证券代码：300035 证券简称：中科电气 公告编号：2025-039 湖南中科电气股份有限公司 2025 年第二次临时股东会决议公告 特别提示： 1、本次股东会无增加、变更、否决提案的情形； 2、本次股东会无涉及变更前次股东会决议的情形。 一、会议召开和出席情况 湖南中科电气股份有限公司（以下简称"公司"）2025 年第二次临时股东会于 2025 年 6 月 20 日（星期五）下午 2：30，在湖南省长沙市岳麓区梅溪湖街道泉水路 32 号亿 达中建智慧科技园 3 栋五楼会议室以现场投票和网络投票相结合的方式召开。本次股东 会由公司董事会召集，董事长余新女士主持，公司部分董事、高级管理人员及见证律师 等相关人士出席了本次会议。会议的召集、召开与表决程序符合《公司法》和《公司章 程》的规定。 本公司及董事会全体成员保证公告内容真实、准确、完整，没有虚假记载、误导性 陈述或重大遗漏。 出席现场会议及参加网络投票的股东、股东代表及股东代理人共 594 人，代表 596 名股东，代表公司有表决权的股份数为 165,409,937 股，占公司有表决权股份总数的 24.1324％。其中：出席现场会议的股东及股东代理人 3 ...

北京市朝阳区建外大街丁 12 号英皇集团中心 8、9、11 层 8/9/11/F, Emperor Group Centre, No.12D, Jianwai Avenue, Chaoyang District, Beijing, 100022, P.R.China 电话/Tel.:010-50867666 传真/Fax:010-56916450 网址/Website:www.kangdalawyers.com 北京 西安 深圳 海口 上海 广州 杭州 沈阳 南京 天津 菏泽 成都 苏州 呼和浩特 香港 武汉 郑州 长沙 厦门 重庆 合肥 宁波 济南 北京市康达律师事务所 关于湖南中科电气股份有限公司 2025 年第二次临时股东会的法律意见书 康达股会字【2025】第 0292 号 致：湖南中科电气股份有限公司 根据《中华人民共和国公司法》（以下简称"《公司法》"）、《上市公司股东 会规则》（以下简称"《规则》"）、《深圳证券交易所上市公司股东会网络投票实 施细则（2025 年修订）》（以下简称"《实施细则》"）、《湖南中科电气股份有限 公司章程》（以下简称"《公司章程》"）及湖南中科电气股份有限公司（以下简 ...

Core Viewpoint - The company Zhongke Electric is accelerating its overseas capacity expansion in the lithium battery sector, with a significant investment in an integrated anode material production base in Oman while delaying a similar project in Morocco [1][2]. Group 1: Project Investments - Zhongke Electric plans to invest up to 8 billion yuan in an integrated anode material production base in Oman, with an annual capacity of 200,000 tons, divided into two phases of 100,000 tons each, expected to take 36 months for construction [2]. - The company has decided to delay the construction of its Morocco project, which has a total investment of up to 5 billion yuan and is also planned for an annual capacity of 100,000 tons [2]. Group 2: Financial Performance - In 2024, Zhongke Electric achieved a revenue of 5.581 billion yuan, representing a year-on-year growth of 13.72%, and a net profit of 303 million yuan, which is a significant increase of 626.56% [3]. - The company reported a revenue of 1.598 billion yuan in Q1 2025, showing a year-on-year growth of 49.92%, with a net profit of 134 million yuan, up 465.8% [3][4]. Group 3: Market Position and Strategy - Zhongke Electric is positioned as a leading anode material manufacturer, supplying major battery manufacturers such as CATL, BYD, and LGES, and ranks third in the lithium battery anode material industry in terms of shipment volume [3]. - The company is focusing on differentiated competitive advantages by targeting the fast-charging and energy storage anode material markets, despite facing industry challenges such as price declines and increased competition [3][4]. Group 4: Research and Development - Zhongke Electric has maintained R&D expenses above 200 million yuan from 2022 to 2024, with Q1 2025 R&D expenses reaching 73.1587 million yuan, nearly doubling year-on-year [4]. - The company is developing new technologies in silicon-carbon and lithium metal anodes, with pilot production lines for silicon-carbon anodes already established and products undergoing evaluation by multiple clients [4].

