同方股份有限公司 独立董事 2023 年年度述职报告 （侯志勤） 根据中国证券监督管理委员会《上市公司独立董事管理办法》、《上海证券交易所 股票上市规则》和《公司章程》的有关规定，本人作为同方股份有限公司（以下简称"公 司"）现任独立董事，就2023年工作情况报告如下： 一、独立董事的基本情况 （一）个人工作履历、专业背景以及兼职情况 作为公司的独立董事，本人拥有丰富的担任独立董事的经验以及累积了在法学领域 从业多年的专业经验。本人个人工作履历、专业背景以及兼职情况如下： 侯志勤女士，律师，学士，毕业于北京大学分校。2020年2月24日至今，任公司第八 届、第九届董事会独立董事之职。现任国浩律师（北京）事务所合伙人，中国保险资产 管理业协会理事、法律专业委员会委员，北京保险行业协会调解员。曾任北京市大地律 师事务所高级合伙人，中国国际航空公司法律部干部，人保投资控股有限公司金融产品 评审委员会外部专家，人保资本投资管理有限公司另类投资评审专家。 （二）独立性情况说明 作为独立董事，本人没有在公司担任除独立董事以外的其他任何职务，没有从公司 及其主要股东或有利害关系的机构和人员处取得额外的未予披露的其他利益，不 ...

同方股份有限公司 我们接受委托，审计了同方股份有限公司（以下简称同方股份）2023 年度 财务报表，包括 2023 年 12 月 31 日的合并及母公司资产负债表，2023 年度的合 并及母公司利润表、合并及母公司现金流量表、合并及母公司所有者权益变动表， 以及财务报表附注，并出具了审计报告。在此基础上，我们核查了后附的同方股 份管理层编制的《2023 年度营业收入扣除情况表》（以下简称扣除情况表）。 2023 年度关于营业收入扣除情况的 专项核查意见 目 录 一、关于营业收入扣除情况的专项核查意见………………………第 1—2 页 二、2023 年度营业收入扣除情况表……………………………………第 3 页 | | | 关于营业收入扣除情况的专项核查意见 天健审〔2024〕1-488 号 同方股份有限公司全体股东： 一、对报告使用者和使用目的的限定 本报告仅供同方股份年度报告披露时使用，不得用作任何其他目的。我们同 意将本报告作为同方股份年度报告的必备文件，随同其他文件一起报送并对外披 露。 为了更好地理解同方股份 2023 年度营业收入扣除情况，扣除情况表应当与 已审的财务报表一并阅读。 二、管理层的责任 同 ...

Financial Performance - Revenue for 2023 reached 28.83 billion yuan, a year-on-year increase of 21.35%[15][17] - Net profit attributable to shareholders of the listed company in 2023 was -764.91 million yuan, with losses from industrial restructuring and intensified market competition impacting profits by -460 million yuan[17] - Operating cash flow for 2023 was 145.11 million yuan, a significant increase of 203.86% compared to the previous year[15] - Total assets at the end of 2023 were 55.08 billion yuan, a slight increase of 1.75% from the previous year[15] - Basic earnings per share for 2023 were -0.2283 yuan, showing no significant change from the previous year[16] - Weighted average return on equity (ROE) for 2023 was -5.24%, a decrease of 0.23 percentage points from the previous year[16] - Revenue in the fourth quarter of 2023 was 10.75 billion yuan, the highest among all quarters[19] - Non-recurring gains and losses in 2023 amounted to 267.02 million yuan, a decrease from 281.27 million yuan in 2022[21] - The fair value of financial assets measured at fair value and included in current profits was 1.10 billion yuan at the end of 2023, a decrease of 268.49 million yuan from the beginning of the year[22] - Investment property fair value increased by 73.08 million yuan in 2023, reaching 146.59 million yuan at the end of the year[22] - Revenue increased by 21.35% year-over-year, with international revenue growing by 33.87% to 6.807 billion RMB[23] - Operating cash flow improved by 97 million RMB, reaching 145 million RMB[27] - Revenue increased by 21.35% to 28,833,463,784.14 yuan in 2023 compared to 23,761,348,566.75 yuan in 2022[41] - Operating costs rose by 25.70% to 23,712,747,475.50 yuan in 2023 from 18,863,962,731.05 yuan in 2022[41] - Net cash flow from operating activities surged by 203.86% to 145,113,490.49 yuan in 2023 from 47,756,748.39 yuan in 2022[41] - Digital information sector revenue grew by 46.66% to 1,622,442.21 thousand yuan in 2023 from 1,106,281.40 thousand yuan in 2022[44] - International market revenue increased by 33.87% to 680,721.45 thousand yuan in 2023 from 508,509.76 thousand yuan in 2022[47] - Overall gross margin decreased by 2.87% to 17.74% in 2023 from 20.61% in 2022[44] - R&D expenses slightly decreased by 0.28% to 1,090,198,370.92 yuan in 2023 from 1,093,314,210.53 yuan in 2022[41] - Financial expenses decreased by 21.02% to 621,311,386.36 yuan in 2023 from 786,683,764.59 yuan in 2022[41] - Other comprehensive income after tax increased by 707.54% to 315,168,653.96 yuan in 2023 from 39,028,170.14 yuan in 2022[41] - Investment income decreased by 119.65% to -139,859,122.23 yuan in 2023 from 