中国上海市石门一路 288 号 兴业太古汇香港兴业中心办公楼一座 26 层 邮编：200041 电话：（86-21）5298 5488 传真：（86-21）5298 5492 junhesh@junhe.com 君合律师事务所上海分所 关于常州星宇车灯股份有限公司 2025 年第一次临时股东大会的法律意见书 致：常州星宇车灯股份有限公司 君合律师事务所上海分所接受常州星宇车灯股份有限公司（以下简称"公司"） 的委托，根据《中华人民共和国公司法》（以下简称"《公司法》"）、《上市公司股 东会规则》（以下简称"《股东会规则》"）等法律、法规、规章及《常州星宇车灯 股份有限公司章程》（以下简称"《公司章程》"）的有关规定，就公司 2025 年第 一次临时股东大会（以下简称"本次股东大会"）有关事宜出具本法律意见书。 本法律意见书仅就本次股东大会的召集和召开程序、出席本次股东大会人员 的资格、召集人资格、会议表决程序是否符合中国相关法律、法规及《公司章程》 的规定以及表决结果是否合法有效发表意见，并不对本次股东大会所审议的议案 内容以及该等议案所表述的相关事实或数据的真实性、准确性或合法性发表意见。 综上，公司本次股 ...

证券代码：601799 证券简称：星宇股份 公告编号：2025-028 常州星宇车灯股份有限公司 2025年第一次临时股东大会决议公告 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 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： 本次会议是否有否决议案：无 一、 会议召开和出席情况 | 1、出席会议的股东和代理人人数 | 316 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 180,420,500 | | 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 | 63.4595 | | 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，大会主持情况等。 公司董事长周晓萍女士因公未出席本次会议，经半数以上董事推举，本次会 议由公司董事周宇恒先生主持。会议的召集、召开程序符合《公司法》及《公司 章程》的规定，表决方式及表决结果合法有效。 (一) 股东大会召开的时间：2025 年 9 月 19 日 (二) 股东大会召开的地点：公司办公楼四楼 15 号会议室 (三) 出席会议的普通股股东和 ...

Core Viewpoint - Xingyu Co., Ltd. has experienced a decline in stock price and trading activity, with a notable drop in market capitalization and net outflow of funds, indicating potential investor concerns about the company's performance and market position [1][2]. Company Overview - Xingyu Co., Ltd. is located in Changzhou, Jiangsu Province, and was established on May 18, 2000. It was listed on February 1, 2011. The company specializes in the research, design, manufacturing, and sales of automotive lighting products, primarily for passenger vehicles [1]. - The company's main business revenue composition is 95.71% from automotive parts and 4.29% from other sources [1]. Financial Performance - For the first half of 2025, Xingyu Co., Ltd. achieved a revenue of 6.757 billion yuan, representing a year-on-year growth of 18.20%. The net profit attributable to shareholders was 706 million yuan, with a year-on-year increase of 18.88% [2]. - Since its A-share listing, the company has distributed a total of 3.651 billion yuan in dividends, with 1.079 billion yuan distributed in the last three years [3]. Shareholder Information - As of June 30, 2025, the number of shareholders increased to 11,600, up by 21.14%. The average number of circulating shares per person decreased by 17.45% to 24,732 shares [2]. - The top ten circulating shareholders include Hong Kong Central Clearing Limited as the second-largest shareholder, increasing its holdings by 3.7385 million shares to 24.1446 million shares [3].

Investment Rating - The report maintains a "Recommended" rating for the automotive industry [1] Core Insights - The automotive industry is experiencing steady sales growth, with increasing competition and differentiation among companies [1] - The implementation of vehicle replacement policies and subsidies from manufacturers are driving revenue growth, although profit margins are under pressure due to intensified competition [4][42] - The report highlights a significant performance disparity among automotive companies, with leading firms benefiting from new product launches and structural optimization [42] Sales and Revenue Performance - In H1 2025, wholesale sales of passenger vehicles reached 13.526 million units, a year-on-year increase of 12.9% [4][30] - The automotive industry generated revenue of CNY 1.8723 trillion in H1 2025, up 6.7% year-on-year, while net profit attributable to shareholders was CNY 74.7 billion, down 1.8% [4][42] - In Q2 2025, the automotive industry revenue was CNY 1.00168 trillion, with a year-on-year increase of 8.1% and a quarter-on-quarter increase of 15.0% [4][42] Segment Analysis - Passenger vehicles saw revenue growth of 9.7% in H1 2025, but net profit decreased by 7.9% [4][39] - The commercial vehicle segment, particularly heavy trucks, is expected to recover in 2025 after three years of low demand [4][41] - The components sector showed robust performance, with H1 2025 revenue of CNY 708.7 billion, a year-on-year increase of 6.9% [4][41] Investment Recommendations - The report suggests focusing on companies that are positioned to benefit from the high-end and intelligent upgrades in the automotive sector, recommending firms such as Li Auto, Geely, BYD, and Great Wall Motors [4][5] - It also highlights opportunities in the high-end intelligent driving market, recommending companies like XPeng Motors and Huayang Group [4][5] - For the components sector, companies with strong growth potential and competitive advantages in supply chains are recommended, including Fuyao Glass and Xingyu Automotive [4][5]

