证券代码：603095 证券简称：越剑智能 公告编号：2025-037 浙江越剑智能装备股份有限公司 2025年半年度权益分派实施公告 二、 分配方案 1. 发放年度：2025年半年度 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： A 股每股现金红利0.30元 相关日期 | 股份类别 | 股权登记日 | 最后交易日 | 除权（息）日 | 现金红利发放日 | | --- | --- | --- | --- | --- | | A 股 | 2025/9/24 | － | 2025/9/25 | 2025/9/25 | 差异化分红送转： 是 一、 通过分配方案的股东大会届次和日期 本次利润分配方案经公司2025 年 9 月 1 日的2025年第一次临时股东大会审议通过。 2. 分派对象： 截至股权登记日下午上海证券交易所收市后，在中国证券登记结算有限责任公司上海分 公司（以下简称"中国结算上海分公司"）登记在册的本公司全体股东。 根据《上海证券交易所上市公司自律监管指引第 7 号——回购股份》第二十二条的相关 规定 ...

Core Viewpoint - The actual controllers of Yuejian Intelligent have completed their share reduction plan, resulting in a total reduction of 6,324,140 shares, amounting to 90,505,532.80 yuan [1][2][3] Summary by Sections Share Reduction Plan - The actual controller, Chairman Sun Jianhua, planned to reduce up to 3,696,000 shares (2.00% of total shares) through block trading, while other controllers planned to reduce shares through centralized bidding [1] - The reduction period was set from June 11, 2025, to September 10, 2025 [1] Adjustments Post Capital Increase - Following a capital increase where shareholders received 4 additional shares for every 10 shares held, the maximum shares to be reduced by the controllers were adjusted to 5,165,384 for Sun Jianhua, and 1,058,904, 748,981, and 748,981 for Ma Hongguang, Sun Wenjuan, and Sun Jianping respectively, maintaining the same percentage of total shares [1] Reduction Results - Sun Jianhua reduced 5,165,300 shares at a price range of 13.66 to 14.15 yuan per share, totaling 71,992,979.00 yuan [2] - Ma Hongguang reduced 1,058,840 shares at a price range of 15.51 to 16.95 yuan per share, totaling 17,037,553.80 yuan [2] - Sun Wenjuan and Sun Jianping each reduced 50,000 shares at a price of 14.74 and 14.76 yuan per share respectively, totaling 737,000.00 yuan and 738,000.00 yuan [2] - The total reduction by all controllers amounted to 90,505,532.80 yuan [3]

Core Viewpoint - The announcement from Yuejian Intelligent indicates the completion of a share reduction plan by its actual controllers, which may impact investor sentiment and stock performance [1] Summary by Relevant Categories Share Reduction Details - Chairman Sun Jianhua reduced his holdings by 5,165,300 shares, representing 2.00% of the total share capital through block trading [1] - General Manager Ma Hongguang reduced her holdings by 1,058,840 shares, accounting for 0.41% of the total share capital through centralized bidding [1] - Controller Sun Wenjuan reduced her holdings by 50,000 shares, which is 0.02% of the total share capital through centralized bidding [1] - Controller Sun Jianping also reduced her holdings by 50,000 shares, representing 0.02% of the total share capital through centralized bidding [1]

Group 1 - The company Yuejian Intelligent announced the completion of its share reduction plan, with significant reductions in shares held by key individuals [1] - Sun Jianhua reduced approximately 5.17 million shares, accounting for 2% of the total share capital, while Ma Hongguang reduced about 1.06 million shares, accounting for 0.41% [1] - The revenue composition for Yuejian Intelligent in 2024 is projected to be 99.36% from textile machinery and 0.64% from other businesses [1] Group 2 - As of the latest report, Yuejian Intelligent has a market capitalization of 3.8 billion yuan [2]