711,909,017.27 yuan in 2022[41] - The company's total cost of main business increased by 25.80% year-over-year, reaching 2,364,827.47 million yuan[55] - The digital information sector's main business cost increased by 48.59% year-over-year, accounting for 60.28% of the total cost[55] - The top five customers accounted for 18.36% of the total annual sales, with no sales to related parties[56] - The top five suppliers accounted for 34.10% of the total annual procurement, with no procurement from related parties[57] - The company's total R&D investment was 1,501,176,322.91 yuan, accounting for 5.21% of the total revenue[59] - The company has 3,760 R&D personnel, accounting for 27.28% of the total workforce[61] - The net cash flow from operating activities increased by 97,356,742.10 yuan year-over-year, reaching 145,113,490.49 yuan[62] - The net cash flow from investment activities decreased by 2,067,528,303.92 yuan year-over-year, mainly due to the transfer of Tongfang Water Group's 100% equity in the previous year[62] - Total assets increased by 1.75% to 55,084,457,293.75 RMB compared to the previous year[64] - Accounts receivable increased by 59.50% to 142,463,667.97 RMB, accounting for 0.26% of total assets[64] - Held-for-sale assets increased by 100% to 4,964,233,751.82 RMB, accounting for 9.01% of total assets[64] - Investment property increased by 99.42% to 146,587,817.54 RMB, accounting for 0.27% of total assets[64] - Development expenditure decreased by 34.14% to 778,144,497.53 RMB, accounting for 1.41% of total assets[64] - Long-term loans increased by 238.67% to 6,332,385,000.00 RMB, accounting for 11.50% of total assets[64] - Undistributed profits decreased by 188.20% to -359,067,964.65 RMB, accounting for -0.65% of total assets[64] - Overseas assets amounted to 8,784,290,907.40 RMB, accounting for 15.95% of total assets[66] - No significant equity investments were made during the reporting period, with a 100% decrease in investment amount compared to the previous year[67] - The company holds 100% equity in CNKI Digital Publishing Technology Co., Ltd., a major subsidiary[69] - The fair value of trading financial assets decreased by RMB 268.49 million, impacting the current profit by RMB 249.48 million[71] - The fair value of other equity instrument investments decreased by RMB 47.43 million, impacting the current profit by RMB 54.31 million[71] - The fair value of other non-current financial assets decreased by RMB 7.51 million, with a negative impact on the current profit of RMB 268,793.58[71] - The initial investment cost in Tsinghua Unigroup was RMB 497.02 million, with a current fair value of RMB 1.03 billion[72] - The initial investment cost in Industrial Fulian was RMB 199.99 million, with a current fair value of RMB 193.24 million[72] - The company received RMB 144.92 million from the transfer of 80% equity in Tongfang Energy Technology Development Co., Ltd[76] - The company received RMB 179.10 million from the transfer of 100% equity in Tongfang Jiangxin Shipbuilding Co., Ltd[77] - The company paid RMB 239 million in taxes for the internal transfer of equity in Tongfang Zhihui (Beijing) Technology Co., Ltd[78] - The company completed the internal transfer of equity in Tongfang Zhihui (Beijing) Technology Co., Ltd and no longer directly holds its equity[78] - The company transferred 100% equity of Tongfang Computer Co., Ltd. for RMB 1,354.51 million, 100% equity of Tongfang International Information Co., Ltd. for RMB 544 million, and 51% equity of Chengdu Wisdom Industrial Development Co., Ltd. for RMB 1[79] Corporate Governance and Leadership - The company's annual report for 2023 includes forward-looking statements that do not