1 博通集成电路（上海）股份有限公司 2024 年年度股东大会会议资料 博通集成电路（上海）股份有限公司 2024 年年度股东大会 会议资料 2025 年 6 月 博通集成电路（上海）股份有限公司 2024 年年度股东大会会议资料 博通集成电路（上海）股份有限公司 2024 年年度股东大会文件目录 | 2024 | 年年度股东大会文件目录 | 2 | | --- | --- | --- | | 2024 | 年年度股东大会会议议程 | 3 | | 议案一、 | 公司 2024 年度董事会工作报告 | 6 | | 议案二、 | 公司 2024 年度监事会工作报告 | 24 | | 议案三、 | 2024 公司 年度财务决算报告 | 27 | | 议案四、 | 关于公司 2024 年度利润分配方案 | 32 | | 议案五、 | 2024 公司 年度募集资金存放与实际使用情况专项报告的议案 | 34 | | 议案六、 | 2024 公司 年年度报告及摘要的议案 | 35 | | 议案七、 | 关于 2025 年度董事、监事及高级管理人员薪酬的议案 | 36 | | 议案八、 | 关于使用部分暂时闲置募集资金进行现 ...

Core Insights - The Bluetooth chip market is experiencing significant growth, with global shipments increasing from 4.2 billion units in 2018 to 5.3 billion units in 2022, representing a compound annual growth rate (CAGR) of 5.99%. It is projected to reach approximately 5.9 billion units by 2024 [1][14]. - The market is characterized by a strong international presence, with Nordic, Dialog, and Texas Instruments holding a combined 61% share of the global BLE chip market. Chinese companies are emerging through differentiated strategies, focusing on low-power Bluetooth chips and specific application scenarios [1][14]. - The Bluetooth chip industry is expected to penetrate various applications, including smart industrial devices, automotive equipment, smart city solutions, and smart home technologies, driving rapid growth in the Chinese Bluetooth chip sector [1][14]. Industry Overview - Bluetooth chips are integrated circuits that enable short-range wireless communication, applicable in audio transmission, data transfer, and location services. They can be categorized into classic Bluetooth chips and BLE (low-energy) chips [4][15]. - The industry has evolved since the 1990s, with significant advancements driven by the rise of IoT, autonomous driving, and 5G technologies, leading to a high growth phase starting in 2017 [6][15]. Market Dynamics - The Bluetooth chip industry value chain consists of upstream resource providers, midstream chip manufacturers, and downstream users. Upstream includes design tool suppliers and wafer manufacturers, while midstream focuses on Bluetooth chip manufacturers providing various products [8][15]. - The Chinese Bluetooth chip industry is still in its early stages but holds substantial growth potential, especially with the advent of the metaverse era [1][14]. Key Players - Notable companies in the Bluetooth chip sector include: - **Yuchip Technology**: Focuses on low-power AIoT chip design, with significant revenue from smart audio SoC chips [29]. - **Hengxuan Technology**: Specializes in low-power wireless computing SoC chips, with a strong presence in smart wearable and home markets [31]. - **Zhongke Blue Communication**: Engages in wireless audio SoC chip development, covering various product lines [28][31]. - **Tai Ling Microelectronics**: Recently went public, focusing on low-power Bluetooth and Zigbee technology chips [28]. - **Jieli Technology**: Concentrates on system-level chips for audio and wearable devices [28]. Future Trends - The industry is expected to see technological innovations that enhance performance, including higher bandwidth and lower latency, driven by the adoption of Bluetooth 5.4 and subsequent versions [33]. - Application scenarios are diversifying beyond traditional consumer electronics into smart homes, wearables, and automotive electronics, with increasing demand for reliable solutions in B2B markets [34]. - Domestic Bluetooth chip companies are strengthening collaborations across the supply chain, aiming for a complete ecosystem from design to application, with a noticeable trend towards domestic substitution in the face of international competition [35].

