Core Viewpoint - The company is currently involved in a significant legal dispute with Hunan Hengsheng Pharmaceutical Co., Ltd, with the case now in the second instance of litigation, having been filed but not yet heard in court [2][5]. Summary by Sections Litigation Status - The case is in the second instance, which has been filed but not yet heard in court [2]. - The company is both the appellant and the appellee in this case, having been the defendant in the first instance and now filing a counterclaim [2]. Financial Implications - The amount involved in the original lawsuit is 20,000,000.00 yuan, while the counterclaim amounts to 7,407,283.51 yuan, and the first-instance judgment awarded 2,403,230.253 yuan [2]. - The company has fully provisioned for bad debts related to accounts receivable and contract assets from Hengsheng Pharmaceutical, indicating that the lawsuit will not negatively impact the company's current or future profits [2][7]. Legal Actions Taken - The company has filed an appeal against the first-instance judgment, seeking to overturn specific parts of the ruling and requesting that the court dismiss the plaintiff's claims while supporting the company's counterclaims [5]. - Hengsheng Pharmaceutical has also filed an appeal, requesting the enforcement of a technical development contract and seeking to amend the compensation awarded in the first-instance judgment [6][7].

Group 1 - Central Plaza received a warning letter from Jiangsu Securities Regulatory Commission due to failure to timely disclose significant litigation progress and accounting treatment, affecting the accuracy of the 2025 semi-annual report [4] - Jiaron Technology announced a stock suspension as it plans a major asset restructuring through share issuance and fundraising, with the suspension expected to last no more than 10 trading days [5] - Maiwei Co. is undergoing a debt restructuring involving accounts receivable totaling 371 million yuan, with an estimated loss of 85.465 million yuan, aimed at accelerating cash flow recovery and reducing receivables risk [6] Group 2 - New World plans to use up to 850 million yuan of idle fundraising to purchase financial products or deposits, having previously used 575 million yuan for similar purposes [7] - Huyou Pharmaceutical's HYP-6589 tablet clinical trial application for treating advanced non-small cell lung cancer has been accepted by the National Medical Products Administration [8] - Sunshine Nuohuo's lawsuit against Hengsheng Pharmaceutical has entered the second instance, with the original claim amounting to 20 million yuan and a counterclaim of 740.73 thousand yuan [9] Group 3 - Guolian Aquatic received a warning letter from Guangdong Securities Regulatory Commission for non-operating fund occupation by its controlling shareholder, with a total borrowing of 7.8 million yuan [10] - Renfu Pharmaceutical's application for the marketing authorization of Dexmethylphenidate capsules has been accepted, targeting ADHD treatment [11] - Jindi Co. signed a strategic cooperation letter with Dongpei Co. to explore collaboration on humanoid robot harmonic reducer assemblies [12] Group 4 - Yuyuan Co. repurchased 1 million A-shares for a total payment of approximately 5.386 million yuan, as part of a broader repurchase plan of 200-300 million yuan [13] - Yuheng Pharmaceutical's executives increased their holdings by 1.12% through a judicial auction, acquiring 25 million shares [14] - Zhonghuan Co. shareholders plan to reduce their holdings by 1.02% and 0.24% respectively, citing personal funding needs [15] Group 5 - Huibo Co. won a contract for the Iraq NaftKhana oilfield restoration project worth approximately 1.596 billion yuan, expected to significantly impact 2026-2027 performance [17] - Dajin Heavy Industry's subsidiary signed a contract for a European offshore wind farm project valued at approximately 1.339 billion yuan, representing 35.41% of the company's 2024 audited revenue [18]