constitute a substantive commitment to investors[3] - The company has no non-operational fund occupation by controlling shareholders or related parties[3] - The company has no violations of decision-making procedures for external guarantees[3] - The company has no instances where more than half of the directors cannot guarantee the authenticity, accuracy, and completeness of the annual report[3] - The company's registered and office address is located at Tsinghua Tongfang Technology Building, No. 1 Wangzhuang Road, Haidian District, Beijing[11] - The company's stock is listed on the Shanghai Stock Exchange with the stock code 600100 and the stock abbreviation "Tongfang Co., Ltd."[13] - The company's annual report is disclosed on media such as "China Securities Journal," "Shanghai Securities News," "Securities Times," and "Securities Daily"[12] - The company's annual report is prepared at the office on the 29th floor of Tsinghua Tongfang Technology Building, No. 1 Wangzhuang Road, Haidian District, Beijing[12] - The company's financial report is audited by Tianjian Certified Public Accountants (Special General Partnership)[14] - The company did not distribute cash dividends, issue bonus shares, or convert capital reserve into share capital for the year 2023[2] - The company's Chairman, Han Yongjiang, received a pre-tax remuneration of 1.1231 million yuan in 2023[121] - The company's Vice President and Board Secretary, Zhang Jian, held 3,700 shares with no change during the year and received a pre-tax remuneration of 1.8775 million yuan[122] - The company's Vice President, Zhang Xinghu, held 200,000 shares with no change during the year and received a pre-tax remuneration of 1.3419 million yuan[123] - The company's total pre-tax remuneration for directors, supervisors, and senior management in 2023 was 18.9346 million yuan[123] - The company elected new directors and supervisors during the 2023 Second Extraordinary General Meeting, including Han Yongjiang, Zhuo Yuyun, Wen Xinli, and Lü Xiqiang as non-independent directors[124] - The company's Vice President, Liu Weidong, resigned due to retirement, holding 22,280 shares with no change during the year and receiving a pre-tax remuneration of 1.131 million yuan[123][124] - Han Yongjiang was elected as the Chairman of the 9th Board of Directors on June 5, 2023[125] - Li Chengfu was appointed as the President of the company on July 20, 2023[125] - Li Chengfu and Wang Suohui were elected as non-independent directors of the 9th Board of Directors on August 28, 2023[125] - He Qian was elected as the Chairman of the 9th Board of Supervisors on November 16, 2023[125] - Han Yongjiang has been serving as the Chairman of the 8th and 9th Board of Directors since September 15, 2022[126] - Li Chengfu has been serving as the President and a director of the 9th Board of Directors since July 20, 2023[127] - Wang Suohui has been serving as a director of the 9th Board of Directors since August 28, 2023[127] - He Qian has been serving as the Chairman of the 9th Board of Supervisors since November 16, 2023[127] - Chen Taiquan has been serving as a supervisor of the company's ninth board of supervisors since June 5, 2023, and is currently the deputy director of the Science and Technology Innovation Department of Sichuan Energy Investment Group Co., Ltd[129] - Wang Zhilong has been serving as a supervisor of the company's eighth and ninth board of supervisors since February 24, 2020, and is currently the assistant to the president and general manager of the Investment Management Department[129] - Liang Wuquan is currently a member of the company's party committee and the chief financial officer, having previously served as the