证券代码：603095 证券简称：越剑智能 公告编号：2025-036 浙江越剑智能装备股份有限公司 实际控制人减持计划期限届满暨减持结果公告 本公司董事会、全体董事及相关股东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： 实际控制人的基本情况 本次减持计划实施前，浙江越剑智能装备股份有限公司（以下简称"公司" 或"越剑智能"）实际控制人之一、董事长孙剑华先生直接持有公司无限售条件 流通股数量为 43,451,100 股，占公司总股本的 23.51%；实际控制人之一、总经 理马红光女士直接持有公司无限售条件流通股数量为 3,140,200 股，占公司总股 本的 1.70%；实际控制人之一孙文娟女士直接持有公司无限售条件流通股数量为 6,583,500 股，占公司总股本的 3.56%；实际控制人之一孙建萍女士直接持有公司 无限售条件流通股数量为 6,583,500 股，占公司总股本的 3.56%；上述股份来源 为公司首次公开发行股票并上市前取得的股份及上市后资本公积金转增股本取 得的股份，首发前取得的股份已于 2023 年 4 月 1 ...

Summary of Key Points Core Viewpoint - The share reduction plan of Yuejian Intelligent (603095.SH) has been completed, with significant share reductions executed by key individuals during the plan period [1] Group 1: Share Reduction Details - Mr. Sun Jianhua reduced his holdings by a total of 5.1653 million shares through block trading, representing 2.00% of the company's total share capital [1] - Ms. Ma Hongguang reduced her holdings by a total of 1.0588 million shares through centralized bidding, representing 0.41% of the company's total share capital [1] - Ms. Sun Wenjuan and Ms. Sun Jianping each reduced their holdings by 50,000 shares through centralized bidding, each representing 0.02% of the company's total share capital [1]

Group 1 - The company held its first employee representative meeting on September 1, 2025, where Mr. Sun Guohua was elected as the employee representative director for the third board of directors [1][3] - The board of directors will consist of 8 members, with employee representatives and senior management not exceeding half of the total number of directors [1] - The election of Mr. Sun Guohua complies with the qualifications and conditions set forth in the Company Law and the Articles of Association [1] Group 2 - The 11th meeting of the third board of directors was held on September 1, 2025, with all 8 directors present, and the meeting was chaired by Chairman Mr. Sun Jianhua [5][6] - The board approved the election of Mr. Sun Jianhua as the representative director to execute company affairs and serve as the legal representative [6][7] - The board also elected members for the audit committee, including Ms. Huang Suhua as the chairperson, ensuring independent directors hold a majority [8][9] Group 3 - The board approved an adjustment to the company's organizational structure to enhance governance and operational efficiency, with the audit committee taking on the roles of the supervisory board [10][18] - The company plans to revise and add internal management systems, with 2 new systems and 13 existing systems being amended [12][17] - The adjustments are based on the revised Articles of Association and are not expected to significantly impact the company's operations [18] Group 4 - The company held a temporary shareholders' meeting on September 1, 2025, where all proposed resolutions were approved without any objections [19][20] - The meeting adopted a resolution to cancel the supervisory board and amend the Articles of Association [21][22] - The resolutions passed included the 2025 semi-annual profit distribution plan and various amendments to governance systems [22][23]

General Overview - The document outlines the management measures for the shares held by the directors and senior management of Zhejiang Yuejian Intelligent Equipment Co., Ltd. [2][3] Core Points - The management measures are established in accordance with various laws and regulations, including the Company Law and Securities Law of the People's Republic of China [2] - The measures apply to all shares and derivatives held by directors and senior management, including those held in multiple accounts [3] - Directors and senior management must comply with restrictions on share changes as stipulated by relevant laws and regulations [3] Information Reporting and Disclosure - The company secretary is responsible for managing the identity and shareholding data of directors and senior management, ensuring timely and accurate reporting [5] - Any changes in shareholding must be reported within two trading days, and the company must announce this on the Shanghai Stock Exchange [6] - A reduction plan must be disclosed 15 trading days prior to any planned share transfer, detailing the number of shares, time frame, and reasons for the reduction [6] Share Transfer Management - Directors and senior management are prohibited from transferring shares under certain conditions, such as within one year of the company's stock listing or within six months after leaving their position [10] - During their tenure, they can only transfer up to 25% of their total shareholding each year, with exceptions for specific circumstances [11] - Shares held by directors and senior management that are subject to restrictions must be reported and disclosed accordingly [9] Additional Provisions - The document specifies that any shares acquired through company actions, such as stock issuance or incentive plans, have specific transfer conditions [8] - The company must apply for the registration of shares as restricted when certain conditions are met [9] - The measures will take effect upon approval by the board of directors [11]