Regulatory Actions - Haosai is under investigation by the China Securities Regulatory Commission for suspected violations of information disclosure, but the company states that its operations remain normal and the investigation will not significantly impact management [2] - Central Plaza and its executives received a warning letter from the Jiangsu Securities Regulatory Bureau for failing to timely disclose significant litigation progress, which led to inaccurate financial reporting [3] - Guolian Aquatic received a warning letter from the Guangdong Securities Regulatory Bureau for non-operating fund occupation by its controlling shareholder, which was not disclosed in a timely manner [9] Corporate Actions - Jiarong Technology is planning a major asset restructuring and has suspended trading of its shares, expected to last no more than 10 trading days [4] - Maiwei Co. announced a debt restructuring totaling 371 million yuan, with an expected loss of 85.465 million yuan, aimed at improving cash flow and reducing receivables risk [5] - New World plans to use up to 850 million yuan of idle fundraising to purchase financial products or deposits, with a total of 575 million yuan already invested in such products [6] Legal Matters - Sunshine Nuohuo's lawsuit against Hengsheng Pharmaceutical has entered the second instance, with the original claim amounting to 20 million yuan and a counterclaim of 7.4073 million yuan [8] Product Development - Huyou Pharmaceutical's HYP-6589 tablet has received acceptance for clinical trial applications for treating advanced non-small cell lung cancer [7] - Renfu Pharmaceutical's application for the marketing license of a new ADHD treatment has been accepted, with no similar products currently available in the domestic market [10] Strategic Partnerships - Jindi Co. signed a strategic cooperation letter of intent with Dongpei Co. to explore collaboration on humanoid robot harmonic reducer assemblies and key components [11] Share Buybacks and Holdings - Yuyuan Co. has repurchased 1 million A-shares for a total of approximately 5.3864 million yuan as part of a buyback plan [12] - Yuheng Pharmaceutical's executives increased their holdings by 1.12%, acquiring a total of 25 million shares [13] Major Contracts - Huayou Huibo has been awarded a contract worth 225 million USD for the Iraq NaftKhana oilfield project, which is expected to significantly impact future earnings [16] - Dajin Heavy Industry's subsidiary signed a contract worth approximately 1.339 billion yuan for a European offshore wind farm project, representing 35.41% of the company's expected annual revenue [17]

Market Overview - The medical services sector experienced a decline of 2.71% on November 21, with Baihua Pharmaceutical leading the drop [1] - The Shanghai Composite Index closed at 3834.89, down 2.45%, while the Shenzhen Component Index closed at 12538.07, down 3.41% [1] Stock Performance - Notable gainers included Yangguang Nuohua, which rose by 4.47% to a closing price of 61.21, with a trading volume of 86,300 shares and a transaction value of 530 million [1] - Baihua Pharmaceutical saw a significant decline of 9.67%, closing at 9.06, with a trading volume of 292,400 shares and a transaction value of 275 million [2] - Other notable decliners included Chengda Pharmaceutical (-9.58%), Berry Genomics (-8.67%), and Guangzheng Eye Hospital (-7.26%) [2] Capital Flow - The medical services sector experienced a net outflow of 1.325 billion in institutional funds, while retail investors saw a net inflow of 1.332 billion [2] - The table of capital flow indicates that major stocks like Yangguang Nuohua had a net inflow of 10.986 million from institutional investors, while retail investors had a net inflow of 1.374 million [3]

证券代码：688621 证券简称：阳光诺和 公告编号：2025-103 北京阳光诺和药物研究股份有限公司 关于公司诉讼事项的进展公告 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、准确性和完整性依法承担法律责任。 重要内容提示： 为切实维护公司和股东的利益，针对上述一审判决结果，公司向湖南省高级 人民法院提交《民事上诉状》，上诉状的主要内容如下： （1）依法撤销一审判决第一项、第二项、第四项，改判驳回被上诉人的全 部诉讼请求、支持上诉人的全部反诉请求；或将本案发回一审法院重审； 案件所处的诉讼阶段：二审已立案，尚未开庭 上市公司所处的当事人地位：上诉人及被上诉人（一审被告及反诉原告） 涉案金额：原起诉状中涉案金额为 20,000,000.00 元；反诉金额为 7,407,283.51 元；一审判决金额为 2,403,230.253 元。 是否会对上市公司损益产生负面影响：公司根据审慎性原则按照会计准 则已对恒生制药应收账款和合同资产全额计提了坏账准备，因此该诉讼事项对公 司当期及期后利润不会构成负面影响。截至本公告日，本次诉讼二审尚未开庭审 理，最终执行 ...