chief accountant of the Nuclear Fuel Division of CNNC[129] - Gao Zhi is currently a member of the company's party committee and vice president, having previously served as the deputy general manager and executive deputy general manager of the company's air conditioning equipment company[129] - Zhang Jian is currently a member of the company's party committee and vice president, having previously served as the company's board secretary and an engineer at China Nuclear Power Engineering Co., Ltd[129] - Yan Xianwen is currently the vice president of the company, having previously served as the general manager of the service center of Beijing Tongfang Jizhao Technology Co., Ltd[129] - Zhang Yuanyuan is currently the vice president and board secretary of the company, having previously served as the assistant to the president and general manager of the comprehensive department (securities affairs office) and human resources department[129] - Sun Shangmin is currently the vice president of the company, having previously served as the vice president of Tongfang Nuctech Co., Ltd[129] - Zhuo Yuyun served as the company's director and president from November 7, 2022, to July 20, 2023, having previously served as the deputy general manager and chief accountant of China National Nuclear Power Co., Ltd[129] - Wen Xinli served as a director of the company's eighth and ninth board of directors from March 29, 2021, to July 20, 2023, having previously served as the party secretary and chairman of China National Nuclear Corporation Capital Holding Co., Ltd[129] - Total compensation for directors, supervisors, and senior management in 2023 was 18.9346 million yuan[135] - The company elected new directors and a chairman of the board of supervisors, including Li Chengfu, Wang Suohui, and Lü Xiqiang as directors, and He Qian as chairman of the board of supervisors[136] - The company appointed new senior management, including Li Chengfu as president, Zhang Jian and Zhang Yuanyuan as vice presidents, and Sun Shangmin as vice president[137] - The company received a regulatory warning from the Shanghai Stock Exchange in May 2023 due to accounting issues in its periodic reports[138] - The company approved the transfer of its subsidiary's equity in Guodu Securities and the capital increase of its digital publishing business through the injection of equity and cash[139] - The company approved the registration of 3 billion yuan in science and innovation private placement bonds and adjusted its 2023 investment plans for infrastructure and equity[140] - The company plans to apply for a syndicated loan of 3 billion yuan from the Agricultural Bank of China[141] - The company held a total of 14 board meetings in 2023, with 3 being in-person, 2 via telecommunication, and 9 combining both methods[144] - The company's board of directors approved the 2023 semi-annual report and the proposal for asset impairment provisions for the first half of 2023[147] - The company's board of directors approved the 2023 third-quarter report and the proposal to renew the appointment of the 2023 audit firm[146] - The company's board of directors approved the 2022 annual report and the 2023 financial budget plan[147] - The company's board of directors approved the 2023 semi-annual performance pre-profit announcement[147] - The company's board of directors approved the proposal to elect the convener of the ninth board's audit and risk control committee[147] - The company's board of directors approved the proposal for indirect controlling shareholders to provide entrusted loans and related transactions[147] - The company's board of directors approved the 2022 internal control evaluation report and the 