独立董事提名人声明与承诺 提名人苏州晶方半导体科技股份有限公司，现提名刘海燕为 苏州晶方半导体科技股份有限公司第六届董事会独立董事候选 人，并已充分了解被提名人职业、学历、职称、详细的工作经历、 全部兼职、有无重大失信等不良记录等情况。被提名人已同意出 任苏州晶方半导体科技股份有限公司第六届董事会独立董事候 选人（参见该独立董事候选人声明）。提名人认为，被提名人具 备独立董事任职资格，与苏州晶方半导体科技股份有限公司之间 不存在任何影响其独立性的关系，具体声明并承诺如下： 一、被提名人具备上市公司运作的基本知识，熟悉相关法律、 行政法规、规章及其他规范性文件，具有 5 年以上法律、经济、 会计、财务、管理或者其他履行独立董事职责所必需的工作经验。 被提名人已经参加培训并取得证券交易所认可的相关培训 证明材料（如有） 二、被提名人任职资格符合下列法律、行政法规和部门规章 的要求： （一） 《中华人民共和国公司法》关于董事任职资格的规定； （二）《中华人民共和国公务员法》关于公务员兼任职务的 规定（如适用） ； （三）中国证监会《上市公司独立董事管理办法》、上海证 券交易所自律监管规则以及公司章程有关独立董事任职 ...

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].

Core Viewpoint - The announcement details the increase in daily related party transaction limits for Suzhou Jingfang Semiconductor Technology Co., Ltd, emphasizing that these transactions are essential for normal business operations and do not harm the company's independence or shareholder interests [1][5]. Group 1: Daily Related Party Transactions - The board of directors and the supervisory board have approved the increase in daily related party transaction limits, which does not require shareholder meeting approval [1][2]. - The independent directors confirmed that the increase aligns with the company's actual situation and normal business scope, adhering to principles of equality, voluntariness, and fair pricing [2][4]. Group 2: Transaction Details - The expected increase in related party transactions is from 60 million RMB to approximately 127.96 million RMB, an increase of 67.96 million RMB, primarily due to project development and material supply needs [2][3]. - The related party involved is Suzhou Sicui Automotive Semiconductor Industry Technology Research Institute Co., Ltd, in which the company holds a 30% stake [3][4]. Group 3: Pricing Policy - The pricing for transactions is determined based on government pricing, government-guided pricing, comparable independent third-party market prices, or reasonable cost plus profit if no comparable prices exist [4]. Group 4: Purpose and Impact of Transactions - The transactions are necessary for the company's normal production and operations, conducted at fair market prices, ensuring no detriment to the company or its shareholders [5]. - The ongoing related party transactions have historically supported the orderly conduct of the company's operations and business expansion without negatively impacting future financial conditions or operational results [5].

经济观察网 晶方科技(603005.SH)8月22日发布2025年半年度报告，报告期内，公司实现营业收入6.67亿 元，同比增长24.68%。实现归属于上市公司股东的净利润1.65亿元，同比增长49.78%。实现归属于上市 公司股东的扣除非经常性损益的净利润1.51亿元，同比增长67.28%。基本每股收益0.25元。 ...

持有有限 | 股东名称 | 股东性 | 持股比 | | 持股 | | 售条件的 | | 质押、标记或冻结 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 例(%) | 质 | | | 数量 | | | 的股份数量 | | | | | | | | | 股份数量 | | | | 中新苏州工业园区创业投资 | | 国有法 | | | | | | | | 有限公司 人 | | | | | | | | | | 平安银行股份有限公司－东 | | | | | | | | | | 吴移动互联灵活配置混合型 | | 未知 | | 2.22 | | 14,457,500 | | 未知 | | 证券投资基金 | | | | | | | | | | 国泰君安证券股份有限公司 | | | | | | | | | | －国联安中证全指半导体产 | | | | | | | | | | 未知 | | | 1.06 | 6,916,458 | | 未知 | | | | 品与设备交易型开放式指数 | | | | | | | | | | 证券投资基金 | | | | | | ...

Core Viewpoint - Suzhou Jingfang Semiconductor Technology Co., Ltd. reported significant growth in revenue and profit for the first half of 2025, driven by increased demand in the automotive and AI sectors, alongside advancements in packaging technology [2][3][14]. Financial Performance - Revenue for the first half of 2025 reached approximately 667.22 million yuan, a 24.68% increase compared to 535.14 million yuan in the same period last year [2][14]. - Total profit amounted to about 179.59 million yuan, reflecting a 47.04% increase from 122.14 million yuan year-on-year [2][14]. - Net profit attributable to shareholders was approximately 164.86 million yuan, up 49.78% from 110.07 million yuan in the previous year [2][14]. - The company's net cash flow from operating activities was 158.98 million yuan, a 29.18% increase compared to 123.07 million yuan in the same period last year [2][14]. Industry Overview - The global semiconductor market is experiencing a significant recovery, with a projected growth of 18.1% year-on-year in 2025, reaching approximately 1,800 billion USD in the second quarter [6][7]. - The semiconductor packaging market is expected to grow by 8% in 2025, reaching an estimated 102.2 billion USD, with advanced packaging expected to grow rapidly [6][7]. - The image sensor market is projected to grow to 28.6 billion USD by 2029, with a compound annual growth rate (CAGR) of 4.7% from 2023 to 2029 [7][8]. Business Strategy - The company focuses on advanced packaging technology for integrated circuits, particularly in the sensor field, and aims to enhance its market position through continuous innovation and expansion into new application markets [8][9]. - The company is actively pursuing a global expansion strategy, including the establishment of a production base in Penang, Malaysia, to enhance its manufacturing capabilities [9][10]. - The company is also involved in key national research projects, particularly in the MEMS sensor packaging sector, to address technological bottlenecks and enhance its competitive edge [10][12]. Competitive Advantages - The company is recognized as a leader in wafer-level chip size packaging (WLCSP) technology, which offers significant cost and performance advantages in the semiconductor industry [11][12]. - The company has developed a diverse range of innovative packaging technologies, including TSV and 3D RDL, which are essential for meeting the demands of modern semiconductor applications [11][12]. - A robust patent portfolio has been established, with 515 patents granted, enhancing the company's position in the competitive landscape [13].