Core Viewpoint - The lawsuit between Sunshine Nuohong and Hengsheng Pharmaceutical has been filed for a second trial, with the company as both the appellant and the appellee, involving a total claim amount of 20 million yuan and a counterclaim of 740.73 thousand yuan [1] Summary by Relevant Sections - **Lawsuit Details** - The original claim amount in the lawsuit is 20 million yuan, while the counterclaim is 740.73 thousand yuan [1] - The first-instance judgment awarded 240.32 thousand yuan [1] - **Financial Impact** - The company has fully provided for bad debts related to accounts receivable and contract assets from Hengsheng Pharmaceutical, indicating no negative impact on current or future profits from the lawsuit [1] - **Uncertainty of Outcome** - The outcome of the second trial remains uncertain, and the specific impact will depend on the execution of the effective judgment [1]

Group 1 - Kanglongda's shareholder plans to reduce holdings by up to 3% of the company's shares, totaling no more than 4.83 million shares [1] - The company specializes in the research, production, and sales of special and ordinary labor protection gloves [1] Group 2 - Haizheng Pharmaceutical's subsidiary plans to collaborate with East China Institute on a biological method for synthesizing heparin, with a project contract amount not exceeding 120 million yuan [2] - The company focuses on the research, production, and sales of chemical raw materials and formulations [3] Group 3 - Tianyin Holdings received approval from the China Securities Regulatory Commission for a stock issuance to specific investors [4] - The company is engaged in the sales of smart terminals, e-commerce, lottery, mobile resale, and mobile internet businesses [4] Group 4 - Shanghai Yashi plans to use up to 200 million yuan of temporarily idle raised funds for cash management in high-security, liquid deposit products [5] - The company specializes in supply chain logistics and execution trade [6] Group 5 - Parker New Materials intends to use 130 million yuan of idle raised funds to purchase structured deposits with expected annual yields between 0.59% and 2.9001% [7] - The company focuses on the research, production, and sales of various types of ring forgings, free forgings, and die forgings [7] Group 6 - Huayang New Materials appointed Jing Hongsheng as the new general manager [8] Group 7 - Liyuan Technology's shareholder plans to reduce holdings by up to 2.03% of the company's shares, totaling no more than 3.04 million shares [9] - The company specializes in the research, design, and integration of environmental water treatment systems and hydrogen fuel cell engine systems [9] Group 8 - Shengnuo Biopharmaceutical's subsidiary received approval for the listing application of Visepegenatide raw materials, a GLP-1 receptor agonist for treating type 2 diabetes and obesity [10][11] - The company focuses on the research, production, and sales of peptide raw materials and formulations [10] Group 9 - Puluo Pharmaceutical plans to repurchase shares worth between 180 million and 360 million yuan, with a maximum price of 23 yuan per share [12] - The company specializes in the research, production, and sales of raw material intermediates and innovative drugs [12] Group 10 - Dongfang Electric's subsidiary plans to establish a joint venture with Anhui Waneng Energy, with a registered capital of approximately 1.857 billion yuan [13] - The company is involved in the development, design, manufacturing, and sales of advanced power generation equipment [13] Group 11 - Hefei China announced that its stock will resume trading on November 20 after completing a review of abnormal trading fluctuations [14] - The company focuses on international trade and after-sales services related to in vitro diagnostic medical devices [14] Group 12 - Dafeng Industrial won a bid for the stage equipment project of the Shenzhen International Performing Arts Center, with a contract amount of 165 million yuan [15] - The company specializes in cultural sports equipment, digital art technology, and operation services [15] Group 13 - Baiyunshan's subsidiary received a drug registration certificate for An Gong Niu Huang Wan in Vietnam [16] - The company is engaged in the research, manufacturing, and sales of traditional Chinese and Western medicines [16] Group 14 - Neusoft Group received a notification to supply intelligent cockpit domain controllers for multiple models from a well-known domestic automobile manufacturer, with an estimated total amount of about 4.2 billion yuan [17] - The company focuses on providing industry solutions and software products [17] Group 15 - Huayu Pharmaceutical's product received overseas marketing approval [18] - The company specializes in the research, production, and sales of innovative and high-quality generic drugs in the oncology field [18] Group 16 - Yao Pi Glass received approval from the CSRC for its stock issuance to specific investors [19] - The company specializes in the production and sales of float glass and processed glass [19] Group 17 - Guangyu Yuan's vice president Wang Junbo resigned due to work adjustments [20] - The company focuses on the production and sales of traditional Chinese medicine products [20] Group 18 - Biyi Co. received approval from the CSRC for its stock issuance to specific investors [21] - The company specializes in