振华重工：2024年年度报告

Section IDefinitions....................................................................................02Section IICompany Profile and Principal Financial Indexes .........03Section IIIManagement Discussion and Analysis...............................07Section IVCorporate Governance ............................................................22Section VEnvironmental and Social Responsibility..........................40Section VIImportant Events .......................................................................48Section VIIChanges in Shares and Shareholders' Situation ............61Section VIII Preference Shares ......................................................................67Section IXBonds .............................................................................................68Section XFinancial Report ..........................................................................71 Important Notice I. The Board of Directors, Board of Supervisors, directors, supervisors and senior executives of the Companyhereby guarantee the truthfulness, accuracy and completeness of the contents carried in this annual report,guarantee no false record, serious misleading statement or great omission carried in this annual report andguarantee to assume the legal responsibilities jointly and separately. II. All directors of the Company are present at the board meeting. III. Ernst & Young Hua Ming LLP issued a standard audit report with unqualified opinions for the Company. IV. You Ruikai, chairman of the Company, Li Zhen, person in charge of accounting work, and Wang Minfei,person in charge of accounting agency (accountant in charge) hereby declare that the financial statementsin this annual report are authentic, accurate and complete. V. Proposal for profit distribution or common reserves capitalizing during the reporting period reviewed bythe board of directors As audited by Ernst & Young Hua Ming LLP, the Company achieved a net profit attributable to the owners of the parentcompany of approximately RMB 534 million in 2024. As at December 31, 2024, the undistributed profit of the parent companywas approximately RMB 2.901 billion. Based on the Company’s performance in 2024, a profit distribution proposal for 2024 hasbeen proposed: profits will be distributed based on the total share capital registered on the record date for the implementationof the equity distribution, and a cash dividend of RMB 0.55 (tax included) per 10 shares would be distributed to all shareholders.As of December 31, 2024, the Company’s total share capital consisted of 5,268,353,501 shares. When calculated on this basis, thetotal cash dividend to be distributed will be RMB 289,759,442.56 (tax included). The Company will not convert capital reserveinto share capital, or grant bonus shares for 2024. The profit distribution proposal has yet to be submitted to the 2024 AnnualGeneral Meeting of Shareholders for consideration and approval. VI. Risk declaration of forward-looking statements √ ApplicableȌNot applicable The forward-looking descriptions of future plans and development strategies covered in this report do not constitutesubstantial commitments by the Company to investors, and investors should be aware of the investment risks. VII. Does the Company have non-operating funds occupied by the holding shareholder and its relatedparties? No VIII. Does the Company provide the external guarantees in breach of the stipulated decision- makingprocedure? No IX. Whether more than half of the directors cannot guarantee the authenticity, accuracy and completenessof the annual report disclosed by the Company? No X. Major RiskWarning The company has described the related potential risks in this annual report. Investors may pay attention to the same. Pleaserefer to “Management Discussion and Analysis” and related chapters for the risks the company may be confronted with in thefuture development. XI. Others ȌApplicable√ Not applicable Section I Definitions I. Definitions The terms used in this report shall be defined as follows, unless otherwise specified: Section II Company Profile and Principal Financial Indexes I. Company Information II. Contact Information III. Basic Information IV. Information disclosure and placement location V. Stock information VI. Other relevant information VII. Main accounting data and financial indexes in recent three years (I) Main accounting data Unit: Yuan Currency: CNY Explanations about the main accounting data and financial indexes in the past 3 years as at the end of the reportingperiod ȌApplicable√ Not applicable VIII. Differences in accounting data under domestic and overseas accounting standards (I) Difference in net profits and net assets attributable to the shareholders of the listed company in thefinancial statements synchronously disclosed under international and China’s accounting standards ȌApplicable√ Not applicable (II) Difference in net profits and net assets attributabl