上海和辉光电股份有限公司 募集资金管理制度 上海和辉光电股份有限公司 募集资金管理制度 第一章 总则 第一条 为进一步完善上海和辉光电股份有限公司（以下简称"公司"）的法 人治理结构，规范公司募集资金的管理和运用，以维护股东的合法利益，根据《中 华人民共和国公司法》（以下简称"《公司法》"） 、《中华人民共和国证券法》（以 下简称"《证券法》"）、 《上市公司募集资金监管规则》 《上海证券交易所科创板股 票上市规则》 （以下简称"《上市规则》"）、 《上海证券交易所科创板上市公司自律 监管指引第 1 号——规范运作》 （以下简称"《规范运作》"）等法律、法规、规范 性文件和《上海和辉光电股份有限公司章程》 （以下简称"《公司章程》"）的规定， 结合公司实际情况，特制定本制度。 第二条 本制度所称募集资金，是指公司通过发行股票或者其他具有股权性 质的证券，向投资者募集并用于特定用途的资金，但不包括公司实施股权激励计 划募集的资金。 第三条 公司必须按发行申请文件中承诺的募集资金使用计划，股东会、董 事会的决议及相关审批程序使用募集资金，并按要求披露募集资金的使用情况。 第四条 本制度旨在建立募集资金存放、使用和 ...

Group 1 - The core viewpoint of the article is that Shanghai Hehui Optoelectronics Co., Ltd. plans to use part of its temporarily idle raised funds for cash management to enhance fund efficiency and ensure shareholder interests [1][6][7] - The company raised a net amount of approximately RMB 8.00 billion from its initial public offering, with a total of 3,083,660,725 shares issued at a price of RMB 2.65 per share [1][2] - As of June 30, 2025, the remaining balance of the raised funds is RMB 1.60 billion, which includes a net interest income of RMB 229.28 million [2][3] Group 2 - The company intends to use up to RMB 300 million of the temporarily idle raised funds for cash management within a period of 12 months from the board's approval [3][6] - The cash management will focus on low-risk, high-liquidity investment products, such as structured deposits and guaranteed principal investments, issued by reputable banks [3][5] - The board of directors has authorized the chairman to make investment decisions within the approved limits, with the finance department responsible for implementation [3][5] Group 3 - The company will ensure that the cash management does not affect the normal operation of the fundraising projects and will prioritize using the income from cash management to cover any shortfalls in project investments [4][6] - The supervisory board has agreed that the cash management plan complies with relevant laws and regulations and does not conflict with the fundraising project's implementation [6][7] - The sponsor institution has confirmed that the cash management plan adheres to regulatory requirements and will not harm shareholder interests [7]

Core Viewpoint - The company, Shanghai Hehui Optoelectronics Co., Ltd., is utilizing its own funds to pay for part of the fundraising investment projects and will subsequently replace these with equivalent amounts from the raised funds, ensuring compliance with relevant regulations and maintaining operational efficiency [1][6]. Summary of Fundraising Situation - The company was approved to publicly issue shares, with a total of 3,083,660,725 shares issued at a price of 2.65 RMB per share, resulting in a net fundraising amount of approximately 8 billion RMB [1]. - As of June 30, 2025, the total committed investment for the sixth-generation AMOLED production line expansion project is approximately 800 million RMB, with cumulative investment amounting to about 663 million RMB [2]. Fundraising Investment Project Process - The company will initially use its own funds to pay for overseas equipment and services due to restrictions on the fundraising account, and will later replace these with raised funds [2][4]. - The finance department will track payments made with its own funds and will compile monthly summaries to ensure compliance with the company's fundraising management regulations [2][4]. Impact on Daily Operations - The approach of using own funds for project payments is expected to enhance fund utilization efficiency and will not affect the normal operation of fundraising investment projects or harm the interests of the company and its shareholders [4]. Decision-Making Procedures - The company’s board and supervisory committee approved the use of own funds for project payments and subsequent replacement with raised funds, ensuring compliance with legal and regulatory requirements [5]. Supervisory Committee Opinion - The supervisory committee agrees that the use of own funds followed by replacement with raised funds aligns with relevant regulations and does not alter the purpose of the raised funds or harm shareholder interests [5][6]. Sponsor Institution's Verification Opinion - The sponsor institution confirms that the company has followed necessary procedures and that the use of own funds for project payments will not disrupt the normal progress of fundraising investment projects [6].