（文章来源：证券日报） 本报讯天眼查App显示，近日，重庆星宇车灯有限公司成立，法定代表人为周宇恒，注册资本1亿元， 经营范围包括照明器具制造、智能车载设备制造、电子元器件制造、汽车零部件及配件制造等。股东信 息显示，该公司由星宇股份全资持股。 ...

Core Insights - In August 2025, the automotive production and sales reached 2.815 million and 2.857 million units respectively, with month-on-month growth of 8.7% and 10.1%, and year-on-year growth of 13% and 16.4% [2][3] - For the week of September 1-7, 2025, retail sales of passenger cars were 304,000 units, a year-on-year decrease of 10% and a month-on-month decrease of 4%, while wholesale sales were 307,000 units, a year-on-year decrease of 5% but a month-on-month increase of 9% [2][3] Weekly Market Performance - During the week of September 8-12, 2025, the CS automotive index rose by 0.21%, while the CS passenger vehicle index fell by 0.37%, and the CS commercial vehicle index decreased by 1.06% [2] - The CS automotive parts index increased by 0.72%, and the CS automotive sales and service index rose by 4.23%, while the electric vehicle index fell by 0.08% and the smart vehicle index increased by 1.36% [2] - The Shanghai Composite Index rose by 1.66% and the CSI 300 Index increased by 1.93%, indicating that the CS automotive index underperformed these indices by 1.72 percentage points and 1.45 percentage points respectively, with a year-to-date increase of 23.76% [2] Cost Tracking and Inventory - As of September 10, 2025, the prices of float glass, aluminum ingots, and zinc ingots changed year-on-year by -9.4%, +7.1%, and -5.2% respectively, and month-on-month by -6%, +0.5%, and -1.1% [3] - The inventory warning index for automotive dealers in August was 57.0%, showing a year-on-year increase of 0.8 percentage points and a month-on-month decrease of 0.2 percentage points [3] Market Focus - Key developments include partnerships in autonomous driving, such as Horizon Robotics collaborating with Hello to accelerate Robotaxi deployment, and the launch of new models like the all-new Wanjie M7, which saw over 100,000 pre-orders within an hour [3] - The Ministry of Industry and Information Technology and other departments issued a joint plan for stabilizing growth in the automotive industry for 2025-2026 [3] Investment Recommendations - In the medium to long term, the focus is on opportunities in incremental components driven by the rise of domestic brands and electric intelligence [4] - Recommended companies include Leap Motor, JAC Motors, and Geely for strong new product cycles, and companies like Kobot, Huayang Group, and Junsheng Electronics for smart technology [4]

Domestic News - The Ministry of Industry and Information Technology issued guidelines for the digital transformation of key industries, including 14 industry scenario maps for 2025, focusing on sectors like new energy vehicles and lithium batteries [7] - Suzhou released an "Artificial Intelligence+" city action plan aiming to gather over 3,000 AI companies by the end of 2026, with an annual growth rate of over 20% in the core scale of the smart economy industry [8] - Changan Automobile signed a strategic cooperation agreement with China Guoxin, aiming to deepen collaboration in investment and technology innovation to promote high-quality development in the automotive industry [9] - GAC Group and Huawei are jointly launching a new high-end smart electric vehicle brand named "Qijing," which will integrate Huawei's intelligent technology [10] - Jietu announced the launch of three fuel-powered SUV models in the European market, starting with Poland in November [11] - Avita Technology signed a business cooperation framework agreement with Agricultural Bank of China, focusing on technology research and market expansion [12] - Yangjie Technology and Xingyu Co., Ltd. signed a strategic cooperation agreement to enhance collaboration in automotive vision systems and semiconductor technology [13] - Funeng Technology plans to mass-produce its third-generation semi-solid-state battery by 2026, aiming for an energy density of over 500Wh/kg [14] Foreign News - Suzuki announced that its first pure electric vehicle, the e-VITARA, will be launched in Japan on January 16, 2026, with a starting price of 3.993 million yen (approximately 193,000 RMB) and a range of over 430 kilometers on a single charge [15][16] - SK On established a pilot factory for solid-state batteries in Daejeon, South Korea, with plans for commercial production by 2029, one year earlier than previously announced [17] - Toyota launched the e-Palette, a pure electric vehicle designed for mobile stores, aiming to incorporate L4-level autonomous driving technology by 2027 [18] - Nissan and Mitsubishi will introduce a new electric vehicle model in Europe, with Mitsubishi's Eclipse Cross being the first pure electric SUV for the European market [19] Commercial Vehicles - Proton Automobile and Western Intelligent Network held a dual delivery ceremony for new energy vehicles and ultra-fast charging systems, marking a significant milestone in their collaborative strategy [20] - Weichai's new high-end light truck, the Blue Power X7, was officially launched in Fujian, targeting the growing demand for high-end new energy logistics vehicles [21] - The Faist Group launched a new agricultural machinery brand, "Faist·Zhikun," marking its entry into the agricultural transmission field [22] - King Long showcased its products at the BRICS New Industrial Revolution Forum, highlighting its autonomous driving buses and new energy vehicles [23]