Core Viewpoint - The article discusses the recent developments in the lithium battery materials sector, particularly focusing on the strategic shift of Zhongke Electric towards establishing a large-scale anode material project in Oman while delaying another project in Morocco due to financial pressures and market conditions [1][2]. Group 1: Company Developments - Zhongke Electric plans to build a 200,000-ton annual capacity anode material base in Oman with a total investment of no more than 8 billion RMB, divided into two phases [1]. - The company has decided to delay the construction of its previously approved project in Morocco, which was set to invest 5 billion RMB for a 100,000-ton annual capacity [2]. - The decision to shift focus from Morocco to Oman is attributed to the greater demand for energy transition in the Middle East, particularly in the energy storage sector, and the competitive landscape in Morocco [2]. Group 2: Financial Performance - In 2024, Zhongke Electric reported a revenue of approximately 5.58 billion RMB, a year-on-year increase of about 13.7%, and a net profit of around 300 million RMB, up approximately 626.5% [4]. - For Q1 2024, the company achieved a revenue of about 1.6 billion RMB, reflecting a year-on-year growth of approximately 50%, and a net profit of around 130 million RMB, up about 465.8% [5]. - Despite a revenue decline of 6.64% in 2023, the company has shown resilience and is now expanding its overseas investment targets [5]. Group 3: Market Dynamics - The article emphasizes that the solid-state battery market has not yet disrupted the anode materials market, as graphite remains the dominant material due to its low cost, good performance, and mature technology [8]. - The U.S. has shown a significant dependency on Chinese anode materials, with about 60% of its imports coming from China, despite ongoing trade tensions [9][10]. - The reduction of anti-dumping tariffs on Chinese anode materials from 920% to 6.55% indicates a potential easing of trade barriers, allowing for continued export opportunities for Chinese manufacturers [10].

Group 1: Industry Events - The 2025 High-Performance Sodium Battery Industry Summit is scheduled for June 9, 2025, at the Shangri-La Hotel in Suzhou [2] - The 2025 High-Performance Solid-State Battery Technology and Application Summit will take place on June 10, 2025, at the same venue [3] Group 2: Company Developments - Guansheng Co. revealed that its semi-solid lithium iron phosphate battery is primarily aimed at energy storage customers, showing significant safety improvements with no combustion or explosion during puncture, extrusion, and collision tests. The battery has achieved a cycle life of 12,000 times, surpassing traditional liquid batteries. The company's factory in Wenzhou is expected to partially commence production by the end of this year, with full production anticipated by mid-2026 [3] - CATL has established two new energy companies, Changsha Runshi New Energy Co., Ltd. and Chongren County Runshi New Energy Co., Ltd., with registered capital of 580,000 yuan and 3.81 million yuan, respectively. These companies will engage in power generation, transmission, distribution, electrical installation services, energy management contracts, battery sales, and IoT technology services [5] Group 3: Market Analysis - CITIC Securities reported that lithium prices have slowed their decline in Q1 2025, leading to a slight recovery in overseas lithium ore prices and improved operations for salt lake enterprises. However, the supply side is clearing slowly, with lithium prices dropping to 60,000 yuan/ton in Q2, significantly increasing the industry's loss rate. Expectations for mine production cuts and price stabilization are rising, but the reduction in production is less than anticipated. The forecast for lithium prices in H2 2025 is adjusted to a range of 60,000 to 70,000 yuan/ton, with a recommendation to focus on low-cost stocks that may benefit from a rebound in lithium prices [7] Group 4: New Projects - Zhongke Electric signed a contract for a 200,000-ton lithium battery material base project in Oman, with a total investment not exceeding 8 billion yuan. The project will be constructed in two phases, each with a planned capacity of 100,000 tons per year, and is expected to take 36 months for each phase [13] - Ruipu Lanjun has signed a strategic cooperation memorandum with Indonesia's Bakrie & Brothers Group to deliver over 3,000 electric buses and trucks' power batteries by 2025, focusing on "green transportation, made in Indonesia" [15]

