或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： | 证券代码：600745 | 证券简称：闻泰科技 | 公告编号：临 2026-018 | | --- | --- | --- | | 转债代码：110081 | 转债简称：闻泰转债 | | 闻泰科技股份有限公司 2026年第一次临时股东会决议公告 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 本次会议是否有否决议案：无 一、 会议召开和出席情况 (三) 出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况： | 1、出席会议的股东和代理人人数 | 3,554 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 272,412,976 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | 22.2519 | | 份总数的比例（%） | | (四) 表决方式是否符合《公司法》及《公司章程》的规定，股东会主持情况 等。 本次会议由公司董事长杨沐女士主持，会议采用现场投票和网络投票相结合 (一) 股东会召开的时间：2026 年 2 月 24 日 (二) 股东会 ...

Core Viewpoint - The company announced the convening of its first extraordinary general meeting of shareholders for 2026, which was held on February 24, 2026, in Shanghai, with significant shareholder participation [1] Group 1: Meeting Details - The meeting was chaired by Chairman Yang Mu and attended by 3,554 shareholders and proxies, representing 272,412,976 shares with voting rights, accounting for 22.2519% of the total [1] - Out of the five current directors, three were present, while two directors, Shen Xinjia and Gan Peizhong, were absent due to work commitments [1] Group 2: Resolutions Passed - The meeting approved a resolution to change the accounting firm, with 99.1642% of A-share shareholders voting in favor and 98.0782% of shareholders with less than 5% voting in favor [1] - The resolutions were witnessed by lawyers from Junhe Law Firm, Qian Yiqian and Shao Heyun, who deemed the shareholder meeting's resolutions to be legal and valid [1]

Core Viewpoint - The acquisition of Nexperia by Wingtech Technology in 2019 was seen as a significant move for a Chinese company to gain technology and market influence, but subsequent actions by the U.S. and Dutch governments have led to a loss of control over the company, highlighting the complexities of international business operations and the potential for geopolitical factors to disrupt corporate governance [1][4][5]. Group 1: Acquisition and Initial Impact - In 2019, Wingtech Technology acquired Nexperia for 33 billion RMB, a company specializing in automotive chips, which was crucial for global automotive manufacturers, especially in Europe [1]. - The acquisition was perceived as a major milestone for Chinese enterprises in overseas mergers, enhancing technological capabilities and market power [1]. Group 2: Government Actions and Legal Developments - By the end of 2024, the U.S. placed Wingtech on an entity list, alleging it assisted China's military modernization without providing evidence, leading to significant repercussions [4]. - In September 2025, the Dutch government froze Nexperia's global assets amounting to 14.7 billion RMB and restricted changes in ownership and intellectual property, effectively sidelining Wingtech from decision-making [4]. - An independent administrator was appointed to manage Nexperia, halting the supply of wafers to Wingtech's Dongguan factory, which could result in losses exceeding 10 billion RMB for the company in 2025 [4]. Group 3: Shift in Control and Future Operations - By February 2026, the Dutch government approved a $60 million loan to Nexperia, indicating a shift towards independent operations away from Chinese financial support [5]. - Nexperia has undergone a process of "de-Chinization," with new management and supply chains avoiding Chinese involvement, and potential European capital infusion to dilute existing shares [5]. - Legal avenues for Wingtech to regain control appear increasingly limited, as Dutch courts upheld the suspension of its CEO, indicating a challenging environment for foreign companies in similar situations [5][6]. Group 4: Broader Implications - The situation illustrates a clash between traditional business practices and national security considerations, where adherence to conventional rules may disadvantage companies facing geopolitical pressures [6]. - The ongoing operations of Nexperia, now independent from Wingtech, serve as a cautionary tale for companies looking to expand internationally, emphasizing the need to understand the true nature of ownership and control in cross-border acquisitions [6].

