General Principles - The company establishes the Risk Control Committee to ensure effective governance and risk management in accordance with relevant laws and regulations [1][2] - The committee is responsible to the board of directors and reports its work to the board [1] Composition and Organization - The Risk Control Committee consists of at least three directors with appropriate professional knowledge and experience [2] - The term of committee members aligns with their term as directors, and vacancies must be filled according to the established rules [2] Responsibilities - The main responsibilities of the Risk Control Committee include reviewing compliance and risk management policies, assessing major decisions' risks, and evaluating compliance reports [2][3] - The committee must discuss the effectiveness of risk management and internal control systems at least once a year and report findings to shareholders [3] Meetings and Procedures - The committee is required to hold at least two regular meetings per year, with provisions for special meetings as necessary [4][5] - Meeting notifications must be sent in advance, and a quorum of two-thirds of members is required for meetings to proceed [4][5] Decision-Making and Reporting - Decisions made by the committee require a majority vote and must be documented accurately in meeting records [6][7] - The committee's resolutions that require board approval must be submitted in writing for inclusion in the board's agenda [7]

国泰海通证券股份有限公司（以下简称"独立财务顾问"）作为嘉必优生物 技术（武汉）股份有限公司（以下简称"公司"、"上市公司"或"嘉必优"）发 行股份及支付现金购买资产并募集配套资金暨关联交易（以下简称"本次交易"） 的独立财务顾问，根据《上海证券交易所上市公司自律监管指引第 6 号——重大 资产重组》等相关法律法规的规定，就上市公司终止本次交易事项进行审慎核查 并发表如下意见： 国泰海通证券股份有限公司 关于嘉必优生物技术（武汉）股份有限公司 终止发行股份及支付现金购买资产并募集配套资金暨关联交易 事项并撤回申请文件的核查意见 一、本次重大资产重组的基本情况 上市公司拟以发行股份及支付现金的方式向王树伟、董栋、肖云平、王修评、 靳超、史贤俊、上海帆易生物科技合伙企业（有限合伙）、宁波梅山保税港区睿 欧投资管理合伙企业（有限合伙）、宁波梅山保税港区欧润企业管理合伙企业（有 限合伙）、上海国药二期股权投资基金合伙企业（有限合伙）、南通东证瑞象创业 投资中心（有限合伙）、苏州鼎石汇泽生物产业投资基金合伙企业（有限合伙）、 上海圣祁投资管理合伙企业（有限合伙）共 13 名交易对方购买上海欧易生物医 学科技有限公司 6 ...

Core Viewpoint - Guangzhou Guanggang Gas Energy Co., Ltd. has successfully completed its initial public offering (IPO) with a total fundraising amount of RMB 1.326 billion, and the shares were listed on the Shanghai Stock Exchange on August 15, 2023 [1]. Summary by Sections IPO Details - The company issued shares at a price of RMB 9.87 each, with a par value of RMB 1 [1]. - The total amount raised from the IPO is RMB 1.326 billion [1]. Continuous Supervision - The continuous supervision period by the sponsor, Guotai Junan Securities Co., Ltd., is from August 15, 2023, to December 31, 2026 [1]. - The sponsor will conduct regular communication, site inspections, and due diligence during this period to ensure compliance with regulations [2][3]. Financial Performance - For the first half of 2025, the company reported a revenue of RMB 111,444.19 million, a year-on-year increase of 14.56% [12]. - The net profit attributable to shareholders decreased by 13.44% compared to the previous year [16]. - The net cash flow from operating activities increased by 84.34%, attributed to improved accounts receivable management [16]. Risk Factors - The company faces core competitiveness risks due to increasing competition in the electronic semiconductor industry [12]. - Operational risks include potential disruptions in helium gas imports due to geopolitical factors [12]. - Financial risks are highlighted by a significant accounts receivable balance, which could lead to bad debts if market conditions worsen [12]. Core Competencies - The company has developed a comprehensive core technology system, including advanced gas production and storage technologies [16][20]. - Innovations in gas application technologies have positioned the company to meet the high purity demands of the semiconductor industry [20][26]. Research and Development - The company invested RMB 5,344.29 million in R&D during the reporting period, with a focus on enhancing its technological capabilities [28]. - A total of 12 patents were applied for, with 6 granted during the reporting period [28]. Fund Utilization - As of June 30, 2025, the company maintained a balance of RMB 1.327 billion in its fundraising account, ensuring compliance with regulatory requirements for fund usage [29].