the design, manufacturing, and sales of smart small household appliances [21] Group 19 - Sunshine Nuohe's application for acquiring 100% equity of Jiangsu Langyan Life Science Technology Co., Ltd. through share issuance and convertible bonds has been accepted by the Shanghai Stock Exchange [22] - The company provides comprehensive drug research and development services for domestic pharmaceutical enterprises and research institutions [22] Group 20 - Longxin General plans to increase capital in its wholly-owned subsidiary by no more than 1.65 billion yuan [23] - The company specializes in the research, production, and sales of motorcycles and engines [23] Group 21 - Jiekang Equipment received a corrective order from the Tianjin Securities Regulatory Bureau due to internal control deficiencies [24] - The company specializes in the research, production, and sales of nuclear biochemical safety equipment [24] Group 22 - Wantong Technology plans to raise no more than 920 million yuan through a private placement to supplement working capital [25] - The company focuses on information technology services for highways and ports [25] Group 23 - Dongshan Precision has submitted an application for H-share listing to the Hong Kong Stock Exchange [26] - The company specializes in the research, production, and sales of electronic circuit products and precision components [26] Group 24 - Yonghe Intelligent Control plans to publicly transfer 100% equity of its wholly-owned subsidiary Kunming Medical Oncology Hospital [27] - The company specializes in water and heating valve fittings, tumor precision radiation therapy, and photovoltaic battery businesses [27] Group 25 - Aok Shares signed a strategic cooperation framework agreement with Suzhou Qitian New Materials Co., Ltd. [28] - The company focuses on the research and production of high-end new materials derived from ethylene oxide and ethylene [28] Group 26 - Hongquan Technology's shareholder plans to reduce holdings by up to 3% of the company's shares, totaling no more than 299,440 shares [29] - The company specializes in the research, production, and sales of intelligent connected products and software platform development [29] Group 27 - Shilong Industrial's controlling shareholder plans to reduce holdings by up to 3% of the company's shares, totaling no more than 7.2 million shares [30] - The company specializes in the research, production, and sales of chemical products [30] Group 28 - Tangrenshen decided to terminate the investment in the "Dongchong Phase III Pig Breeding Base Construction Project," reallocating the remaining funds of 78.9587 million yuan to supplement working capital [31] - The company specializes in the research, production, and sales of feed, pigs, meat products, and animal health products [31] Group 29 - Gaode Infrared's actual controller plans to reduce holdings by up to 3% of the company's shares, totaling no more than 12.8 million shares [32] - The company specializes in infrared focal plane detector chips and infrared thermal imaging systems [32] Group 30 - Kangyuan Pharmaceutical's actual controller recently increased holdings by 20,000 shares [33] - The company specializes in the research, production, and sales of pharmaceuticals [33] Group 31 - Haida Group plans to repurchase shares worth between 1 billion and 1.6 billion yuan, with a maximum price of 62.00 yuan per share [34] - The company provides overall solutions for animal husbandry [34] Group 32 - Qizhong Technology's 850 million yuan convertible bonds have been approved for listing [35] - The company specializes in advanced packaging and testing of integrated circuits [35] Group 33 - Dingyang Technology launched the new SNA5000B series vector network analyzer [36] - The company specializes in the research, production, and sales of general electronic testing and measuring instruments [36] Group 34 - Airo Energy plans to distribute a cash dividend of 0.9375 yuan per share to all shareholders [37] - The company specializes in photovoltaic energy storage systems and products [37] Group 35 - Hechuan Technology's actual controller and some directors plan to reduce holdings by up to 6% of the company's shares [38] - The company specializes in the research, production, and sales of industrial automation products [38] Group 36 - China First Heavy Industries' chairman was arrested for suspected bribery [39] - The company specializes in heavy machinery manufacturing for various industries [39] Group 37 - Lianhuan Pharmaceutical plans to invest 15 million yuan in joint research with Nanjing University for anti-thrombotic small nucleic acid drugs [40] - The company specializes in the manufacturing and sales of chemical raw materials [40] Group 38 - Anxu Biotech's shareholder plans to reduce holdings by up to 0.94% of the company's shares, totaling no more than 120,000 shares [41] - The company specializes in the research, production, and sales of POCT reagents and instruments [41] Group 39 - Yaxiang Integration's shareholder reduced holdings by 130,000 shares [42] - The company specializes in providing cleanroom engineering and related services for high-tech electronic industries [42] Group 40 - Zhongwen Media plans to use up to 9.5 billion yuan of idle funds to purchase financial products [43] - The company specializes in traditional publishing and various new media businesses [43]

