests of shareholders [5].

Core Viewpoint - The company plans to utilize part of its temporarily idle raised funds and self-owned funds for cash management to improve fund efficiency while ensuring that it does not affect the normal operation of fundraising investment projects [1][9]. Fundraising Basic Situation - The company has successfully raised a total of RMB 510 million by issuing 17 million shares at a price of RMB 30 per share, with a net amount of RMB 458.57 million after deducting issuance costs of RMB 51.43 million [1][2]. Fundraising Investment Project Situation and Reasons for Idleness - As of May 31, 2025, the company has a balance of RMB 200.74 million in raised funds, which includes interest income and cash management returns. The total amount invested from the raised funds is RMB 260.47 million, indicating that part of the funds is temporarily idle due to the construction cycle of investment projects [2][3]. Previous Cash Management Usage - The company approved a plan to use up to RMB 300 million of temporarily idle raised funds and self-owned funds for cash management, ensuring that it does not affect the normal operation and safety of funds [4][8]. Current Cash Management Situation - The company intends to use up to RMB 200 million of temporarily idle raised funds and up to RMB 1.2 billion of self-owned funds for cash management, with a usage period of 12 months from the approval date [5][6]. Investment Products - The company plans to invest in high-security, liquid products such as structured deposits, large certificates of deposit, and other principal-protected products, with a holding period not exceeding 12 months [5][6]. Authorization and Implementation - The cash management plan requires approval from the board of directors and the shareholders' meeting, with the finance department responsible for implementation [6][8]. Information Disclosure - The company will fulfill its information disclosure obligations in accordance with relevant regulations and guidelines [6][8]. Revenue Distribution - The income from cash management using self-owned funds will be used to supplement the company's working capital, while the income from temporarily idle raised funds will be managed according to regulatory requirements [6][8]. Impact on Daily Operations - The cash management plan is designed to enhance fund efficiency and generate returns without affecting the company's normal operations or fundraising investment projects [7][8]. Review Procedures and Opinions - The board of directors and the supervisory board have approved the cash management plan, affirming that it aligns with the company's interests and does not alter the purpose of the raised funds [8][9].

Core Viewpoint - The development of pension finance by commercial banks has shown significant results, but is constrained by customer demand, banking products, and service networks. To achieve sustainable development in pension finance, banks should enhance promotional efforts, improve employee skills, develop age-friendly products, increase credit support for the pension industry, and leverage both online and offline channels while ensuring consumer rights [1]. Group 1: Constraints on Development - The demand from elderly customers is increasingly diverse, transitioning from traditional savings to high-value investment products, highlighting the need for banks to cater to varying financial needs [2]. - There is an urgent need to strengthen credit support for the pension industry, as many projects are in their infancy and require tailored banking solutions to meet their specific needs [3]. - The lack of age-friendly financial products is evident, as banks primarily offer low-yield savings accounts, failing to meet the growing demand for higher returns among elderly clients [4]. - The role of bank branches in serving elderly customers is not fully realized, with improvements needed in both hardware and software environments to better accommodate this demographic [5]. - There is insufficient awareness and protection of elderly consumers' rights, particularly against financial fraud, necessitating more comprehensive education and communication from banks [6]. - Marketing strategies targeting elderly customers are inadequate, with many banks underestimating their potential contribution to overall profitability [7]. Group 2: Improvement Measures - Banks should enhance the promotion of pension finance, ensuring that employees are well-informed about policies and practices, and integrating this knowledge into daily operations [8]. - A comprehensive credit support system for the pension industry should be established, focusing on selecting appropriate clients and streamlining the approval process for loans [9]. - More diverse pension financial products need to be developed to meet the varied needs of elderly clients, ensuring continuous availability and adaptability of these products [12][13]. - Bank branches should improve their physical environments to better serve elderly customers, focusing on both hardware and service quality enhancements [14]. - Continuous education and awareness campaigns are necessary to protect elderly consumers from financial fraud and to improve their understanding of financial products [16]. - Banks should ensure that qualified personnel are assigned to serve elderly clients, enhancing the overall service quality and expertise in pension finance [17][18].

Core Viewpoint - The company, Ruida Futures, has approved its wholly-owned subsidiary, Ruida Xinkong, to use its own funds for financial investment and derivative trading, with a maximum investment amount of 500 million RMB to enhance company returns [2][11]. Investment Overview - The investment aims to improve the efficiency and return of self-owned funds by leveraging the professional advantages of Ruida Xinkong and its subsidiaries in derivative trading, without affecting normal operations [2][11]. - The investment period is valid for one year from the date of approval by the shareholders' meeting [2]. Types of Investments - The investment will include financial products such as asset management plans, public and private funds, and trading in index futures, index options, and government bond futures [3][4]. - The index futures primarily involve contracts listed on the China Financial Futures Exchange, with underlying assets including the CSI 300 Index and SSE 50 Index [3][4]. - The index options are European-style options with underlying assets also including the CSI 300 Index and SSE 50 Index, with a typical contract value below 250,000 RMB [4][5]. - Government bond futures include contracts for various maturities, with the 2-year, 5-year, 10-year, and 30-year government bonds being the main focus [6]. Risk Management - The company has established a comprehensive risk control process and system to ensure that investment risks are manageable and do not affect the normal business operations [11]. - Ruida Xinkong will prioritize investments in simple, controllable, and liquid products, employing a diversified investment strategy to mitigate risks [7][8]. - Regular performance tracking of the investment products will be conducted, with immediate reporting to the investment decision committee if losses approach predetermined thresholds [8][9]. Financial Reporting - The financial assets from the investments will be classified as fair value measured and recognized in the current period's profit and loss, in accordance with accounting standards [10][11]. - The company will use observable market inputs for fair value measurement, ensuring compliance with relevant accounting guidelines [10]. Impact on Company - The investment activities are expected to enhance the overall performance of the company and provide better returns for shareholders, while maintaining a cautious investment approach [11].

一、本次拟使用部分闲置自有资金进行委托理财的情况 （一）委托理财目的 在不影响公司正常生产经营活动、保证资金流动性和安全性的前提下，合理 利用闲置自有资金适时进行委托理财，提高公司自有资金的使用效率，提升资金 收益水平。 东方证券股份有限公司 关于苏州富士莱医药股份有限公司使用部分自有资金 进行委托理财的核查意见 东方证券股份有限公司（以下简称"保荐机构"）作为苏州富士莱医药股份 有限公司（以下简称"富士莱"或"公司"）首次公开发行股票并在创业板上市 的保荐机构，根据《证券发行上市保荐业务管理办法》、《深圳证券交易所创业 板股票上市规则（2024年修订）》、《深圳证券交易所上市公司自律监管指引第 2号——创业板上市公司规范运作》等法律法规的有关规定，对富士莱本次使用 部分闲置自有资金进行委托理财的事项进行了审慎核查，具体情况如下： （二）委托理财额度、期限 公司拟使用不超过88,000.00万元自有资金进行委托理财，有效期自公司2025 年第一次临时股东大会审议通过之日起12个月内有效。在上述额度及有效期内， 资金可循环滚动使用，但任一时点的委托理财金额（含前述投资的收益进行再投 资的金额）不得超过上述投资额 ...