证券代码：688699 证券简称：明微电子 公告编号：2025-028 深圳市明微电子股份有限公司 关于实际控制人增加一致行动人及一致行动人之间 内部转让股份计划的提示性公告 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： 因个人资产规划需要，深圳市明微电子股份有限公司（以下简称"公司"） 实际控制人王乐康先生拟在本公告披露之日起15个交易日后的三个月内通过大宗交 易的方式向华宝万盈资产明鸿2号私募证券投资基金（以下简称"明鸿2号基金"） 转让不超过2,100,000股公司股份（即不超过扣除回购股份数后公司总股本1.97%）。 股份转让完成后，明鸿2号基金将该部分股份表决权委托给王乐康先生行使。 王乐康先生增加明鸿2号基金为一致行动人。 本次股份转让系公司实际控制人及其一致行动人之间内部转让，其合计持 股比例和数量未发生变化，不涉及向外部市场减持，不触及要约收购，不会导致公 司控股股东及实际控制人发生变化。 本次内部转让股份计划公告前20个交易日中的任一日公司不存在破发、破净 情形，最近三年累计现金分红金额 ...

Core Viewpoint - Hikvision proposes a mid-term dividend plan for 2025 to enhance shareholder returns and confidence in the company's future development [1][2]. Dividend Plan Details - The proposed dividend distribution is based on the total share capital minus the shares held in the repurchase account, with a cash dividend of 4.00 RMB per 10 shares (tax included) [2]. - The estimated cash dividend amount is approximately 3.666 billion RMB, representing about 64.80% of the company's net profit attributable to shareholders for the first half of 2025 [2]. Financial Performance - For the first half of 2025, the company reported a net profit of approximately 4.85 billion RMB, with retained earnings from the previous year amounting to about 44.48 billion RMB [1][2]. - The total distributable profit for shareholders is calculated to be around 42.90 billion RMB [1]. Approval Process - The proposal was initiated by the chairman and approved by the board of directors, independent directors, and the supervisory board, confirming compliance with relevant laws and regulations [3][4]. Reasonableness of the Dividend Plan - The dividend plan is deemed reasonable, considering the company's overall operational performance, financial status, and shareholder interests, ensuring no adverse impact on the company's solvency [4].

Meeting Overview - The second board meeting of Shenzhen Biyimi Microelectronics Co., Ltd. was held on September 5, 2025, in a combined onsite and telecommunication format, with all 7 attending directors present [1][2] Board Resolutions - The board approved the adjustment of the list of incentive recipients for the 2025 restricted stock incentive plan, reducing the number of recipients from 158 to 157 due to a prior stock trading incident [1][2] - The board agreed to grant 499,000 shares of restricted stock to the 157 recipients at a price of 19.34 yuan per share, with the grant date set as September 5, 2025 [2]

Core Viewpoint - The company, Shandong Hualu Hengsheng Chemical Co., Ltd., held its third temporary board meeting in 2025, where significant resolutions were passed regarding the cancellation of the supervisory board and amendments to the company's articles of association [1][2]. Group 1 - The board meeting was attended by all 11 directors, and the resolutions passed were deemed legal and effective [1]. - The resolution to cancel the supervisory board and amend the articles of association received unanimous approval with 11 votes in favor, 0 against, and 0 abstentions [1][2]. - The proposed changes to governance systems, including the independent director system and management of fundraising, will also require approval at the upcoming shareholder meeting [2]. Group 2 - A resolution to convene the third temporary shareholder meeting of 2025 was also passed unanimously with 11 votes in favor, 0 against, and 0 abstentions [2]. - Detailed announcements regarding the cancellation of the supervisory board and the amendments to the articles of association will be made available on the company's official website [1][2].

Group 1 - The company held its 13th meeting of the 4th Board of Directors on September 5, 2025, with all 9 directors present, complying with legal and regulatory requirements [1] - The board proposed to extend the validity period of the shareholder meeting resolution for the issuance of stocks to specific targets until February 20, 2026, to ensure continuity and effectiveness of the issuance process [2][4] - The proposal received unanimous approval from the independent directors, with a voting result of 9 votes in favor, 0 against, and 0 abstentions [2][4] Group 2 - The company plans to hold its 3rd temporary shareholder meeting of 2025 on September 23, 2025, to review the proposals submitted by the board [6] - The announcement regarding the extension of the validity period for the stock issuance resolution will be disclosed in various financial publications and platforms [5]