（编辑 楚丽君） 证券日报网讯 11月19日晚间，阳光诺和发布公告称，北京阳光诺和药物研究股份有限公司（以下简 称"公司"）拟通过发行股份及支付可转换公司债券购买江苏朗研生命科技控股有限公司100%股权，并 向不超过35名特定投资者发行股份募集配套资金（以下简称"本次交易"）。公司于2025年11月18日收到 上海证券交易所（以下简称"上交所"）出具的《关于受理北京阳光诺和药物研究股份有限公司发行股份 购买资产并募集配套资金申请的通知》（上证科审（并购重组）〔2025〕34号）。上交所依据相关规定 对公司报送的发行股份购买资产并募集配套资金的申请文件进行了核对，认为该项申请文件齐备，符合 法定形式，决定予以受理并依法进行审核。 ...

国联民生证券承销保荐有限公司 关于 北京阳光诺和药物研究股份有限公司 发行股份及可转换公司债券购买资产并募集配 套资金暨关联交易 之 独立财务顾问报告 独立财务顾问 二〇二五年十一月 国联民生证券承销保荐有限公司 独立财务顾问报告 声明与承诺 国联民生证券承销保荐有限公司接受北京阳光诺和药物研究股份有限公司 的委托，担任北京阳光诺和药物研究股份有限公司本次发行股份及可转换公司 债券购买资产并募集配套资金暨关联交易事宜的独立财务顾问，就该事项向北 京阳光诺和药物研究股份有限公司全体股东提供独立意见，并制作《国联民生 证券承销保荐有限公司关于北京阳光诺和药物研究股份有限公司发行股份及可 转换公司债券购买资产并募集配套资金暨关联交易之独立财务顾问报告》。 本独立财务顾问报告是依据《中华人民共和国公司法》《中华人民共和国证 券法》《上市公司重大资产重组管理办法》《上市公司并购重组财务顾问业务管 理办法》《公开发行证券的公司信息披露内容与格式准则第 26 号——上市公司 重大资产重组》《上市公司监管指引第 9 号——上市公司筹划和实施重大资产重 组的监管要求》和《上海证券交易所上市公司重大资产重组审核规则》等法律 法规 ...

北京市天元律师事务所 关于北京阳光诺和药物研究股份有限公司 发行股份及可转换公司债券购买资产 并募集配套资金暨关联交易的 法律意见 北京市天元律师事务所 北京市西城区金融大街 35 号国际企业大厦 A 座 509 单元 邮编：100033 | 目录 | | --- | | 释义 2 | | --- | | 正文 8 | | 一、 本次交易方案 8 | | 二、 本次交易各方的主体资格 33 | | 三、 本次交易的批准和授权 67 | | 四、 本次交易涉及的重大协议 70 | | 五、 本次交易的标的资产 71 | | 六、 本次交易涉及的债权债务处理及职工安置 152 | | 七、 关联交易及同业竞争 152 | | 八、 本次交易的实质条件 168 | | 九、 本次交易的信息披露 181 | | 十、 本次交易的证券服务机构 182 | | 十一、 相关方买卖股票情况 182 | 释义 本法律意见中提到的下列简称和术语，除非根据上下文另有解释外，其含义 如下： | 阳光诺和、公司、 | 指 | 北京阳光诺和药物研究股份有限公司，系由北京阳光诺 | | --- | --- | --- | | 上市公司 ...