Core Viewpoint - The article highlights the significant growth and strategic moves in the lithium battery industry, particularly focusing on the global expansion of Chinese companies like Zhongke Electric in response to increasing demand for lithium-ion batteries and the localization of supply chains [3][4][10]. Group 1: Industry Growth and Demand - The demand for lithium-ion batteries is experiencing explosive growth, driven by the global transition to renewable energy [3]. - According to GGII, China's lithium battery shipments are projected to reach 1175 GWh in 2024, representing a year-on-year increase of 32.6% [3]. Group 2: Supply Chain Localization - There is a pressing need for localization of the supply chain for anode materials in lithium batteries, as regions like Europe, the Middle East, and Southeast Asia are intensifying their efforts to establish new energy industrial parks [4]. - Chinese anode material companies are accelerating their international expansion to capture market opportunities abroad [4]. Group 3: Zhongke Electric's Global Strategy - Zhongke Electric has made a significant move by announcing the construction of a 200,000-ton integrated anode material production base in Oman, marking the establishment of the largest overseas anode material production facility [6]. - The project, with a total investment of no more than 8 billion RMB, will be built in two phases, each with a capacity of 100,000 tons and a construction period of 36 months [6]. Group 4: Strategic Location of Oman - Oman was chosen for its unique geographical advantages and favorable policy environment, being a key hub connecting the Middle East, Africa, South Asia, and Europe [7][9]. - The local abundant solar energy resources are facilitating a transition to a clean, low-carbon economy, providing ample green electricity support for the lithium battery industry [7]. Group 5: Implications for Global Market - The establishment of the largest overseas anode material production base is a critical step in Zhongke Electric's global strategy, enabling shorter delivery times to European and Middle Eastern customers and enhancing international market responsiveness [10]. - This move exemplifies the participation of Chinese lithium battery companies in the global industrial chain, promoting the establishment of green low-carbon supply chains overseas and injecting new momentum into China-Oman economic cooperation [10].

Core Viewpoint - The article discusses the strategic move of Zhongke Electric in establishing a significant overseas production base for lithium-ion battery anode materials in Oman, highlighting the growing demand for lithium batteries and the need for localized supply chains in the context of global energy transition [6][9]. Group 1: Industry Overview - The demand for lithium-ion batteries is experiencing explosive growth, with China's battery shipment expected to reach 1175 GWh in 2024, marking a year-on-year increase of 32.6% [3]. - The localization of the anode material supply chain is becoming increasingly urgent, as regions like Europe, the Middle East, and Southeast Asia are intensifying their efforts to develop new energy industrial parks [4]. Group 2: Company Strategy - Zhongke Electric has taken a significant step in its global strategy by investing in a project in Oman to build an integrated production base for lithium-ion battery anode materials with an annual capacity of 200,000 tons [6]. - The total investment for the project is planned to be no more than 8 billion RMB, with construction divided into two phases, each with a capacity of 100,000 tons and a construction period of 36 months [6]. Group 3: Location Advantages - Oman was chosen for its unique geographical advantages and favorable policy environment, being a key hub connecting the Middle East, Africa, South Asia, and Europe [7]. - The local abundant solar energy resources are facilitating a transition to a clean, low-carbon economy, providing ample green electricity support for the lithium battery industry [7]. Group 4: Market Impact - The establishment of the largest overseas anode material production base will enable Zhongke Electric to shorten delivery times to customers in Europe and the Middle East, enhancing international market responsiveness [9]. - This move represents a typical practice of Chinese lithium battery companies participating in global industrial chain division, promoting the establishment of green low-carbon industrial chains overseas [9].

Core Viewpoint - The article discusses the recent developments in the lithium battery materials sector, particularly focusing on the strategic shift of Zhongke Electric towards establishing a large-scale anode material project in Oman while delaying another project in Morocco due to financial pressures and market conditions [1][2]. Group 1: Company Developments - Zhongke Electric plans to build a 200,000-ton annual capacity anode material base in Oman with a total investment of no more than 8 billion RMB, divided into two phases [1]. - The company has decided to delay the construction of a previously approved anode material project in Morocco, which was set to have a capacity of 100,000 tons and an investment of 5 billion RMB [2]. - The decision to shift focus from Morocco to Oman is attributed to the greater demand for energy transition in the Middle East, particularly in the energy storage sector, and the competitive landscape in Morocco [2]. Group 2: Financial Performance - In 2024, Zhongke Electric reported a revenue of approximately 5.58 billion RMB, a year-on-year increase of about 13.7%, and a net profit of around 300 million RMB, reflecting a significant year-on-year growth of approximately 626.5% [4]. - For Q1 2024, the company achieved a revenue of about 1.6 billion RMB, marking a year-on-year growth of approximately 50%, and a net profit of around 130 million RMB, with a year-on-year increase of about 465.8% [5]. - Despite a challenging market in 2023, Zhongke Electric managed to recover, indicating a strong performance in the latter half of the year, driven by high-performance product shipments and cost reductions [5]. Group 3: Market Dynamics - The article emphasizes that the solid-state battery technology has not yet reached mass production, meaning that the anode material market will not experience disruptive changes, with graphite anodes remaining dominant due to their low cost and mature technology [8]. - The U.S. has shown a need for Chinese-made anode materials despite trade tensions, as evidenced by the reduction of proposed tariffs on Chinese imports from 920% to 6.55% due to domestic production shortages in the U.S. [9][10]. - The competitive landscape for anode materials is expected to remain favorable for companies looking to expand internationally, while domestic price wars pose a significant challenge [10].