2022 internal control system work report[147] - The company's board of directors approved the 2023 debt management plan and the risk assessment report for financial business with CNFC[147] - The company has a total of 13,783 employees, with 6,371 in the parent company and 13,146 in subsidiaries[155] - The employee composition includes 1,887 production staff, 2,203 sales staff, 3,043 technical staff, 358 financial staff, 2,532 administrative staff, and 3,760 R&D staff[156] - The educational background of employees includes 150 with a PhD, 2,263 with a master's degree, 7,194 with a bachelor's degree, 2,584 with an associate degree, and 1,592 with a high school diploma or below[156] - The company has implemented a competitive and attractive salary system, with a focus on linking employee income to company performance[157] - The company has established a comprehensive training system, covering five levels from senior management to new employees, to enhance the professional capabilities of its workforce[159] - The company plans to deepen the long-term talent development mechanism in 2024, providing clear career paths and broadening career development channels for employees[159] - The company did not adjust its dividend policy this year[160] - The company's cash dividend policy complies with the articles of association and shareholder meeting resolutions, with clear standards and proportions, and a complete decision-making process[161] - Independent directors have fulfilled their duties effectively, and the rights and interests of minority shareholders have been fully protected[161] - The company invested 15.0763 million yuan in environmental protection during the reporting period[164] - The company's wastewater treatment plants in Lianshui Economic Development Zone and Lianshui Airport Industrial Park processed 3 million tons and 1 million tons of wastewater per day, respectively[166][167] - The Lianshui Economic Development Zone wastewater treatment plant emitted 213.12 tons of COD, 21.57 tons of BOD5, 37.56 tons of SS, 3.77 tons of NH3-N, 1.60 tons of TP, and 60.27 tons of TN in 2023[166] - The Lianshui Airport Industrial Park wastewater treatment plant emitted 19.76 tons of COD, 4.35 tons of BOD5, 8.49 tons of SS, 0.66 tons of NH3-N, 0.42 tons of TP, and 14.68 tons of TN in 2023[167] - The company reduced CO2 emissions by 6460.24 tons through waste heat recovery and other measures[170] - The company's energy-saving measures helped reduce CO2 emissions by 3.8792 million tons across related industries by the end of 2023[171] - The company established a comprehensive internal control system in compliance with regulatory requirements, achieving expected control objectives[162] - The company disclosed its 2023 Internal Control Audit Report on April 27, 2024, with a standard

Revenue and Operating Income - Revenue for the first quarter of 2024 was RMB 2,934,505,223.48, a decrease of 32.68% compared to the same period last year[4] - The decrease in revenue was mainly due to the transfer of the computer business, resulting in changes in the scope of consolidation[6] - Operating income dropped from 4.36 billion RMB to 2.93 billion RMB, a decrease of 32.7%[17] - Operating income for Q1 2024 was 399.76 million, down 54.2% from 873.41 million in Q1 2023[25] - Sales revenue from goods and services was 3,825,101,298.88, down from 4,549,128,915.72 in the same period last year[20] - Sales revenue from goods and services in Q1 2024 was 678,786,809.23, up from 626,095,767.04 in Q1 2023[28] Net Profit and Comprehensive Income - Net profit attributable to shareholders of the listed company was RMB -159,070,393.55, a decrease of 157.55% year-on-year[4] - The decrease in