Core Viewpoint - The company held its 18th temporary meeting of the fifth supervisory board on August 22, 2025, to review several key proposals, including the 2025 semi-annual report and changes to governance structures [1][2]. Group 1: Meeting Resolutions - The supervisory board approved the 2025 semi-annual report, confirming that its preparation and review complied with legal and regulatory requirements [1]. - The board agreed to increase the daily related party transaction limit, with unanimous support [2]. - A proposal to abolish the supervisory board and amend the company’s articles of association and related rules was approved, pending shareholder meeting approval [2][3]. - The board also approved the establishment of relevant company systems [2]. - A three-year shareholder return plan for 2025-2027 was proposed, which will also require shareholder approval [2][3].

Meeting Information - The first extraordinary general meeting of shareholders for 2025 will be held on September 8, 2025, at 14:00 [1] - The meeting will take place at the company's conference room located at 133 Changyang Street, Suzhou Industrial Park, Jiangsu Province [1] - Shareholders can vote through the Shanghai Stock Exchange's online voting system, with voting starting on the same day [1][3] Voting Procedures - Shareholders can vote both on-site and via the online voting system [3] - The voting time for the online system is from 9:15 to 15:00 on the day of the meeting [3] - Shareholders must complete identity verification to access the online voting platform [4] Shareholder Participation - Only shareholders registered by the close of trading on September 2, 2025, are eligible to attend the meeting [3] - Shareholders can appoint proxies to attend and vote on their behalf, with specific documentation required for registration [5][6] Agenda Items - The meeting will review proposals that were approved in the 18th temporary meetings of the 5th Board of Directors and the 5th Supervisory Board held on August 22, 2025 [2] - There are no related shareholders that need to abstain from voting [2] Voting Rights and Procedures - Shareholders can use any of their accounts to participate in the online voting [7] - Votes exceeding the number of shares held will be considered invalid [7] - The cumulative voting system will be used for electing directors, independent directors, and supervisors [9]

Core Points - The company is holding its first extraordinary general meeting of shareholders in 2025 on September 8, 2025, to discuss several key proposals [1][2] - The meeting will be conducted both in-person and via online voting, with specific time slots for each [2][5] - The agenda includes the proposal to abolish the supervisory board and amend the company's articles of association [3][4] Proposal Summaries - **Proposal 1: Abolishment of the Supervisory Board** The company plans to abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors, and will also abolish related rules [3][4] - **Proposal 2: Amendment of Articles of Association** The company intends to amend its articles of association and related governance documents in accordance with relevant laws and regulations, with details disclosed on August 23, 2025 [5][6] - **Proposal 3: Shareholder Return Plan for 2025-2027** A shareholder return plan for the next three years has been developed to clarify the company's profit distribution policies and enhance shareholder oversight [5][6] - **Proposal 4: Election of the Sixth Board of Directors** The company is proposing the election of candidates for the sixth board of directors, including Mr. Wang Wei, Mr. Vage Oganesian, and Mr. Zhang Bin [7][8] - **Proposal 5: Election of Independent Directors** The company is also proposing the election of independent directors, nominating Ms. Liu Haiyan, Mr. Wang Zhenggen, and Mr. Wang Yiqian [9][10]

Core Viewpoint - The announcement details the election of Liu Zhihua as the employee representative director for the sixth board of Suzhou Jingfang Semiconductor Technology Co., Ltd, following the expiration of the fifth board's term [1]. Group 1: Board Election - The fifth board of directors has completed its term, and Liu Zhihua has been elected as the employee representative director for the sixth board, with her term lasting until the sixth board's term ends [1]. - Liu Zhihua will join six non-employee representative directors elected at the first extraordinary general meeting of shareholders in 2025 to form the sixth board of directors [1]. Group 2: Qualifications - Liu Zhihua meets all legal and regulatory requirements for the position of director, with no disqualifications as per the Company Law and Articles of Association [1]. - There are no administrative penalties from the China Securities Regulatory Commission or disciplinary actions from the stock exchange against Liu Zhihua, confirming her suitability for the role [1]. Group 3: Background of Liu Zhihua - Liu Zhihua, born in October 1973, is a Chinese national with no foreign residency rights and holds a bachelor's degree [1]. - She served as a financial supervisor at Xuanmao Optoelectronics (Suzhou) Co., Ltd from October 2004 to October 2010 and has been the financial manager at the company since October 2010 [1].

