证券代码：603160 证券简称：汇顶科技 公告编号：2025-058 深圳市汇顶科技股份有限公司 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 (一)股东大会召开的时间：2025 年 9 月 9 日 (二)股东大会召开的地点：深圳市福田区梅康路 1 号汇顶科技总部大厦会议室 (三)出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况： | 1、出席会议的股东和代理人人数 | 857 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 236,675,757 | | 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份总数的比例（%） | 52.0293 | (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。 本次股东大会由公司董事会召集，董事长张帆先生因公出差，经全体董事一 致同意，推选董事朱星火先生主持本次股东大会。会议采用现场投票与网络投票 相结合 ...

广东信达律师事务所 股东大会法律意见书 中国深圳福田区益田路6001号太平金融大厦11、12层 邮政编码：518038 11&12/F, TaiPing Finance Tower, 6001 Yitian Road, Futian District, SHENZHEN, CHINA 电话(Tel.)：(86 755)88265288 传真(Fax.)：(86 755)88265537 电子邮件(Email)：info@sundiallawfirm.com 网址(Website)：www.sundiallawfirm.com 关于深圳市汇顶科技股份有限公司 2025年第一次临时股东大会的 法律意见书 信达会字[2025]第263号 致：深圳市汇顶科技股份有限公司 广东信达律师事务所（以下简称"信达"）接受深圳市汇顶科技股份有限公 司（以下简称"公司"）委托，指派信达律师出席公司2025年第一次临时股东大 会（以下简称"本次股东大会"），对本次股东大会的合法性进行见证，并出具 《广东信达律师事务所关于深圳市汇顶科技股份有限公司2025年第一次临时股 东大会的法律意见书》（以下简称"《股东大会法律意见书》"）。 ...

Group 1 - The core point of the article highlights the recent financial activities and legal issues surrounding 汇顶科技, including a net financing purchase and potential insider trading claims against its executives [2] - On September 4, 汇顶科技 had a financing buy of 78.84 million yuan and a financing repayment of 69.71 million yuan, resulting in a net financing purchase of 9.13 million yuan [2] - Following an announcement on August 25 regarding senior management receiving a notice of investigation from the China Securities Regulatory Commission, affected investors are eligible to claim compensation if they purchased shares between the company's listing and the specified date [2] Group 2 - On June 16, 汇顶科技 announced the completion of the cancellation of certain stock options, specifically 73,800 options from the first phase of the stock option incentive plan due to the departure of 8 incentive targets [3] - The cancellation of stock options was confirmed by the China Securities Depository and Clearing Corporation and was completed on June 13, 2025, without affecting the company's equity [3] - 汇顶科技 has participated in 28 bidding projects and holds 81 trademark registrations, indicating its active engagement in business development and intellectual property management [4]

Core Insights - The semiconductor industry is experiencing a structural recovery, with the analog chip sector seeing a rebound in profitability, leading the A-share semiconductor sub-industry in profit growth by Q2 2025 [1] Emerging Business Dynamics - 2022 marked a turning point for the analog chip industry, transitioning from a shortage and price increase phase to an oversupply situation, entering a prolonged destocking cycle. However, profit growth in the analog chip sector has significantly improved this year, driven by special fields, industrial markets, and automotive electronics [2] - In the first half of this year, the A-share semiconductor industry achieved operating revenue of 321.2 billion yuan and a net profit of nearly 24.5 billion yuan, a year-on-year increase of approximately 30%. The second quarter saw a nearly 60% quarter-on-quarter profit growth, with the analog chip sector's net profit increasing about fourfold [2] - Notable companies include Zhenlei Technology, which reported a net profit growth of 10 times year-on-year, and Sirepu, which also saw significant profit recovery [2][3] Product Structure Upgrade - The analog chip industry's gross margin has improved significantly, with the median sales gross margin rising from 34.72% in Q1 to 35.05% in Q2 this year [4] - Companies like Chipone and Zhenlei Technology reported gross margins of nearly 88% and 83%, respectively, benefiting from increased demand in consumer electronics and automotive electronics [4] - Sensor manufacturer Micron Technology achieved a net profit of 25.19 million yuan, with a gross margin of 31.64%, driven by the widespread application of MEMS acoustic sensors in consumer electronics and automotive sectors [4] Inventory Turnover Improvement - The analog chip industry's inventory turnover days have accelerated, with a median of nearly 177 days in Q2, surpassing the levels of the same period in 2022. Nearly 60% of listed companies have reduced their inventory turnover days [8] - Companies like Juyuan Technology and Zhenlei Technology have significantly compressed their inventory turnover days, while others like Juxian Technology have seen an extension in turnover days [8] Company-Specific Developments - Aiwai Electronics reported a 70% year-on-year increase in net profit, reaching 156 million yuan, despite a decline in operating revenue, due to new product launches and expansion in industrial and automotive sectors [6] - Huida Technology experienced a nearly 36% increase in net profit, attributed to reduced chip procurement costs and new product launches, despite a slight decline in operating revenue [7] - Chipone's production line is expected to stabilize and improve profitability as production efficiency increases and cost reduction signs emerge [9]