net profit was primarily due to reduced fair value gains from the company's holdings in Tsinghua Unigroup and decreased investment income from equity method investments[6] - Net profit attributable to parent company shareholders decreased from -359.07 million RMB to -517.80 million RMB, a further loss of 44.2%[15] - Net profit for Q1 2024 was 130.68 million, a significant drop from 355.69 million in Q1 2023, representing a 63.3% decrease[25] - Net profit attributable to parent company shareholders was -159,070,393.55, a significant decline compared to 276,390,690.25 in the same period last year[18] - Total comprehensive income attributable to parent company shareholders was 270,936,655.60, slightly higher than 263,290,478.13 in the previous year[19] - Comprehensive income for the period totaled 439,300,350.90, compared to 387,658,149.57 in the previous period[26] Cash Flow and Cash Equivalents - Net cash flow from operating activities was RMB -1,337,989,869.20, with no applicable comparison to the previous year[4] - The company strengthened cash flow management and implemented active collection measures, leading to a significant increase in net cash inflow from main businesses compared to the same period last year[7] - Cash flow from operating activities was -1,337,989,869.20, an improvement from -1,714,930,710.76 in the same period last year[20] - Cash flow from investing activities was 1,229,432,182.92, a significant increase from -123,676,613.06 in the previous year[21] - Cash flow from financing activities was -1,477,152,652.23, a sharp decline compared to 1,611,445,092.97 in the same period last year[21] - Net cash outflow from operating, investing, and financing activities resulted in a net decrease in cash and cash equivalents of -1,589,003,394.49[21] - Operating cash flow for Q1 2024 was -84,550,809.31, an improvement from -378,977,362.58 in Q1 2023[28] - Investment cash flow for Q1 2024 showed a net increase of 1,261,216,849.44, significantly higher than 82,945,081.30 in Q1 2023[28] - Financing cash flow for Q1 2024 was -1,357,068,981.37, compared to 1,088,888,269.93 in Q1 2023[29] - Net cash and cash equivalents decreased by 180,301,777.15 in Q1 2024, compared to an increase of 792,838,953.68 in Q1 2023[29] - Ending cash and cash equivalents balance stood at 720,942,544.86 for Q1 2024, down from 1,567,599,986.39 in Q1 2023[29] - Cash received from other operating activities in Q1 2024 was 61,529,645.52, a significant increase from 17,408,725.76 in Q1 2023[28] - Cash paid for goods and services in Q1 2024 decreased to 649,700,820.35 from 886,150,978.19 in Q1 2023[28] - Cash received from investment activities in Q1 2024 was 1,918,867,344.54, compared to 95,621,129.17 in Q1 2023[28] Assets and Liabilities - Total assets at the end of the reporting period were RMB 50,132,435,656.91, a decrease of 8.99% compared to the end of the previous year[4] - Total assets decreased from 55.08 billion RMB to 50.13 billion RMB, a decline of 9.0%[14] - Total assets decreased from 35.52 billion to 34.07 billion, a decline of 4.1%[22][24] - Total current assets decreased to RMB 25.98 billion from RMB 30.89 billion in the previous quarter[13] - Total current assets decreased from 17.24 billion to 15.69 billion, a decline of 9.0%[22] - Total liabilities decreased from 35.83 billion RMB to 30.81 billion RMB, a reduction of 14.0%[15] - Total liabilities decreased from 19.56 billion to 17.67 billion, a reduction of 9.7%[23] - Short-term borrowings decreased from 8.92 billion RMB to 5.82 billion RMB, a decline of 34.8%[14] - Long-term borrowings increased from 6.33 billion RMB to 7.92 billion RMB, a rise of 25.1%[14] - Long-term loans increased from 4.93 billion