根据公司长期发展战略规划，行业技术发展变化及相关人员工作侧重和岗位 变化等因素，公司原核心技术人员张宝、赵义不再被认定为核心技术人员。 （一）原核心技术人员的具体情况 张宝，1971 年 10 月出生，中国国籍，无境外永久居留权，中南大学冶金物 理化学博士、化学工程与技术博士后。1997 年 5 月至 2007 年 9 月，历任中南大 学助教、讲师；2007 年 9 月至 2012 年 9 月，任中南大学冶金科学与工程学院副 研究员；2010 年 12 月至 2011 年 12 月，任韩国 KIGAM 研究院访问学者；2009 年 7 月至 2018 年 5 月，历任中南大学校团委书记、冶金与环境学院党委书记； 月至 2024 年 4 月，任帕瓦供应链管理有限公司执行董事、总经理；2018 年 7 月 至今，任公司董事，2018 年 7 月至 2025 年 5 月，任公司总经理；2022 年 10 月 至 2025 年 5 月，任公司董事长；2022 年 11 月至今，任帕瓦（兰溪）新能源科技 有限公司董事；截至本核查意见出具日，张宝直接持有公司股份 16,560,000 股， 通过富诚海富通帕瓦股份员工参与 ...

Summary of Key Points Core Viewpoint - The company has decided to change the implementation entities and locations for its fundraising projects to better align with its strategic development and industry trends, ensuring the effective use of raised funds without altering their intended purpose [1][6]. Group 1: Fundraising Overview - The company successfully completed its initial public offering (IPO) by issuing 48,632,745 shares, raising a total of RMB 932.78 million, with a net amount of RMB 831.82 million after deducting issuance costs of RMB 100.96 million [1]. - The raised funds have been verified by Tianjian Accounting Firm and are fully deposited in a dedicated account, managed under a tripartite supervision agreement [1]. Group 2: Investment Project Details - The company plans to invest the net proceeds in various projects, with a total investment of RMB 959.83 million, of which RMB 831.82 million will be allocated from the raised funds [2][3]. - The main project involves expanding the production capacity of brushless motors, with an annual output target of 3 million sets [3]. Group 3: Changes in Implementation Entities and Locations - The company has added its wholly-owned subsidiaries, Taixing Xingdesheng Motor Co., Ltd. and Taixing Xingdesheng Electric Co., Ltd., as new implementation entities for the "brushed motor technology upgrade project" [4]. - The new implementation locations are set in Taixing City, specifically at Coral Town and Huangqiao Industrial Park, replacing the previous site in Suzhou [3][4]. Group 4: Compliance and Governance - The company will adhere to relevant regulations regarding the use of raised funds, ensuring legal and effective management while fulfilling disclosure obligations [5]. - The board of directors and the supervisory board have approved the changes, confirming that they align with the company's operational needs and do not harm shareholder interests [5][6].

Summary of Key Points Core Viewpoint - The company has made adjustments to the implementation subjects and locations for certain projects funded by convertible bonds, ensuring that the investment direction and total amount remain unchanged while enhancing the efficiency of fund utilization [1][5][8]. Group 1: Fundraising and Project Overview - The company issued 3.84 million convertible bonds at a face value of RMB 100 each, raising a total of RMB 384 million, with actual funds received amounting to RMB 379.65 million after deducting fees [1]. - The funds are managed in a dedicated account to ensure compliance with regulations and protect investor interests [2]. Group 2: Fund Utilization Status - As of June 30, 2025, the company has made significant investments in various projects, including the completion of the "Chongqing Yanpu Automotive Parts Co., Ltd. New Energy Vehicle Seat Frame and Battery Pack Shell Production Line Project" [3][4]. - The project "Jingmen Yanpu Automotive Parts Co., Ltd. Great Wall Motor Seat Frame Project" has also reached a usable state [4]. Group 3: Adjustments to Implementation Subjects and Locations - The company has added a new implementation subject, Jin Hua Yanpu Automotive Parts Co., Ltd., and a new location in Jinhua City for the "Great Wall Motor Seat Frame Project" while maintaining the original investment direction and total amount [5][6]. - The adjustments were made based on current project conditions, customer needs, and market development [5][6]. Group 4: Approval and Oversight Procedures - The adjustments were approved by the company's audit committee and board of directors, confirming that they do not alter the investment direction or harm shareholder interests [7][8]. - The company will establish a dedicated account for the raised funds and sign a regulatory agreement with the sponsoring institution and the bank [6][8].