Industry Overview - The "old-for-new" policy has shown further effects in Q2 2025, with both passenger and commercial vehicle sales increasing quarter-on-quarter [1] - The total wholesale sales of passenger vehicles in Q2 2025 reached 7.11 million units, a year-on-year increase of 13.0% and a quarter-on-quarter increase of 10.8% [2] - The total industry revenue for Q2 2025 was 921.1 billion yuan, a year-on-year increase of 9.1% and a quarter-on-quarter increase of 15.4% [1] - The overall net profit attributable to the parent company was 33.9 billion yuan, a year-on-year decrease of 8.9% but a quarter-on-quarter increase of 2.0% [1] Passenger Vehicles - The wholesale sales of new energy passenger vehicles in Q2 2025 reached 3.63 million units, a year-on-year increase of 33.6% and a quarter-on-quarter increase of 25.2%, with a penetration rate of 51.1% [2] - The passenger vehicle segment achieved total revenue of 532.2 billion yuan in Q2 2025, a year-on-year increase of 10.5% and a quarter-on-quarter increase of 21.4% [2] - The net profit attributable to the parent company for the passenger vehicle segment was 13.31 billion yuan, a year-on-year decrease of 29.1% and a quarter-on-quarter decrease of 5.5% [2] Components - The components sector achieved total revenue of 251.64 billion yuan in Q2 2025, a year-on-year increase of 10.5% and a quarter-on-quarter increase of 9.9% [3] - The net profit attributable to the parent company in the components sector was 14.97 billion yuan, a year-on-year increase of 19.4% and a quarter-on-quarter increase of 6.5% [3] - The accounts receivable turnover days improved to 88.3 days, a decrease of 8.0 days quarter-on-quarter [3] Trucks and Buses - Heavy truck sales increased quarter-on-quarter in Q2 2025, with leading companies performing better than expected due to strong product capabilities and cost control [4] - The net profit attributable to the parent company for Weichai Power and China National Heavy Duty Truck was 2.93 billion yuan and 360 million yuan, respectively, with China National Heavy Duty Truck showing a year-on-year increase of 4.0% [4] - The bus sector saw a net profit of 1.33 billion yuan in Q2 2025, a year-on-year increase of 12.1% and a quarter-on-quarter increase of 50.2% [4] Investment Recommendations - The "old-for-new" policy is expected to boost downstream consumer demand, with recommendations for companies such as Geely Automobile, BYD, and Xpeng Motors [5] - In the components sector, recommended companies include Xinquan Co., Top Group, and BYD Electronics [5] - For heavy trucks, recommendations include China National Heavy Duty Truck, Weichai Power, and Yutong Bus [6]

Group 1 - The core point of the article is the establishment of a new company by Xingyu Co., Ltd., which includes integrated circuit chip business [1] - The newly formed company, Chongqing Xingyu Automotive Lighting Co., Ltd., has a registered capital of 100 million yuan [1] - The business scope of the new company includes manufacturing of lighting fixtures, smart vehicle-mounted equipment, electronic components, automotive parts and accessories, and sales of integrated circuit chips and products [1] Group 2 - Chongqing Xingyu Automotive Lighting Co., Ltd. is wholly owned by Xingyu Co., Ltd. (stock code: 601799) [1] - The legal representative of the new company is Zhou Yuheng [1]

Core Viewpoint - Chongqing Xingyu Automotive Lighting Co., Ltd. has been established with a registered capital of 100 million yuan, indicating a strategic expansion in the automotive components sector by Xingyu Co., Ltd. [1] Company Summary - The legal representative of Chongqing Xingyu Automotive Lighting Co., Ltd. is Zhou Yuheng [1] - The company is fully owned by Xingyu Co., Ltd. (stock code: 601799) [1] - The business scope includes manufacturing of lighting fixtures, smart vehicle-mounted equipment, electronic components, automotive parts and accessories, and sales of integrated circuit chips and products [1]