to 5.43 billion, a rise of 10.1%[23] - Contract liabilities decreased from 3.06 billion RMB to 3.28 billion RMB, a decline of 6.5%[14] Equity and Shareholder Information - Equity attributable to shareholders of the listed company was RMB 14,536,113,642.61, an increase of 1.88% compared to the end of the previous year[5] - Total equity increased slightly from 19.25 billion RMB to 19.32 billion RMB, a growth of 0.4%[15] - Total equity increased from 15.96 billion to 16.40 billion, a growth of 2.8%[24] - The top shareholder, China Baoyuan Investment Co., Ltd., holds 30.11% of the company's shares, with 386,398,762 shares under restricted sale conditions[8] - China Merchants Bank-Southern CSI 1000 ETF exited as a top 10 shareholder, with a total shareholding of 10.48 million shares (0.31%)[11] - ICBC-E Fund CSI AI ETF increased its shareholding to 8.57 million shares (0.26%) from 6.35 million shares (0.19%)[10] - Zhang Wu holds 34.32 million shares through ordinary accounts and 25.50 million shares through margin accounts[9] - China Nuclear Industry Group holds 8.91 million shares, with its subsidiary China Baoyuan Investment being a related party[9] Non-Recurring Gains and Losses - Non-recurring gains and losses amounted to RMB 487,060,278.38, primarily due to gains from the disposal of non-current assets and government subsidies[5] Investment and Fair Value Changes - Investment income for Q1 2024 was 197.93 million, a substantial increase from 40.71 million in Q1 2023, up 386.2%[25] - Fair value change income for Q1 2024 was 117.74 million, down 78.8% from 555.26 million in Q1 2023[25] - Long-term equity investments increased slightly to RMB 13.45 billion from RMB 13.42 billion[13] R&D and Interest Expenses - R&D expenses decreased from 187.12 million RMB to 162.20 million RMB, a reduction of 13.3%[17] - Interest expenses decreased from 195.82 million RMB to 146.07 million RMB, a reduction of 25.4%[17] Monetary Funds and Inventory - Monetary funds decreased to RMB 5.31 billion from RMB 6.00 billion[13] - Inventory increased to RMB 8.43 billion from RMB 7.72 billion[13] - Accounts receivable decreased to RMB 6.17 billion from RMB 6.50 billion[13] - Fixed assets decreased to RMB 3.03 billion from RMB 3.09 billion[13] Cash Inflows and Outflows - Total cash inflows from operating activities were 3,944,668,640.85, a decrease from 4,752,154,045.44 in the previous year[20] - Total cash outflows from operating activities were 5,282,658,510.05, down from 6,467,084,756.20 in the same period last year[20] - The company's cash and cash equivalents balance at the end of the period was 5,137,166,370.88, down from 6,181,498,520.05 in the previous year[21]

目录 致利益相关方的一封信 04 | 06 | 走进同方 | | | --- | --- | --- | | | 公司简介 | 06 | | | 发展思路 | 07 | | | 企业文化 | 08 | | | 社会认可 | 08 | ESG 管理 ESG 治理 09 09 | ESG 治理 | | | --- | --- | | ESG 议题 | 09 | | 利益相关方管理 | 10 | 上篇 科技引领，同心而向 12 | 硬"核"力量让世界更安全 | 14 | | --- | --- | | 低碳科技打造美好家园 | 16 | | 赋能千行百业数字化转型 | 18 | | 深耕创新沃土孕育无限未来 | 20 | | 展望未来 | 46 | | --- | --- | | 报告说明 | 48 | | 意见反馈 | 49 | 3 2 同方股份 2023 ESG 报告 同方股份 2023 ESG 报告 下篇 实干笃行，方以致远 22 | 稳健同方，完善治理体系 | 24 | | --- | --- | | 低碳同方，守护绿水青山 | 26 | | 创新同方，成就行业领先 | 28 | | 品质同方，匠心锻造标杆 ...

| 股票代码：600100 | 股票简称：同方股份 | | | 公告编号：临 | 2024-013 | | --- | --- | --- | --- | --- | --- | | 债券代码：253351 | 债券简称：23 | 同方 | K1 | | | | 债券代码：253464 | 债券简称：23 | 同方 | K2 | | | | 债券代码：253674 | 债券简称：24 | 同方 | K1 | | | 同方股份有限公司 第九届董事会第十一次会议决议公告 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。 同方股份有限公司（以下简称"公司"）于 2024 年 4 月 15 日以邮件方式发出了关于 召开第九届董事会第十一次会议（以下简称"本次会议"）的通知，本次会议于 2024 年 4 月 25 日以现场会议的方式召开。应出席本次会议的董事为 7 名，实际出席会议的董事 7 名。 会议的召开符合《公司法》和《公司章程》的规定。会议审议通过了以下议案： 一、审议通过了《公司 2023 年年度报告及摘要》 本议案已经公司董事 ...