Core Viewpoint - The article highlights the current ranking of listed companies based on market sentiment, with a focus on supply-demand dynamics, pricing strategies, technological advancements, and legal disputes affecting investor sentiment. Group 1: Company Rankings - The top 20 companies in the "Listed Company Heat Ranking" include: SMIC, Huazhu Microelectronics, Wingtech Technology, BOE Technology, Zhaoxin Microelectronics, Aerospace Science and Technology, Huatian Technology, Cambricon, Changdian Technology, Southeast Electronics, Ruilian Technology, Naiko Equipment, Silan Microelectronics, ST Lifan, Northern Huachuang, Jinhong Gas, Zhongwei Semiconductor, Tongfu Microelectronics, Jinchengzi, and Hangyu Microelectronics [1][3][24]. Group 2: Supply-Demand and Pricing Dynamics - SMIC provided detailed responses regarding pricing strategies amid tightening capacity, emphasizing that price adjustments are driven by supply-demand relationships, with increases in prices for memory and BCD products [14][34]. - Huazhu Microelectronics announced a price increase effective February 1 due to rising costs of raw materials and manufacturing, indicating a broader trend of cost transmission in the semiconductor industry [14][34]. Group 3: Technological Advancements and Collaborations - Hangyu Microelectronics developed the Yulong 810 AI chip with a computing power of 12 TOPS, which is now used in the "Zhuhai No. 1" satellite for real-time image recognition [15][35]. - Huazhu Microelectronics received authorization for a patent on "smart power modules," which is expected to benefit applications in electric vehicles and industrial control [16][36]. - Silan Microelectronics secured a utility model patent for power modules, reinforcing its technological capabilities in the power semiconductor sector [17][37]. - BOE Technology applied for a patent related to display panels, further solidifying its technological barriers in the display sector [18][38]. Group 4: Legal Disputes and Governance - Wingtech Technology expressed strong dissatisfaction with a recent court ruling regarding the Nexperia case, which has significant implications for the company's control over core assets [20][40]. Group 5: Stock Price Movements and Market Attention - Naiko Equipment's stock rose by 5.59%, indicating active trading and market speculation regarding its advancements in semiconductor packaging equipment [21][41]. - BOE Technology's stock has declined for six consecutive days, with a cumulative drop of 5.22%, raising concerns about short-term demand in the industry [21][41].

Core Viewpoint - The Dutch court's decision to maintain the investigation into ASML Semiconductor's operations and the suspension of the Chinese chairman's position reflects ongoing geopolitical tensions and has significant implications for the semiconductor supply chain, particularly in the automotive sector [1][3]. Group 1: Company Operations and Impact - ASML Semiconductor plays a crucial role in the global chip supply chain, especially for automotive chips, and the Dutch government's intervention has led to a split between its Dutch headquarters and Chinese branches, causing severe operational disruptions [3][6]. - The company's revenue significantly declined in October and November last year, leading to cash flow issues and local banks suspending loans, which exacerbated the chip shortage crisis faced by European automakers [3][6]. - The Dutch court's ruling to continue the investigation may prolong the operational chaos and supply chain crisis, with the investigation potentially lasting over six months [3][6]. Group 2: Legal and Regulatory Context - The court cited that ASML Semiconductor did not comply with the Dutch Ministry of Economic Affairs' requirements in light of U.S. sanctions, indicating a preference for reducing ties with U.S. suppliers rather than complying with demands [4][6]. - The court's assertion that the split between the Dutch and Chinese operations was unclear in terms of responsibility is seen as a misrepresentation, as the disruptions are attributed to the Dutch government's intervention [6][7]. - Allegations of a conflict of interest regarding ASML's procurement of wafers from a Chinese company are viewed as unfounded, as these transactions were part of normal operations to mitigate U.S. sanctions [6][7]. Group 3: Recommendations and Future Outlook - It is suggested that the Dutch government and judiciary should cease their interventions to restore the legitimate control of ASML Semiconductor to its parent company, thereby stabilizing operations and the global semiconductor supply chain [7].