Core Viewpoint - The company plans to utilize temporarily idle raised funds for cash management to enhance fund efficiency and increase returns for shareholders [3][10][12] Fundraising Basic Situation - The company raised a total of RMB 1,466.41 million through a non-public offering of 136,919,600 shares at RMB 10.71 per share, with a net amount of RMB 1,451.15 million after deducting issuance costs [3][5] - The raised funds have been verified by KPMG and are managed in a dedicated account with a regulatory agreement in place [3][5] Fund Usage Progress and Project Status - As of June 30, 2025, the company has cumulatively used RMB 655.87 million of the raised funds, with an additional RMB 85.92 million from interest income, leaving a balance of RMB 881.80 million [7][8] - The timelines for the "Chain Supermarket Development Project" and "Ningbo Anxian Cold Chain Distribution Center Construction Project" have been extended to May 2027 and May 2026, respectively [8] Cash Management Plan - The company intends to use up to RMB 1,080 million of idle funds for cash management, with a usage period not exceeding 12 months from the board's approval [8][9] - The investment will focus on low-risk, high-liquidity financial products with a maturity of no more than 12 months [8][9] Impact on Daily Operations - The cash management plan will not affect the normal operation of the company or the progress of fundraising investment projects, and it aims to enhance overall performance and shareholder returns [10][11] Review Procedures and Opinions - The board and supervisory committee have approved the cash management plan, affirming that it will not impact the normal fundraising investment plans or operations [11][12]

Core Viewpoint - The report outlines the ongoing supervision of Sanwei Xinan Technology Co., Ltd. by Guotai Haitong Securities Co., Ltd. as the sponsor, highlighting the company's financial performance, risks, and competitive advantages in the commercial password industry [1][2]. Continuous Supervision Work - Guotai Haitong Securities is responsible for the continuous supervision of Sanwei Xinan post-listing, with no significant issues reported [2]. Major Risk Factors - **Technological Upgrade Risk**: The company faces risks related to the rapid evolution of cryptographic technologies, including quantum computing, which could impact its competitive edge if it fails to keep pace with industry developments [3]. - **Core Technology Leakage Risk**: Despite confidentiality agreements with key personnel, there remains a risk of core technology leakage due to potential mismanagement or collaboration with suppliers and clients [4]. - **Intensified Market Competition Risk**: The commercial password industry in China has over 1,200 companies, leading to increased competition as the market grows due to government support [5]. - **Market Space Squeeze Risk**: Some downstream partners may expand into the upstream password board card market, potentially reducing the company's market share [6]. - **Seasonal Business Fluctuation Risk**: The company's revenue and profit are unevenly distributed throughout the year, with a significant portion occurring in the second half, particularly in Q4 [7]. Major Financial Indicators - In the first half of 2025, the company's revenue was CNY 195 million, a year-on-year increase of 15.19%, attributed to the consolidation of Jiangnan Tianan and growth in the energy and transportation sectors [9]. - The total profit and net profit attributable to shareholders saw significant declines, with decreases of 555.34% and 314.35% respectively, primarily due to increased R&D investments and project delays [10]. - R&D expenses accounted for 40.34% of revenue, up from 31.27% the previous year, reflecting the company's commitment to innovation [11]. Core Competitiveness - **Leading Technology and Personnel Advantage**: The company has developed several industry-leading products and holds numerous patents, with a strong R&D team comprising 43.15% of its workforce [12]. - **Comprehensive Product System**: The company has established a complete product system for commercial password technology, including self-developed chips and various product lines [13]. - **Quality Customer Base**: The company has built a strong reputation across multiple sectors, including government and finance, ensuring robust market presence [14]. - **First-Mover Advantage in New Fields**: The company is a pioneer in applying password technology in emerging fields like cloud computing and blockchain, actively participating in standard-setting [15][16]. R&D Expenditure and Progress - R&D expenses increased by 48.61% year-on-year, driven by talent acquisition and the acquisition of Jiangnan Tianan [18]. - The company applied for 60 intellectual property rights in the first half of 2025, including 16 invention patents, demonstrating its ongoing commitment to innovation [18]. Use of Raised Funds - As of June 30, 2025, the company has complied with regulations regarding the use of raised funds, with no violations reported [19][20].

Core Viewpoint - The article highlights that sulfide solid electrolytes, particularly lithium sulfide, are expected to become the mainstream choice for all-solid-state batteries due to their superior overall performance, attracting numerous companies to invest in this area [1] Industry Summary - Sulfide solid electrolytes are identified as having a broad potential market space, which is driving interest and investment from various enterprises [1] - The mainstream preparation methods for lithium sulfide are categorized into three main types: solid-phase method, liquid-phase method, and gas-phase method [1] - As the demand for solid-state batteries continues to rise, companies that strategically position themselves in the lithium sulfide market are likely to benefit [1]

人民财讯8月28日电，国泰海通证券研究指出，人工智能是新一轮科技革命和产业变革的重要驱动力 量。AI产业快速发展，此前8月21日深度求索发布DeepSeek-V3.1版本，性能大幅提升之外，还使用了为 下一代国产芯片设计的UE8M0 FP8 Scale的参数精度，国泰海通证券认为国产大模型与国产芯片正朝着 软硬协同的统一生态演进，持续的政策支持AI应用落地，国内AI产业的发展有望进一步加速，看好从 AI基础设施到AI大模型到AI应用的发展闭环，维持计算机行业"增持"评级。 转自：证券时报 ...