Core Viewpoint - The nomination of Liu Haiyan as an independent director candidate for Suzhou Jingfang Semiconductor Technology Co., Ltd. has been made, with the nominee meeting all necessary qualifications and independence requirements [1][7]. Group 1: Nomination and Qualifications - The nominee has over 5 years of relevant work experience in law, economics, accounting, finance, management, or other areas necessary for fulfilling independent director responsibilities [1]. - The nominee has participated in training and obtained relevant certification recognized by the stock exchange [1]. - The nominee's qualifications comply with various legal and regulatory requirements, including the Company Law of the People's Republic of China and the Management Measures for Independent Directors of Listed Companies [1]. Group 2: Independence Criteria - The nominee does not fall under any of the disqualifying conditions related to independence, such as holding shares in the company or being related to major shareholders [2][4]. - The nominee has not been involved in any significant business dealings with the company or its controlling shareholders [4]. - The nominee has not been subject to any administrative or criminal penalties by the China Securities Regulatory Commission in the last 36 months [5]. Group 3: Additional Conditions - The nominee has not been dismissed from previous independent director positions due to failure to attend board meetings [5]. - The nominee's concurrent positions as an independent director in other listed companies do not exceed three, and the tenure at Suzhou Jingfang Semiconductor Technology Co., Ltd. has not surpassed six years [5]. - The nominee possesses substantial accounting knowledge and experience, meeting specific professional qualifications if nominated as an accounting professional [6].

Core Viewpoint - The nomination of Wang Yiqian as an independent director candidate for Suzhou Jingfang Semiconductor Technology Co., Ltd. has been made, with the nominee meeting all necessary qualifications and independence requirements [1][7]. Group 1: Nomination and Qualifications - The nominee has over 5 years of relevant work experience in law, economics, accounting, finance, or management, and has completed training recognized by the stock exchange [1]. - The nominee's qualifications comply with various legal and regulatory requirements, including the Company Law of the People's Republic of China and the Management Measures for Independent Directors of Listed Companies [1][5]. - The nominee has been confirmed to have no significant relationships that could affect independence, including not being a major shareholder or having significant business dealings with the company [2][4]. Group 2: Integrity and Compliance - The nominee has no adverse records, such as administrative penalties from the China Securities Regulatory Commission or criminal investigations related to securities violations in the last 36 months [5]. - The nominee has not been dismissed from previous independent director positions due to attendance issues within the last 12 months [5]. - The nominee's concurrent positions as an independent director in domestic listed companies do not exceed three, and the tenure at Suzhou Jingfang Semiconductor Technology Co., Ltd. has not surpassed six years [6].

Core Viewpoint - The nomination of Wang Zhenggen as an independent director candidate for Suzhou Jinfang Semiconductor Technology Co., Ltd. has been made, with the nominee meeting all necessary qualifications and independence criteria [1][2][5]. Group 1: Nomination and Qualifications - The nominee has over 5 years of relevant work experience in law, economics, accounting, finance, or management, and has completed recognized training [1]. - The nominee's qualifications comply with various legal and regulatory requirements, including the Company Law of the People's Republic of China and the regulations set by the China Securities Regulatory Commission [1][5]. - The nominee has been confirmed to have no significant relationships that could affect independence, including not being a major shareholder or having significant business dealings with the company [2][4]. Group 2: Independence Criteria - The nominee does not fall under any disqualifying conditions, such as being employed by the company or its affiliates, or having close family ties to major shareholders [2][4]. - The nominee has no adverse records, including administrative or criminal penalties from the China Securities Regulatory Commission in the last 36 months [5][6]. - The nominee has not been dismissed from previous independent director roles due to attendance issues and has not served as an independent director for more than three listed companies [5][6]. Group 3: Assurance and Compliance - The nomination has passed the qualification review by the nomination committee of Suzhou Jinfang Semiconductor Technology Co., Ltd., ensuring no conflicts of interest exist [6][7]. - The nominating party guarantees the truthfulness and completeness of the declaration regarding the nominee's qualifications [7].