Core Viewpoint - The semiconductor industry is expected to recover in 2025, with significant revenue growth driven by rising storage prices and increasing demand from data centers, leading to improved performance for major chip manufacturers [3][4]. Group 1: Semiconductor Sales and Growth - Global semiconductor sales are projected to reach $791.7 billion in 2025, a 25.6% increase from $630.5 billion in 2024, with further growth expected towards $1 trillion in 2026 [3]. - The recovery is attributed to strong demand from emerging technologies such as AI, IoT, 6G, and autonomous driving [3]. Group 2: Chip Design and IDM - Texas Instruments (TI) is expected to achieve approximately $17.68 billion in revenue for 2025, reflecting a 13% year-over-year growth, with significant contributions from industrial and automotive sectors [6]. - STMicroelectronics (ST) anticipates a revenue decline of 11% to around $11.8 billion, with Q4 showing slight improvement driven by personal electronics [8]. - NXP's revenue is projected at $12.27 billion, down 3%, with automotive and industrial sectors remaining stable [10]. - Renesas reported a revenue drop of 2% to 1.3212 trillion yen, marking its first loss in six years due to significant impairment losses [12]. - Microchip Technology expects growth in both year-over-year and quarter-over-quarter sales, with a projected revenue of $1.186 billion for Q3 2026 [12]. - Qorvo's revenue exceeded expectations at $993 million, with an 8.4% year-over-year increase [12]. - Infineon's revenue is projected at €14.662 billion, down 2%, but with strong demand in AI driving growth [14]. Group 3: Memory Chips - Samsung's revenue is expected to reach 333.6059 trillion won (approximately $233.8 billion), a 10.9% increase, with the semiconductor division achieving 130.1 trillion won in revenue [29]. - SK Hynix anticipates a record revenue of 97.15 trillion won (approximately $681.6 billion), a 47% increase year-over-year [31]. - Micron's revenue is projected to rise from $25.11 billion to $37.38 billion, with HBM chip capacity sold out for 2026 [33]. - GigaDevice expects a revenue increase of approximately 25% to 9.203 billion yuan [35]. Group 4: Wafer Foundry - TSMC's revenue is projected to reach approximately 3.8 trillion new Taiwan dollars (around $122.42 billion), a 31.6% increase, with advanced processes contributing significantly [47]. - UMC expects a slight revenue increase of 2.3% to 237.55 billion new Taiwan dollars, with a focus on mature process technologies [49]. - SMIC anticipates a record revenue of $9.3268 billion, a 16.2% increase, with improved profitability driven by increased wafer sales [51]. Group 5: Testing and Packaging - ASE Group's revenue is expected to reach 645.388 billion new Taiwan dollars, an 8.4% increase, with advanced packaging services contributing significantly [57]. - Amkor's revenue is projected at $6.71 billion, a 6% increase, with strong performance in advanced packaging and computing business [59]. Group 6: Equipment - ASML's total net sales are expected to reach €32.667 billion, a 15.6% increase, with a record order backlog reflecting strong demand for AI-related technologies [61]. - Lam Research anticipates a record year with significant growth driven by advanced process technologies [63]. Group 7: Distribution - WPG Holdings expects a revenue of 999.12 billion new Taiwan dollars, a 13.4% increase, driven by AI and high-performance computing demand [66]. - WPG's revenue is projected to exceed 1 trillion new Taiwan dollars, marking a significant milestone [68].

Core Viewpoint - The Dutch court's decision to maintain the suspension of the Chinese chairman's position and the investigation into ASML Semiconductor's operations reflects ongoing geopolitical tensions and has significant implications for the semiconductor supply chain, particularly in the automotive sector. Group 1: Court Ruling and Investigations - The Amsterdam appellate court upheld a ruling from October 2025, ordering an investigation into ASML Semiconductor's policies and operations, while continuing the suspension of the Chinese chairman's position and the legal control of the shareholder, Wingtech Technology [1]. - The Dutch government had previously invoked the Cold War-era "Goods Availability Act" to forcibly take control of ASML Semiconductor, citing "economic security" concerns [1]. - The court's decision indicates that the investigation could last for an extended period, potentially exceeding six months [2]. Group 2: Impact on ASML Semiconductor and the Automotive Industry - ASML Semiconductor plays a crucial role in the global chip supply chain, especially for automotive chips, and the intervention has led to a split between its Dutch headquarters and Chinese branches, causing significant operational disruptions [1]. - Reports indicate that ASML Semiconductor experienced a substantial decline in revenue in October and November of the previous year, with cash flow issues leading to local banks suspending loans [1]. - The automotive industry in Europe is facing a chip shortage crisis, with some companies planning to purchase wafers directly and transport them to China for processing, while Japanese automakers like Honda and Nissan have had to reduce or halt production [1]. Group 3: Reasons Behind the Court's Decision - The court cited that ASML Semiconductor did not comply with the Dutch Ministry of Economic Affairs' requirements in response to U.S. sanctions, suggesting that the Chinese management's strategy of reducing reliance on U.S. suppliers was inadequate [2]. - The court's assertion that the split between the Chinese and Dutch operations was unclear in terms of responsibility is seen as a misrepresentation of the situation, as the Dutch intervention is viewed as the primary cause of the crisis [3]. - The court raised concerns about a large order of wafers from a Chinese company, implying a conflict of interest, despite the order being part of ASML's normal operations to mitigate U.S. sanctions [3]. Group 4: Call for Resolution - There is a strong call for the Dutch government and the court to cease their interventions, restore Wingtech Technology's legal control over ASML Semiconductor, and avoid further disruptions to the global semiconductor supply chain [4].