Group 1 - On September 2, 2023, Huida Technology had a financing buy-in of 1.08 billion yuan and a financing repayment of 1.05 billion yuan, resulting in a net financing buy of 3.3754 million yuan [2] - On August 25, 2023, Huida Technology announced that its president, Liu Yuping, received a notice of investigation from the China Securities Regulatory Commission (CSRC) for suspected insider trading, which may allow affected investors to seek compensation [3] - The CSRC's investigation is based on the Securities Law and Administrative Penalty Law of the People's Republic of China, indicating potential legal implications for the company and its executives [3] Group 2 - On August 1, 2023, Huida Technology announced the conditions for the second exercise period of its stock option incentive plan, which allows for the exercise of 403.65 million stock options at a price of 55.38 yuan per option [4] - The second exercise period is set from August 25, 2025, to August 24, 2026, with a total of 944 individuals eligible to exercise their options [4] - The law firm Guohao (Shenzhen) has confirmed that the exercise matters have received the necessary approvals and comply with relevant regulations [4] Group 3 - Huida Technology has participated in 28 bidding projects and holds 81 trademark registrations, indicating its active engagement in business development and intellectual property management [5]

Group 1: Semiconductor Industry Overview - The strategic value of the semiconductor industry has surged due to the explosive demand for AI computing power and the wave of domestic substitution, positioning semiconductors as a core engine for economic transformation [2] - Massive capital inflow into the semiconductor sector has been driven by policy support and investment, leading to significant stock price increases, such as Cambrian's stock price surpassing Kweichow Moutai, making it the most expensive stock in the A-share market [2] Group 2: Huida Technology Incident - Huida Technology's president, Liu Yuping, was formally investigated by the China Securities Regulatory Commission (CSRC) for insider trading just five months after taking office [3][4] - Despite the company's assurances that the investigation pertains to Liu personally and will not affect the company's operations, investor concerns remain high [3][5] - Liu, a veteran with 20 years at Huida, had recently returned to the company and was involved in a stock buyback plan that raised suspicions regarding potential insider information [4][6] Group 3: Financial Performance of Huida Technology - Huida Technology reported a slight decline in revenue for the first half of 2025, with operating income of 2.251 billion yuan, down 0.2% year-on-year, while net profit attributable to shareholders increased by 35.74% to 431 million yuan [5] - The company proposed a cash dividend of 0.15 yuan per share (before tax) [5] Group 4: Wenta Technology Incident - Wenta Technology's controlling shareholder and actual controller were also investigated for information disclosure violations, highlighting a trend of increased regulatory scrutiny in the capital market [8][11] - The CSRC issued a warning and fines totaling 5 million yuan to Wenta Technology's controlling shareholder for failing to disclose related party relationships and other violations [8][10] Group 5: Market Implications - Both Huida Technology and Wenta Technology incidents reflect a tightening regulatory environment, with potential impacts on investor confidence due to insider trading allegations and information disclosure issues [11] - The regulatory response indicates a stronger stance against violations related to market transparency and compliance, especially in the context of deepening reforms in the registration system [11]

Group 1 - On September 1, 2025, Huida Technology had a financing buy-in of 83.6864 million yuan and a financing repayment of 67.9542 million yuan, resulting in a net financing buy-in of 15.7321 million yuan [2] - On August 25, 2025, Huida Technology announced that its president, Liu Yuping, received a notice of investigation from the China Securities Regulatory Commission (CSRC) for suspected insider trading [3] - Investors who suffered losses due to the alleged insider trading by the company's senior management can seek compensation, specifically those who bought shares between the company's listing and the close on August 25, 2025 [3] Group 2 - On August 5, 2025, Huida Technology announced the completion of the cancellation of certain stock options, totaling 563,300 options from the first phase of the stock option incentive plan [4][5] - The cancellation was due to 33 incentive targets having left the company and thus losing their eligibility, along with two others whose performance did not meet the required standards [4] - The cancellation of these stock options will not affect the company's share capital [5] Group 3 - Huida Technology was established in 2002 and is located in Shenzhen, Guangdong Province [6]