Group 1: Market Performance - US stock market showed mixed results with the Dow Jones down 0.22%, S&P 500 up 0.01%, and Nasdaq up 0.32% [1] - Nasdaq China Golden Dragon Index increased by 2.0%, with major Chinese concept stocks like NIO up over 6%, Alibaba, Xpeng Motors, and Kingsoft up over 3%, and JD.com up over 2% [1] Group 2: Investment Strategies - Securities firms are optimistic about the A-share market for the second half of 2025, indicating ongoing valuation recovery of Chinese assets, with a focus on technology sectors [1] - Many firms also express confidence in the Hong Kong stock market's performance, particularly in the tech sector benefiting from the current AI industry narrative [1] Group 3: Corporate Developments - Zhongke Electric plans to invest 8 billion yuan in an integrated lithium-ion battery anode material base project in Oman, aiming for an annual production capacity of 200,000 tons [10] - Li New Energy intends to invest approximately 1.25 billion yuan in three independent energy storage projects, with a total capacity of 1,400 megawatt-hours [11] - China Power Construction announced its subsidiary won a 6.282 billion yuan energy storage project in Inner Mongolia, with a total construction period of 214 days and an operation period of 20 years [19]

Market Overview - US stock market showed mixed results with Dow Jones down 0.22%, Nasdaq up 0.32%, and S&P 500 up 0.01% [1] - Meta Platforms rose by 3.16%, Google A by 1.13%, Amazon by 0.74%, Nvidia by 0.50%, Microsoft by 0.19%, while Apple fell by 0.22% and Tesla by 3.55% [1] Chinese Concept Stocks - Chinese concept index increased by 2% with notable gains from companies such as Zai Lab up 15.90%, Noah Holdings up 10.17%, NIO up 6.23%, and Alibaba up 3.9% [2] Employment and Economic Indicators - US ADP employment numbers for May showed an increase of only 37,000, the lowest growth since March 2023 [2] - ISM non-manufacturing index for May showed contraction for the first time in nearly a year [2] Technology and Innovation - Circle Internet announced an IPO price of $31 per share for 34 million shares [3] - Nvidia's GB200 achieved record performance in MLPerf testing, with performance improvements exceeding two times [4] - OpenAI announced ChatGPT's support for MCP and meeting notes [5] Energy Sector Developments - National Energy Administration of China initiated pilot projects for new power systems focusing on virtual power plants and renewable energy integration [8] - The trend indicates a shift in data center site selection towards renewable energy sources to reduce costs and enhance sustainability [8] Automotive Industry - Huawei and XPeng Motors are set to announce a collaboration on HUAWEI XHUD at an upcoming event [9] - The HUD technology is expected to transition from simple displays to complex interactive systems, with significant growth potential [9] Robotics and Healthcare - Chinese Academy of Sciences developed a "rigid-flexible coupling" lower limb rehabilitation exoskeleton robot aimed at aiding patients with lower limb paralysis [10] - The exoskeleton market is anticipated to exceed 100 billion due to increasing demand across various sectors [10] Aviation Sector - China is considering an order for hundreds of Airbus aircraft, potentially between 200 to 500 units, with a significant focus on wide-body models [11][13] Regulatory and Policy Updates - The Ministry of Industry and Information Technology is promoting the development of the AI industry and its integration into new industrialization [12] - The Hong Kong Securities and Futures Commission is contemplating the introduction of virtual asset derivatives trading for professional investors [12]