Meeting Details - The second extraordinary general meeting of shareholders for 2025 will be held on August 25, 2025, at 2:30 PM [1] - The meeting will take place at the company's conference room located at 35 Chang Le Middle Road, Xincheng District, Xi'an, Shaanxi Province [1] - The voting will be conducted both on-site and through the Shanghai Stock Exchange's online voting system [1] Agenda - The meeting will start with the host announcing the commencement and introducing the attendees [1] - The agenda includes reading and reviewing the proposals, particularly the proposal to cancel the supervisory board, change registered capital and business scope, and amend the company's articles of association [1][4] - Shareholders will have the opportunity to speak, ask questions, and vote on the proposals [1] Proposal Highlights - The proposal includes the cancellation of the supervisory board, transferring its powers to the audit committee of the board of directors [4] - The company plans to change its total capital and registered capital, with 73,966,642 new shares registered with the China Securities Depository and Clearing Corporation [4] - The business scope will be revised to align with the company's development needs and regulatory requirements, including changes in manufacturing and service areas [5] Business Scope Changes - The previous business scope included military optoelectronic equipment and related products, which will be updated to include a broader range of manufacturing and technical services [5][7] - New areas of focus will include specialized equipment manufacturing, optical instruments, virtual reality devices, and industrial robots [5][7] - The company will also engage in technology development, consulting, and various manufacturing activities related to optical and electronic materials [5][7] Legal and Regulatory Compliance - The meeting will be legally witnessed by lawyers from Shanxi Languang Law Firm, ensuring compliance with relevant laws and regulations [2] - The company has made amendments to its articles of association and related rules to comply with the latest legal requirements and improve governance [4][7]

Core Viewpoint - The report highlights Shanghai Hehui Optoelectronics Co., Ltd.'s financial performance and strategic focus on AMOLED display technology, emphasizing growth in the tablet and laptop sectors while addressing challenges in the smartphone market [1][2][3]. Company Overview and Financial Indicators - The company reported a revenue of 267,006.21 million RMB for the first half of 2025, an increase of 11.51% compared to the same period last year [2]. - The total profit for the period was -83,973.42 million RMB, showing an improvement of 44,309.80 million RMB year-on-year [2]. - The net cash flow from operating activities was 23,284.36 million RMB, a significant increase of 855.77% compared to the previous year [2][3]. - The company's net assets at the end of the reporting period were 919,436.55 million RMB, a decrease of 8.37% from the previous year [2]. Industry and Main Business Situation - The company operates in the semiconductor display industry, specifically in the manufacturing of display devices, which is classified as a strategic emerging industry in China [4]. - AMOLED technology is increasingly adopted across various sectors, including smart wearables, smartphones, tablets, laptops, and automotive displays, due to its superior display quality and energy efficiency [5][6][7]. Market Trends and Growth Potential - The global AMOLED market is projected to grow from approximately 350.3 billion RMB in 2024 to about 627.9 billion RMB by 2030, with a compound annual growth rate (CAGR) of 10.2% [5]. - In the tablet and laptop segment, the penetration rate of AMOLED displays is expected to rise from 5.5% in 2024 to 23.9% by 2030, with a corresponding market size increase from 27.9 billion RMB to 153.8 billion RMB [5]. - The automotive display market is also anticipated to grow significantly, with a projected CAGR of 44.2% from 2024 to 2030 [6]. Competitive Position and Strategic Focus - The company is recognized as a leader in the AMOLED display market, particularly in the medium and large-size segments, holding a significant market share in China [9][10]. - The company has established long-term partnerships with major brands in the consumer electronics sector, ensuring stable supply and demand for its products [23]. - The focus on R&D and innovation has led to the development of key technologies such as Hybrid and Tandem display technologies, enhancing the company's competitive edge [14][19]. Innovation and R&D Achievements - The company has invested heavily in R&D, with a total expenditure of 247 million RMB in the reporting period, representing 9.24% of its revenue [3][14]. - The company has developed 18 core AMOLED technologies, including flexible displays and high refresh rates, which are crucial for maintaining its market leadership [19][25]. - The company has received numerous industry certifications and awards, reflecting its commitment to quality and innovation in the AMOLED display sector [25].

Company Overview - Shanghai Hehui Optoelectronics Co., Ltd. reported total assets of 2,779,119.42 million RMB, a decrease of 6.09% compared to the previous year [1] - The net assets attributable to shareholders decreased by 8.37% to 919,436.55 million RMB [1] - The company had a total revenue of 267,006.21 million RMB, representing an increase of 11.51% year-on-year [1] Financial Performance - The total profit for the period was -83,973.42 million RMB, an improvement from -127,860.40 million RMB in the previous year [1] - The net profit attributable to shareholders was also -83,973.42 million RMB, with a net profit excluding non-recurring gains and losses at -86,284.69 million RMB [1] - The net cash flow from operating activities increased significantly to 23,284.36 million RMB from 2,436.20 million RMB [1] Shareholder Information - The total number of shareholders as of the report date was 116,727 [2] - The largest shareholder, Shanghai Lianhe Investment Co., Ltd., holds 58.35% of the shares, amounting to 8,057,201,900 shares [4] - Other significant shareholders include Shanghai Integrated Circuit Industry Investment Fund with 11.11% and Shanghai Jinlian Investment Development Co., Ltd. with 2.99% [4] Research and Development - The proportion of R&D investment relative to operating income was 9.24%, a decrease of 0.86 percentage points compared to the previous year [1]