Group 1 - The core viewpoint is that Broadcom Integrated has faced three consecutive years of losses but is actively launching new chip products to enhance its market position [1][2] - In 2024, Broadcom Integrated reported a revenue of 828 million yuan, a year-on-year increase of 17.49%, while still incurring a net loss of 24.72 million yuan [1] - The company has been focusing on product iteration and market expansion, particularly in Wi-Fi, Bluetooth, and automotive chips, to address inventory issues and improve sales [1] Group 2 - The integrated circuit industry, where Broadcom Integrated operates, is characterized by rapid technological and product iteration, necessitating continuous innovation and market adaptation [2] - The company faces multiple risks in new product development, including potential misjudgment of market demand, extended R&D cycles, and challenges in market penetration due to immature product solutions [2] - Broadcom Integrated is also exposed to competitive risks from well-funded international firms like Qualcomm and MediaTek, as well as domestic competitors in the rapidly growing IC design sector [2]

Core Viewpoint - Broadcom Integrated achieved a revenue of 828 million yuan in 2024, marking a year-on-year growth of 17.49%, but reported a net loss attributable to shareholders of 24.72 million yuan, an improvement from a loss of 94.03 million yuan in the previous year [1][2][3] Financial Performance Summary - **2024 Financial Results**: - Revenue: 828 million yuan, up 17.49% from 704.59 million yuan in 2023 [1][2] - Net Profit (attributable to shareholders): -24.72 million yuan, improved from -94.03 million yuan in 2023 [1][2] - Net Profit (excluding non-recurring items): -42.78 million yuan, improved from -123.92 million yuan in 2023 [1][2] - Operating Cash Flow: -106 million yuan, down from 41.05 million yuan in 2023 [1][2] - **2025 Q1 Financial Results**: - Revenue: 165 million yuan, down 1.56% from 168 million yuan in Q1 2024 [4][5] - Net Profit (attributable to shareholders): 16.49 million yuan, up 1,256.10% from 1.22 million yuan in Q1 2024 [4][5] - Net Profit (excluding non-recurring items): 2.67 million yuan, up 180.18% from 952,807 yuan in Q1 2024 [4][5] - Operating Cash Flow: 102 million yuan, a significant improvement from -126,000 yuan in Q1 2024 [4][5] Company Background - Broadcom Integrated has been operating at a loss for three consecutive years, with a net loss of 238 million yuan in 2022 [3] - The company is controlled by BEKEN CORPORATION (BVI), with actual controllers being Pengfei Zhang and Dawei Guo, both of whom hold U.S. nationality [3] Capital Raising Activities - The company raised a total of 1.407 billion yuan through two rounds of fundraising [8] - The initial public offering in April 2019 raised 646.06 million yuan, netting 603.08 million yuan after expenses [6] - A subsequent private placement in December 2020 raised approximately 761.24 million yuan, netting around 744.54 million yuan after underwriting fees [7]

Group 1 - The WiFi 6 concept sector experienced a decline of 1.35%, ranking among the top declines in concept sectors as of May 27 [1][2] - Major companies within the WiFi 6 sector, such as Broadcom Integrated, Cambridge Technology, and Tai Ling Microelectronics, saw significant declines in their stock prices [1][2] - Despite the overall decline, a few companies like Canqin Technology, Pingzhi Information, and Jiulian Technology recorded stock price increases of 1.17%, 0.85%, and 0.29% respectively [1][2] Group 2 - The WiFi 6 sector faced a net outflow of 490 million yuan in principal funds, with 41 stocks experiencing net outflows, and 19 stocks seeing outflows exceeding 10 million yuan [2] - Broadcom Integrated led the outflow with a net outflow of 63.34 million yuan, followed by Guanghetong, Unisplendour, and StarNet with outflows of 49.21 million yuan, 36.54 million yuan, and 30.23 million yuan respectively [2][3] - Conversely, stocks such as Pingzhi Information, Canqin Technology, and Gongjin Co. saw net inflows of 17.10 million yuan, 13.19 million yuan, and 4.07 million yuan respectively [3][4]

Group 1: Market Performance - On May 26, the AI toy concept gained momentum, with leading companies such as Shifeng Culture hitting the daily limit, and AoFei Entertainment and BoTong Integration also reaching their daily limits. Runxin Technology surged over 17%, while Huali Technology rose more than 7% [1] - Shifeng Culture's stock price increased by 9.99% to 20.37, with a trading volume of 15.94% and a market capitalization of 25.77 billion [2] - BoTong Integration's stock price rose by 8.97% to 34.01, with a market capitalization of 51.2 billion [2] - AoFei Entertainment's stock price increased by 8.07% to 10.18, with a market capitalization of 103.67 billion [2] - Huali Technology's stock price rose by 7.37% to 29.86, with a market capitalization of 41.3 billion [2] Group 2: Industry Developments - On May 23, the IP toy brand "52TOYS" submitted its prospectus to the Hong Kong Stock Exchange [3] - In the Chinese IP toy market, 52TOYS ranked third in GMV last year, approximately 1/9 of the GMV of Pop Mart [4] - OpenAI's CEO demonstrated an AI "companion" device, with plans to ship 100 million units by the end of 2026 [4] - An AI toy innovation seminar was held in Shantou, focusing on product and technology innovation, industry ecosystem building, and commercialization paths [5] Group 3: Market Potential and Trends - The Chinese toy market has reached a scale of hundreds of billions and is expected to maintain steady growth over the next five years, with IP toys and character-based toys likely to outperform other categories [6] - AI toys are projected to capture a larger market share, with estimates suggesting that by 2028, the domestic AI toy market could reach 30-40 billion [6] - Three types of companies are expected to dominate the AI toy sector: technology-driven companies, IP resource integrators, and traditional toy manufacturers [6][7] - Successful local licensing and brand partnerships are emerging as effective strategies for overseas expansion of IP toys [7]