同方股份有限公司 独立董事 2023 年年度述职报告 （王化成） 根据中国证券监督管理委员会《上市公司独立董事管理办法》、《上海证券交易所 股票上市规则》和《公司章程》的有关规定，本人作为同方股份有限公司（以下简称"公 司"）现任独立董事，就2023年工作情况报告如下： 一、独立董事的基本情况 （一）个人工作履历、专业背景以及兼职情况 作为公司的独立董事，本人拥有丰富的担任独立董事的经验以及累积了在会计学领 域从业多年的专业经验。本人个人工作履历、专业背景以及兼职情况如下： 王化成先生，博士，教授，毕业于中国人民大学。2020年2月24日至今，任公司第八 届、第九届董事会独立董事之职。现任中国人民大学商学院教授、博士研究生导师。曾 任中国人民大学商学院副院长,曾先后获教育部高校青年教师奖、国家级优秀教学成果 奖等诸多奖项。主要从事财务、会计等方面的教学、科研和咨询工作。曾任中国外运、 华泰证券、云南白药、中盐集团、易方达基金、华夏银行、长城证券等多家公司独立董 事或外部董事，现兼任万华化学、中信银行独立董事。 （二）独立性情况说明 作为独立董事，本人没有在公司担任除独立董事以外的其他任何职务，没有从公司 及其 ...

网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自 2024 年 5 月 17 日 至 2024 年 5 月 17 日 | 证券代码：600100 | 证券简称：同方股份 | | | 公告编号：临 | 2024-021 | | --- | --- | --- | --- | --- | --- | | 债券代码：253351 | 债券简称：23 | 同方 | K1 | | | | 债券代码：253464 | 债券简称：23 | 同方 | K2 | | | | 债券代码：253674 | 债券简称：24 | 同方 | K1 | | | 同方股份有限公司 关于召开 2023 年年度股东大会的通知 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。 重要内容提示： 一、 召开会议的基本情况 (一) 股东大会类型和届次 2023 年年度股东大会 召开的日期时间：2024 年 5 月 17 日 13 点 30 分 召开地点：北京市海淀区王庄路 1 号清华同方科技大厦会议室 (五) 网络投票的系统、起止日期和投票时间。 采 ...

同方股份有限公司董事会 关于独立董事独立性自查情况的专项报告 根据《上市公司独立董事管理办法》、《上海证券交易所股票上市规则》、《上海 证券交易所上市公司自律监管指引第1号--规范运作》等相关法律法规的要求，同方股 份有限公司（以下简称"公司"）董事会就公司在任独立董事王化成、侯志勤、孙汉虹 的独立性情况进行评估并出具如下专项意见： 经核查独立董事王化成、侯志勤、孙汉虹的任职经历以及签署的相关自查文件，上 述人员未在公司担任除独立董事以外的任何职务，也未在公司主要股东公司担任任何职 务，与公司以及主要股东之间不存在利害关系或其他可能妨碍其进行独立客观判断的关 系，不存在影响独立董事独立性的情况，符合《上市公司独立董事管理办法》、《上海 证券交易所上市公司自律监管指引第1号--规范运作》中对独立董事独立性的相关要求。 1 （本页无正文，为《同方股份有限公司董事会关于独立董事独立性自查情况的专项报告》 之签章页） 同方股份有限公司董事会 2024 年 4 月 25 日 2 同方股份有限公司董事会 2024年4月25日 ...

| 证券代码：600100 | 证券简称：同方股份 | | | 公告编号：临 | 2024-014 | | --- | --- | --- | --- | --- | --- | | 债券代码：253351 | 债券简称：23 | 同方 | K1 | | | | 债券代码：253464 | 债券简称：23 | 同方 | K2 | | | | 债券代码：253674 | 债券简称：24 | 同方 | K1 | | | 同方股份有限公司 第九届监事会第五次会议决议公告 本公司监事会及全体监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。 同方股份有限公司（以下简称"公司"）于 2024 年 4 月 15 日以邮件方式发出了关于 召开第九届监事会第五次会议（以下简称"本次会议"）的通知，本次会议于 2024 年 4 月 25 日以现场会议的方式召开。应出席本次会议的监事为 3 名，实际出席会议的监事 3 名。 会议的召开符合《公司法》和《公司章程》的规定。会议审议通过了以下议案： 一、审议通过了《公司 2023 年年度报告及摘要》 监事会对董事会编制的公 ...