Core Viewpoint - The article discusses the recent ruling by the Dutch court regarding Nexperia, emphasizing the need to stabilize the global semiconductor supply chain and urging constructive dialogue between the involved parties [2]. Group 1: Dutch Court Ruling - The Dutch court has decided to investigate Nexperia for alleged mismanagement, which has raised concerns about the stability of the semiconductor supply chain [2]. - The court did not revoke previous decisions or restore the legal control of Wingtech Technology over Nexperia, leading to disappointment from Wingtech [3]. - The investigation will also include the current temporary management of Nexperia, confirming several claims made by Wingtech [3]. Group 2: Wingtech's Response - Wingtech expressed strong dissatisfaction with the court's ruling and called for a thorough investigation into the alleged misconduct of Nexperia's current management [3]. - The company insists that the only viable solution to restore Nexperia and stabilize the global supply chain is to immediately lift all temporary measures and restore Wingtech's shareholder rights [4]. - Wingtech is committed to using all legal avenues to regain full control and governance over Nexperia, asserting confidence in its legal position and rights [4].

证券代码：600745 证券简称：闻泰科技 公告编号：临 2026-017 转债代码：110081 转债简称：闻泰转债 闻泰科技股份有限公司 关于"闻泰转债"预计满足转股价格修正条件的提示性公告 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、准确性和完整性承担法律责任。 闻泰科技股份有限公司（以下简称"公司"）于 2021 年 7 月 28 日公开发行 86 亿元可转换公司债券（以下简称"可转债"、"闻泰转债"）。本次触发转股价格 修正条件的期间从 2026 年 2 月 2 日起算，截至 2026 年 2 月 13 日收盘，公司股 票在连续 30 个交易日中已有 10 个交易日的收盘价低于当期转股价格 43.60 元/ 股的 85%，若未来公司股票价格继续满足相关条件的，将可能触发"闻泰转债" 的转股价格修正条款。 一、可转债发行上市概况 1、发行日期：2021 年 7 月 28 日 2、发行数量：8,600 万张（860 万手） 3、发行面值：100 元/张 4、发行总额：86 亿元人民币 5、票面利率：第一年 0.10%、第二年 0.20%、第三年 ...

| 证券代码：600745 | 证券简称：闻泰科技 | 公告编号：临 | 2026-016 | | --- | --- | --- | --- | | 转债代码：110081 | 转债简称：闻泰转债 | | | 闻泰科技股份有限公司 与私募基金合作投资事项进展的公告 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、准确性和完整性承担法律责任。 重要内容提示： | 投资标的名称 | 闻芯一期（珠海）股权投资合伙企业（有限合伙） | | | | --- | --- | --- | --- | | 投资金额（万元） | 30,000 | | | | 投资进展阶段 | 完成 √进展 | 终止 | 交易要素变更 | | 特别风险提示 | 募集失败 | | | | | 未能完成备案登记 | | | | | 提前终止 | | | | | 发生重大变更 | | | | | √其他：经综合评估，终止基金普通合伙人、执行事务 | | | | | 合伙人以及基金管理人变更事项，原管理团队继续履 | | | | | 职，基金投资与日常运作不受影响。由于基金具有投资 ...