Group 1 - The A-share market for the bean bag concept has experienced significant fluctuations, with notable increases in stock prices [1] - Broadcom Integration reached its daily limit increase, indicating strong investor interest and market confidence [1] - Companies such as Weichang Communications and Xingchen Technology saw stock price increases exceeding 10%, reflecting positive market sentiment [1] Group 2 - Other companies like Runxin Technology and Haitai Ruisheng also reported substantial gains, contributing to the overall positive trend in the sector [1]

Core Viewpoint - The stock of Broadcom Integrated reached its daily limit, indicating strong market interest, driven by the launch of ByteDance's Doubao AI real-time video call feature, which allows users to interact with the AI in real-time during calls [1] Group 1: Company Performance - Broadcom Integrated's stock hit the daily limit, reflecting significant investor confidence and market activity [1] - Other companies such as Weichang Communications and Xingchen Technology saw their stocks rise over 10%, indicating a broader positive trend in the sector [1] Group 2: Industry Developments - ByteDance's Doubao AI introduced a real-time video call function, enhancing user interaction by enabling real-time Q&A based on the actual scene during calls [1] - The launch of this feature may signal a shift in user engagement strategies within the tech industry, particularly in AI and communication technologies [1]

证券代码：603068 证券简称：博通集成 公告编号： 2025-015 被担保人为公司全资子公司博通集成电路（香港）有限公司（以下简称"香 港博通"） 博通集成电路（上海）股份有限公司（以下简称"公司"）拟对香港博通提 供不超过美元 10,000 万元的无偿担保额度，截至本公告披露日，公司实际 为香港博通提供担保的余额为 0 元。 一、 担保情况概述 1、担保事项的基本情况 为了保障全资子公司香港博通生产经营的流动资金供应，便于香港博 通支付日常经营业务的开展，公司拟对香港博通提供不超过美元 10,000 万 元的无偿担保额度，担保方式包括保证、抵押、质押等，用于办理银行授信 业务及对供应商提供担保函。 以上银行授信额度项下授信业务品种包括但不限于短期流动资金贷款、 银行承兑汇票、国内信用证及项下融资（含代付）、国内非融资性保函和买 方承保额度、贷款/订单贷、贸易融资、票据贴现、商业汇票承兑、商业承 兑汇票贴现、国际/国内保函、海关税费担保等。 2、担保事项的审批情况 本次担保事项已经公司于 2025 年 4 月 28 日召开的第三届董事会第九 次会议《关于拟对全资子公司提供担保的议案》审议通过。本次担保事 ...

博通集成电路（上海）股份有限公司 2024年度内部控制评价报告 博通集成电路（上海）股份有限公司全体股东： 根据《企业内部控制基本规范》及其配套指引的规定和其他内部控制监管要求（以下简称企业内部 控制规范体系），结合本公司（以下简称公司）内部控制制度和评价办法，在内部控制日常监督和专项 监督的基础上，我们对公司2024年12月31日（内部控制评价报告基准日）的内部控制有效性进行了评价。 公司代码：603068 公司简称：博通集成 一. 重要声明 按照企业内部控制规范体系的规定，建立健全和有效实施内部控制，评价其有效性，并如实披露内 部控制评价报告是公司董事会的责任。监事会对董事会建立和实施内部控制进行监督。经理层负责组织 领导企业内部控制的日常运行。公司董事会、监事会及董事、监事、高级管理人员保证本报告内容不存 在任何虚假记载、误导性陈述或重大遗漏，并对报告内容的真实性、准确性和完整性承担个别及连带法 律责任。 公司内部控制的目标是合理保证经营管理合法合规、资产安全、财务报告及相关信息真实完整，提 高经营效率和效果，促进实现发展战略。由于内部控制存在的固有局限性，故仅能为实现上述目标提供 合理保证。此外，由于 ...