证券代码：688538 证券简称：和辉光电 公告编号：2025-035 上海和辉光电股份有限公司 第二届董事会第十六次会议决议公告 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。 一、董事会会议召开情况 上海和辉光电股份有限公司（以下简称"公司"）第二届董事会第十六次会 议（以下简称"本次会议"）于 2025 年 8 月 14 日在公司会议室以现场加通讯表 决方式召开，会议通知已于 2025 年 8 月 4 日通过书面方式送达全体董事。本次 会议由董事长傅文彪先生主持，会议应出席董事 9 人，实际出席董事 9 人。本次 会议的召集、召开和表决程序符合《中华人民共和国公司法》（以下简称"《公 司法》"）等法律法规和《上海和辉光电股份有限公司章程》（以下简称"《公 司章程》"）的规定，会议决议合法、有效。 二、董事会会议审议情况 公司经营团队根据公司 2025 年半年度的实际经营工作情况，编制了《2025 年半年度经营工作报告》并予以汇报。 表决结果：9 票同意，占有表决权董事人数的 100%；0 票反对；0 票弃权。 公司《 ...

Meeting Overview - The second meeting of the Supervisory Board of Shanghai Huhui Optoelectronics Co., Ltd. was held on August 14, 2025, with all 7 supervisors present, confirming the legality and validity of the meeting procedures [1] - The meeting was chaired by Mr. Ying Xiaoming, and the notice was sent to all supervisors on August 4, 2025 [1] Financial Reporting - The preparation and review process of the 2025 semi-annual report complies with relevant laws and regulations, accurately reflecting the company's financial status and operational results [1] - The report contains no false records, misleading statements, or significant omissions [1] Fund Management - The management and actual use of raised funds for the first half of 2025 comply with legal regulations, with no violations or misappropriations reported [2] - The special report on the management and use of raised funds accurately reflects the actual situation [2] Fund Replacement - The company plans to use its own funds to pay for project investments and will subsequently replace them with raised funds, which is in line with regulatory requirements [3] - This approach aims to enhance operational management efficiency without harming shareholder interests [3] Cash Management - The company intends to use a maximum of RMB 300 million of temporarily idle raised funds for cash management within 12 months, ensuring it does not conflict with investment project implementations [4] - This decision is expected to improve fund utilization efficiency and yield good returns [4] Supervisory Board Changes - The company plans to abolish the Supervisory Board, transferring its powers to the Audit Committee of the Board of Directors, pending shareholder approval [5] - Corresponding amendments to the company's articles of association and meeting rules have been drafted [5]

本次会议经全体与会委员就下述议案进行了审议，一致同意形成如下决议： 一、审议通过《关于补选公司第二届董事会独立董事的议案》 根据《公司法》《香港联交所上市规则》等有关法律法规及《公司章程》的 规定，经资格审查，提名委员会同意提名阮添士先生为公司第二届董事会独立董 事候选人，并同意将本议案提交公司董事会审议，任期自公司发行的境外上市外 资股（H 股）于香港联交所挂牌上市之日起至第二届董事会任期届满之日止。阮 添士先生的薪酬依据独立董事的现行薪酬标准执行，按约定汇率折算成港币支付， 起薪时间为任期开始之日。 上海和辉光电股份有限公司董事会提名委员会决议 上海和辉光电股份有限公司 第二届董事会提名委员会第五次会议决议 上海和辉光电股份有限公司（以下简称"公司"）第二届董事会提名委员 会第五次会议（以下简称"本次会议"）于 2025 年 8 月 14 日在公司会议室以 现场结合通讯表决方式召开。本次会议由公司提名委员会召集人邱慈云主持， 会议应出席委员 3 人，实际出席委员 3 人。本次会议的召集、召开和表决程序 符合公司提名委员会议事规则的有关规定，会议决议合法、有效： 表决情况：3 票同意，占全体委员人数的 10 ...

北方光电股份有限公司 2025年第二次临时股东会 会议资料 二〇二五年八月二十五日 北方光电股份有限公司 2025 年第二次临时股东会会议资料 北方光电股份有限公司 2025 年第二次临时股东会会议议程 一、会议时间 现场会议召开时间：2025年8月25日下午2:30； 网络投票时间：2025年8月25日，采用上海证券交易所网络投票系统， 通过交易系统投票平台的投票时间为股东会召开当日的交易时间段，即 9:15-9:25，9:30-11:30，13:00-15:00；通过互联网投票平台的投票时间 为股东会召开当日的9:15-15:00。 二、现场会议地点 陕西省西安市新城区长乐中路35号公司会议室。 三、会议召开方式 现场投票与网络投票（上海证券交易所股东会网络投票系统）相结合 的方式。 （五）股东或股东代表发言、提问 （六）参会股东或股东代表对上述议案进行投票表决 （七）股东代表和监事点票、监票、汇总 （八）主持人宣读股东会现场表决结果 四、现场会议议程 （一）主持人宣布会议开始，并介绍会议出席情况 （二）宣读2025年第二次临时股东会会议须知 （三）推举会议监票人和计票人 （四）宣读、审议本次股东会的议案 ...