为优化资源配置，根据汇顶科技的战略规划，公司同意全资子公司汇顶科技（香港）有限公司（以下简称"汇顶香港"）对外出售其持有的 公司全资孙公司 Dream Chip Technologies GmbH、Dream Chip Technologies B.V.（以下 "Dream Chip Technologies GmbH"和"Dream Chip Technologies B.V."合称"DCT 资产组"或"标的公司"）的 100%股权至Tessolve Engineering Service Pte. Ltd（以下简称"Tessolve"）。 2024 年 11 月 4 日，汇顶香港与 Tessolve 签署了《股份购买与转让协议》。2024 年 11 月 5 日，公司召开第五届董事会第三次会议和第五届 监事会第三次会议审议通过《关于出售全资孙公司 100%股权的议案》，同时授权公司经营管理层办理本次交易的具体事宜。 根据汇顶香港与 Tessolve 签署的《股份购买与转让协议》，双方约定在确认交割条件满足或已被豁免后的 10 个工作日内向汇顶香港支付 本次股权转让交易的首期转让对价 3009.5 万欧元。2 ...

Summary of Shenzhen Goodix Technology Co Ltd Conference Call Company Overview - **Company**: Shenzhen Goodix Technology Co Ltd - **Industry**: Greater China Technology Semiconductors - **Stock Rating**: Underweight [3] - **Price Target**: Rmb65.00, representing a downside of 22% from the current price of Rmb83.09 [3] - **Market Capitalization**: Rmb37,867 million [3] - **Average Daily Trading Value**: Rmb532 million [3] Financial Performance - **Fiscal Year Ending**: December - **Earnings Per Share (EPS)**: - 2024: Rmb1.32 - 2025 (estimated): Rmb1.29 - 2026 (estimated): Rmb1.43 - 2027 (estimated): Rmb1.64 [3] - **Revenue (Net)**: - 2024: Rmb4,375 million - 2025 (estimated): Rmb4,795 million - 2026 (estimated): Rmb5,781 million - 2027 (estimated): Rmb6,410 million [3] - **EBITDA**: - 2024: Rmb511 million - 2025 (estimated): Rmb643 million - 2026 (estimated): Rmb894 million - 2027 (estimated): Rmb1,003 million [3] - **Price-to-Earnings (P/E) Ratio**: - 2024: 61.1 - 2025 (estimated): 64.6 - 2026 (estimated): 58.0 - 2027 (estimated): 50.8 [3] - **Return on Equity (ROE)**: - 2024: 7.5% - 2025 (estimated): 6.8% - 2026 (estimated): 7.2% - 2027 (estimated): 7.8% [3] Market Outlook - **Order Outlook**: Anticipation of better orders in the second half of the year, driven by strong smartphone seasonality in the fourth quarter [5] - **Ultrasonic Fingerprint Sensor**: - Full-year shipment estimate increased to 40 million units from 35 million due to increased penetration - Expected addressable market of 130 million units in 2026 and 180-200 million units in 2027 - Targeting over 60% market share by 2027 [5] - **NFC, eSE, eSIM Solutions**: - Expected market size of Rmb7 billion with a target of 30% market share - Current gross margin around 30% with potential for improvement [5] - **Other Products**: - Light sensor adoption in flagship smartphone models - Haptic driver in design phase - OLED TDDI product launch expected in 1H26, with commercialization in 2027 [5] Risks - **Upside Risks**: - Faster-than-expected market share expansion and new product rollout - New applications for fingerprint technology [8] - **Downside Risks**: - Slower-than-expected market share expansion and new product rollout - Weaker-than-expected gross margin despite improving cost structure [8] Valuation Methodology - **Key Assumptions**: - Cost of equity: 8.4% - Medium-term growth rate: 16.5% - Terminal growth rate: 4.9% [7] Conclusion Shenzhen Goodix Technology Co Ltd is positioned in a competitive semiconductor market with a focus on innovative products like ultrasonic fingerprint sensors and NFC solutions. Despite a strong market outlook, the company faces challenges in achieving its growth targets and maintaining margins. The current stock rating is underweight, reflecting cautious sentiment amid potential risks.

Group 1 - Company stock closed at 82.31 CNY on August 29, 2025, down 0.81% from the previous week [1] - The highest intraday price was 84.97 CNY on August 25, 2025, and the lowest was 78.66 CNY on August 26, 2025 [1] - Current total market capitalization is 38.034 billion CNY, ranking 39th out of 163 in the semiconductor sector and 464th out of 5152 in the A-share market [1] Group 2 - Director Zhang Fan increased his shareholding by 50,000 shares, representing 0.0108% of the total share capital [2][3] - President Liu Yuping is under investigation by the China Securities Regulatory Commission for suspected violations of securities laws and regulations [2][3]