General Principles - The management system for the resignation of directors and senior management at Zhejiang Yuejian Intelligent Equipment Co., Ltd. aims to standardize the resignation process, ensuring stability in corporate governance and protecting the rights of the company and its shareholders [2] - This system applies to all directors (including independent directors) and senior management personnel regarding resignation, term expiration, and dismissal [2] Resignation Circumstances and Effectiveness - Directors and senior management can resign before their term expires by submitting a written resignation report, which becomes effective upon receipt by the company [3] - If a director's resignation results in the board falling below the legal minimum number, the resigning director must continue to fulfill their duties until a new director is appointed [3] - The company must complete the election of a new director within sixty days of the resignation to ensure compliance with legal and regulatory requirements [3] Transfer Procedures and Unresolved Matters - Resigning directors and senior management must transfer all relevant documents, seals, data assets, and unresolved matters to the board within three working days after their resignation becomes effective [4] - If the resigning personnel were involved in significant investments or financial decisions, an audit may be initiated to review their actions before departure [5] Obligations of Resigning Directors and Senior Management - Resigning directors and senior management must complete all transfer procedures and ensure that their departure does not disrupt company operations [6] - They are prohibited from using their former positions to interfere with the company's normal operations or harm the interests of the company and its shareholders [6] - Confidentiality obligations regarding company secrets remain in effect for three years after their term ends [6] Accountability Mechanism - The board will review any breaches of obligations by resigning directors and senior management and may pursue compensation for losses incurred [7] - Individuals can appeal the board's decisions regarding accountability within fifteen days of notification [7] Shareholding Management of Resigning Directors and Senior Management - Directors and senior management must be aware of regulations regarding insider trading and market manipulation before trading company stocks [8] - They are restricted from reducing their shareholdings within six months of resignation and must adhere to specific limits on share sales during their term and for six months post-term [8] Supplementary Provisions - Any matters not covered by this system will be governed by relevant national laws and regulations [9] - The board holds the authority to modify and interpret this system, which takes effect upon approval [9]

Meeting Overview - The shareholders' meeting of Zhejiang Yuejian Intelligent Equipment Co., Ltd. was held on September 1, 2025, at the company's conference room in Shaoxing, Zhejiang Province [1] - The meeting was conducted with a combination of on-site and online voting, complying with the Company Law and the company's articles of association [1] - The meeting was chaired by the company's chairman, Mr. Sun Jianhua [1] Voting Results - All proposed resolutions were approved with significant majority votes from A-shareholders, with approval rates ranging from 99.9459% to 99.9769% [1][2] - Specific voting results included: - 159,681,162 votes in favor (99.9459%) for the first resolution, with only 55,220 votes against [1] - 159,730,626 votes in favor (99.9769%) for the second resolution, with 34,556 votes against [1] - 159,713,698 votes in favor (99.9663%) for the third resolution, with 28,156 votes against [1] - 159,708,626 votes in favor (99.9631%) for the fourth resolution, with 53,996 votes against [1] Legal Compliance - The meeting's procedures, participant qualifications, and voting results were confirmed to be in accordance with relevant laws and regulations, ensuring the validity of the resolutions passed [4]