Core Points - The candidate Wang Yiqian has been nominated as an independent director for Suzhou Jingfang Semiconductor Technology Co., Ltd. and confirms his qualifications and independence [1][4] - The candidate possesses over 5 years of relevant work experience in law, economics, accounting, finance, or management, which is essential for fulfilling the responsibilities of an independent director [1][4] - The candidate declares that he does not have any relationships that would affect his independence as an independent director, including not being employed by the company or its affiliates, nor holding significant shares [2][3] Summary by Sections - **Qualifications**: The candidate meets the requirements set forth by various laws and regulations, including the Company Law of the People's Republic of China and the guidelines from the China Securities Regulatory Commission [1][4] - **Independence**: The candidate confirms his independence by stating he does not fall under any disqualifying conditions, such as being a major shareholder or having significant business relationships with the company [2][3] - **No Negative Records**: The candidate has no adverse records, including administrative or criminal penalties from the China Securities Regulatory Commission in the last 36 months [3][4] - **Commitment**: The candidate commits to adhering to all relevant laws and regulations during his tenure and ensures he will resign if he no longer meets the qualifications for an independent director [5][6]

Core Viewpoint - Suzhou Jingfang Semiconductor Technology Co., Ltd. has established a shareholder return plan for the next three years (2025-2027) to enhance shareholder awareness and provide stable investment returns [1][2]. Summary by Sections Factors Considered in the Plan - The profit distribution policy is based on the company's current operations and sustainable development, considering industry trends, strategic planning, profitability, shareholder demands, social capital costs, external financing environment, and regulatory policies [1][2]. Principles of the Plan - The company will implement an active, continuous, and stable profit distribution policy, focusing on reasonable returns for investors while ensuring sustainable development [2][3]. Methods of Profit Distribution - The company will distribute profits through cash, stock, or a combination of both, with a preference for cash dividends when profitability and capital requirements allow [2][3]. Conditions and Proportions for Cash Dividends - Cash dividends will be distributed when the company has distributable profits of at least 20%, and there are no significant investment plans or cash expenditures that would affect profit distribution [2][3]. Differentiated Cash Dividend Policy - The board will consider industry characteristics, development stages, operational models, and significant capital expenditures to propose differentiated cash dividend policies, with minimum cash dividend ratios set at 80%, 40%, and 20% for different scenarios [2][3]. Conditions for Stock Dividend Distribution - Stock dividends may be proposed when the company's operational status is good, ensuring sufficient cash dividends are distributed first [3][4]. Interval for Profit Distribution - The company plans to conduct cash dividends annually after the shareholders' meeting, with the possibility of mid-term cash dividends based on profitability and funding needs [4][5]. Decision-Making Process and Mechanism - The board will submit profit distribution proposals to the shareholders' meeting, requiring a majority vote. Independent directors can express opinions if they believe the proposals may harm the company or minority shareholders [4][5]. Review and Adjustment Mechanism - The shareholder return plan will be reviewed at least every three years, with adjustments made based on changes in the company's development or legal regulations, ensuring alignment with relevant laws and the company's articles of association [5][6]. Other Matters - Any matters not covered in the plan will be executed according to relevant laws and regulations, with the board responsible for interpretation [5][6].

Core Viewpoint - Suzhou Jingfang Semiconductor Technology Co., Ltd. has decided to abolish its supervisory board and amend its articles of association and related rules, with the proposal pending approval from the shareholders' meeting [1][2]. Summary by Sections Cancellation of Supervisory Board - The company will no longer have a supervisory board, with its responsibilities transferred to the audit committee of the board of directors. Relevant rules and regulations concerning the supervisory board will be abolished [2][3]. - Until the shareholders' meeting approves the cancellation, the current supervisory board will continue to fulfill its duties in accordance with applicable laws and regulations [2]. Amendments to Articles of Association - The company plans to revise certain provisions of its articles of association based on the updated Company Law and relevant regulations [2][3]. - Key amendments include: - The legal representative of the company will now be a director instead of the chairman [2]. - New provisions will clarify that civil activities conducted by the legal representative on behalf of the company will have legal consequences for the company [3]. - The company will assume civil liability for actions taken by the legal representative, with the right to seek recourse from the representative if necessary [3]. - Additional changes include the definition of senior management personnel and the establishment of a party organization within the company [5][6].