深圳市必易微电子股份有限公司 董事会薪酬与考核委员会关于公司 2025 年限制性股票激励计划 一、本次激励计划首次授予激励对象均不存在《管理办法》等法律、法规规 定的不得成为激励对象的情形，包括： 或者采取市场禁入措施； 二、本次激励计划首次授予的激励对象为公司（含公司合并报表范围内的各 级分/子公司，下同）核心技术人员、技术骨干、业务骨干及董事会认为需要激 励的其他人员，不包含公司董事（含独立董事）、监事、高级管理人员、单独或 合计持有公司 5%以上股份的股东或实际控制人及其配偶、父母、子女。 三、鉴于公司 2025 年限制性股票激励计划中确定的 1 名激励对象在其登记 为内幕信息知情人之后至公司首次公开披露本次激励计划相关公告前存在买卖 公司股票的行为，经公司与其本人沟通确认，其在买卖股票时对本次激励计划公 告前知悉本次激励计划的信息有限，对本次激励计划的具体实施时间、最终激励 方案以及核心要素等并不知悉，系基于对股票二级市场行情、市场公开信息及个 人判断做出的独立投资决策，其不存在利用本次激励计划内幕信息进行股票交易 牟利的主观故意，相关股票买卖不存在利用本次激励计划的具体方案要素等内幕 信息进行内幕交 ...

Group 1 - The company held its 16th meeting of the 6th Board of Directors on September 5, 2025, with all 9 directors present, confirming the legality and validity of the meeting procedures [1][2] - The board unanimously approved the proposal regarding the change of special audit institution for the issuance of shares to specific targets, with a voting result of 9 votes in favor, 0 against, and 0 abstentions [1]

Group 1 - The company approved a mid-term profit distribution plan for 2025, allowing the board to implement the plan based on shareholder meeting resolutions and distribution conditions [1][2] - The profit distribution plan includes a cash dividend of RMB 0.70 per 10 shares (before tax), totaling RMB 21.854 million (before tax) [2][3] - The record date for the distribution is September 12, 2025, and the ex-dividend date is September 15, 2025 [3] Group 2 - The distribution will be made to all shareholders registered with the China Securities Depository and Clearing Corporation Limited Shenzhen Branch as of the record date [3] - The cash dividends will be directly credited to shareholders' accounts through their securities companies on the ex-dividend date [3] - Adjustments to the exercise price of stock options will be made following the distribution, in accordance with the company's incentive plan and relevant regulations [4]

Core Viewpoint - The company plans to acquire a 30% stake in Yunnan Tianneng Mining Co., Ltd. through a public bidding process to enhance resource security and competitiveness in the coal industry [1][2]. Group 1: Board Meeting Details - The board meeting was held on September 5, 2025, with all 9 participating directors voting in favor of the acquisition proposal [1]. - The proposal to acquire the stake in Tianneng Mining was approved with 7 votes in favor, 0 against, and 0 abstentions [1]. Group 2: Acquisition Details - Tianneng Mining was established in 2007 with a registered capital of 100 million RMB, where the company holds a 70% stake and the Coal Geological Bureau holds 30% [2]. - The mining rights held by Tianneng Mining cover an area of 40.24 km² with an estimated resource reserve of approximately 136 million tons [2]. - As of November 30, 2024, Tianneng Mining reported total assets of 40.5496 million RMB and a net asset of -96.7736 million RMB, with no revenue and a net loss of 14.2224 million RMB for the first 11 months of 2024 [2]. Group 3: Financial and Operational Implications - If the acquisition is successful, Tianneng Mining will become a 30% owned subsidiary, and the company will work to convert exploration rights into mining rights to enhance coal resource self-sufficiency [3]. - The acquisition is not expected to significantly impact the company's financial status or operational results [3]. Group 4: Other Board Resolutions - The board also approved the reappointment of the accounting firm and adjustments to the company's headquarters organizational structure [4][5]. - The board approved the performance assessment results and salary disbursement for senior management for 2024, with relevant directors abstaining from voting [4][5].

Core Viewpoint - The company, AmLogic (Shanghai) Co., Ltd., has announced significant corporate governance changes, including the abolition of the supervisory board and the issuance of H shares for listing on the Hong Kong Stock Exchange to enhance its capital strength and international competitiveness [1][2][3]. Group 1: Corporate Governance Changes - The board of directors unanimously agreed to abolish the supervisory board, transferring its powers to the audit committee of the board [1]. - The registered capital will be adjusted from RMB 419,935,640 to RMB 421,101,263 due to matters related to restricted stock [1]. - The company plans to revise its articles of association and related rules accordingly [1][2]. Group 2: H Share Issuance - The company intends to issue H shares and apply for listing on the main board of the Hong Kong Stock Exchange to further its international strategy [5][6]. - The shares will be issued at a nominal value of RMB 1.00 each, with the issuance expected to not exceed 10% of the total share capital post-issuance [8][9]. - The issuance will include both a public offering in Hong Kong and an international placement [9][10]. Group 3: Fund Utilization - Proceeds from the H share issuance will be allocated to advanced chip development, global customer service system construction, technology ecosystem integration, and general corporate purposes [15][16]. - The board will have the authority to adjust the use of raised funds based on regulatory feedback and operational needs [15]. Group 4: Shareholder Meeting and Authorizations - The board has proposed to hold the first extraordinary general meeting of 2025 on September 22, 2025, to discuss these matters [25]. - The board seeks authorization to handle all matters related to the H share issuance, with a validity period of 24 months from the date of shareholder approval [14][16].