股票代码：600575 股票简称：淮河能源 上市地点：上海证券交易所 淮河能源（集团）股份有限公司 发行股份及支付现金购买资产 暨关联交易报告书（草案） （修订稿） | 交易类型 | 交易对方 | | --- | --- | | 发行股份及支付现金购买资产 | 淮南矿业 | 独立财务顾问 二〇二五年九月 淮河能源（集团）股份有限公司发行股份及支付现金购买资产暨关联交易报告书（草案） 上市公司声明 本公司及全体董事、监事、高级管理人员保证本报告书及其摘要内容的真 实、准确、完整，不存在虚假记载、误导性陈述或重大遗漏，并对其真实性、 准确性和完整性承担相应的法律责任。 交易对方承诺向参与本次交易的各中介机构所提供的资料均为真实、准确、 完整的原始书面资料或副本资料，资料副本或复印件与其原始资料或原件一致； 所有文件的签名、印章均是真实的，不存在任何虚假记载、误导性陈述或者重 大遗漏。如本次重组因涉嫌本公司提供或者披露的信息存在虚假记载、误导性 陈述或者重大遗漏，被司法机关立案侦查或者被中国证券监督管理委员会立案 调查的，在案件调查结论明确之前，本公司将暂停转让在上市公司拥有权益的 股份，并于收到立案稽查通知的两个 ...

股票代码：600575 股票简称：淮河能源 上市地点：上海证券交易所 淮河能源（集团）股份有限公司 发行股份及支付现金购买资产 暨关联交易报告书（草案）摘要 （修订稿） | 交易类型 | 交易对方 | | --- | --- | | 发行股份及支付现金购买资产 | 淮南矿业 | 独立财务顾问 二〇二五年九月 淮河能源（集团）股份有限公司发行股份及支付现金购买资产暨关联交易报告书（草案）摘要 上市公司声明 本公司及全体董事、监事、高级管理人员保证重组报告书及本摘要内容的 真实、准确、完整，不存在虚假记载、误导性陈述或重大遗漏，并对其真实性、 准确性和完整性承担相应的法律责任。 本公司控股股东及全体董事、监事、高级管理人员承诺：如本次交易所披 露或提供的信息涉嫌虚假记载、误导性陈述或者重大遗漏，被司法机关立案侦 查或者被中国证监会立案调查的，在形成调查结论以前，不转让在上市公司拥 有权益的股份，并于收到立案稽查通知的两个交易日内将暂停转让的书面申请 和股票账户提交上市公司董事会，由董事会代其向证券交易所和证券登记结算 机构申请锁定；未在两个交易日内提交锁定申请的，授权董事会核实后直接向 证券交易所和证券登记结算机 ...

Core Insights - Huaihe Energy's stock price decreased by 0.59% on September 10, with a trading volume of 62.68 million yuan [1] - The company reported a financing buy-in of 10.75 million yuan and a financing repayment of 10.91 million yuan on the same day, resulting in a net financing buy of -0.1546 million yuan [1] - As of September 10, the total margin balance for Huaihe Energy was 379 million yuan, with a financing balance of 378 million yuan, accounting for 2.87% of the circulating market value [1] Financing and Margin Data - On September 10, Huaihe Energy had a financing buy-in of 10.75 million yuan, with a current financing balance of 378 million yuan, which is above the 70th percentile level over the past year [1] - The company repaid 200 shares of margin loans and sold 3,300 shares, with a selling amount of 11,200 yuan calculated at the closing price [1] - The margin balance was 1.7642 million yuan, exceeding the 60th percentile level over the past year [1] Business Overview - Huaihe Energy, established on November 29, 2000, and listed on March 28, 2003, is located in Huainan City, Anhui Province [1] - The company's main business segments include railway transportation (2.57%), coal trading (6.24%), power generation (22.27%), and electricity sales (22.27%), with logistics trading contributing 68.36% to the main business revenue [1] Financial Performance - For the first half of 2025, Huaihe Energy reported an operating income of 13.737 billion yuan, a year-on-year decrease of 13.18%, and a net profit attributable to shareholders of 448 million yuan, down 22.15% year-on-year [2] - The company has distributed a total of 1.099 billion yuan in dividends since its A-share listing, with 466 million yuan distributed in the last three years [3] Shareholder Structure - As of August 31, Huaihe Energy had 68,600 shareholders, with an average of 56,641 circulating shares per shareholder [2] - Notable shareholders include Wanjia Selected A (519185) as the fourth largest shareholder with 19.2791 million shares, and Hong Kong Central Clearing Limited as the fifth largest with 14.885 million shares, which decreased by 1.561 million shares compared to the previous period [3]

淮河能源（集团）股份有限公司 2025 年第二次临时股东大会材料 淮河能源（集团）股份有限公司 600575 2025 年第二次临时股东大会材料 二〇二五年九月十六日 1 淮河能源（集团）股份有限公司 2025 年第二次临时股东大会材料 淮河能源（集团）股份有限公司 2025 年第二次临时股东大会会议议题 1.审议《关于取消监事会并修订<公司章程>的议案》 2.审议《关于修订部分公司治理制度的议案》 2 淮河能源（集团）股份有限公司 2025 年第二次临时股东大会材料 议题一： 关于取消监事会并修订《公司章程》的议案 各位股东： 为进一步完善公司治理结构，推动公司规范运作，根据 2024 年 7 月 1 日起实施的 《中华人民共和国公司法》（以下简称"《公司法》"）以及中国证监会《关于新<公司法> 配套制度规则实施相关过渡期安排》《上市公司章程指引（2025 年修订）》等相关法律法 规、规章及其他规范性文件的规定，结合公司的实际情况，公司拟取消监事会与监事的 设置，由董事会审计委员会行使《公司法》规定的监事会的职权，并相应修订《公司章 程》有关条款内容；同时，公司《监事会议事规则》等监事会相关制度相应废止（具 ...

Core Viewpoint - Anhui Huaihe Energy has established a new virtual power plant technology company with a registered capital of 20 million yuan, focusing on big data services and industrial internet data services [1] Company Summary - The newly formed company is fully owned by Huaihe Energy [1] - The business scope includes data processing services and data storage support services [1]

Group 1 - A total of 59 institutions conducted 1,678 "buy" ratings covering 929 stocks from September 1 to September 5 [1] - Among the stocks rated "buy," 89 saw a decrease in shareholder accounts compared to the end of Q2, with 41 stocks experiencing a decline of over 10% [1] - The 41 stocks with significant concentration of shares had an average increase of over 20% year-to-date, with 6 stocks, including Aosaikang and Tengya Precision, rising over 50% [1] Group 2 - 15 stocks underperformed the Shanghai Composite Index, which had a year-to-date increase of 13.75%, with 8 stocks, including Zhejiang Dingli, Huaihe Energy, and Huaibei Mining, experiencing a decline in stock price [1][2] - Specific companies such as Zhejiang Dingli and Huaihe Energy reported significant drops in net profit, with declines of 17.96% and 14.36% respectively [2] - The coal industry showed notable underperformance, with companies like Huaihe Energy and Huaibei Mining reporting net profit decreases of 22.15% and 64.85% respectively [2]

Group 1 - The company primarily engages in thermal power generation, electricity sales, railway transportation, and coal blending businesses, and does not involve in artificial intelligence-related activities [1]

Core Viewpoint - The successful grid connection of the first unit of the 2*660MW ultra-supercritical coal-fired project at Xieqiao Power Plant, constructed by China Energy Construction Anhui Electric Power Construction Company, marks a significant milestone in enhancing regional power supply and supporting economic development in the Yangtze River Delta region [2][3]. Group 1: Project Details - The Xieqiao Power Plant project is located in the northern part of Xieqiao Mine, Yingshang County, Fuyang City, Anhui Province [3]. - The project is included in the action plan of the Yangtze River Delta regional integration development strategy [3]. Group 2: Economic Impact - Upon completion, the project is expected to generate approximately 6.6 billion kilowatt-hours of electricity annually [3]. - The project aims to alleviate regional power supply pressure and enhance the economic efficiency and reliability of the power grid [3]. - It will provide essential energy support for the high-quality economic and social development of Anhui Province and the broader Yangtze River Delta region [3].

Core Viewpoint - Huaihe Energy (600575) reported disappointing financial results for the first half of 2025, with significant declines in revenue and net profit compared to the previous year [1][3]. Financial Performance Summary - Total revenue for the first half of 2025 was 13.737 billion yuan, a decrease of 13.18% year-on-year [1]. - Net profit attributable to shareholders was 448 million yuan, down 22.15% year-on-year [1]. - In Q2 2025, total revenue was 6.541 billion yuan, a decline of 23.11% year-on-year, and net profit was 182 million yuan, down 31.53% year-on-year [1]. - Gross margin was 6.8%, a decrease of 7.15% year-on-year, while net margin was 3.49%, down 14.47% year-on-year [1]. - Total accounts receivable reached 1.424 billion yuan, an increase of 12.90% year-on-year, with accounts receivable accounting for 165.98% of net profit [1][4]. Cost and Expense Analysis - Operating costs decreased by 12.68% due to falling trade coal prices [3]. - Sales expenses increased by 8.27% due to higher coal trade volumes [3]. - Management expenses decreased by 13.34% due to adjustments in agency service fee accounting [3]. - Financial expenses decreased by 17.19% due to lower loan interest rates [3]. - R&D expenses decreased by 23.0% due to reduced investment in research [3]. Cash Flow and Investment Insights - Net cash flow from operating activities decreased by 41.9%, attributed to reduced cash inflows from coal trade [3]. - Net cash flow from investing activities decreased by 108.31% due to the purchase of a 10.7% stake in an electric power group [3]. - Net cash flow from financing activities increased by 64.51% due to cash dividends paid in the previous period [3]. Historical Performance and Future Outlook - The company's return on invested capital (ROIC) was 5.93%, indicating average capital returns [4]. - The historical median ROIC over the past decade was 4.95%, with the worst year being 2022 at 4.05% [4]. - Analysts expect the company's performance in 2025 to reach 866 million yuan, with an average earnings per share of 0.22 yuan [4].

Core Points - The company has released its 2025 semi-annual report, which has not been audited [3] - The board of directors and the supervisory board have confirmed the authenticity and completeness of the report [1][5] - The supervisory board has approved the semi-annual report and its summary [5][6] Company Overview - The company is named Huaihe Energy Group Co., Ltd., with the stock code 600575 [5] - The company aims to improve its governance structure by canceling the supervisory board and transferring its responsibilities to the audit committee of the board of directors [11][12] Important Resolutions - The supervisory board meeting on August 29, 2025, approved the semi-annual report and the proposal to cancel the supervisory board [5][7] - The decision to cancel the supervisory board is in accordance with the new Company Law effective from July 1, 2024, and related regulations [11][12] - The company will revise its articles of association to reflect the cancellation of the supervisory board and the new governance structure [11][13]