北京市天元律师事务所 关于北京元六鸿远电子科技股份有限公司 2024 年年度股东会 的法律意见 京天股字（2025）第 104 号 致：北京元六鸿远电子科技股份有限公司 为出具本法律意见，本所律师审查了《北京元六鸿远电子科技股份有限公司第三 届董事会第十八次会议决议公告》《北京元六鸿远电子科技股份有限公司第三届监事 会第十四次会议决议公告》《北京元六鸿远电子科技股份有限公司关于召开 2024 年年 度股东会的通知》（以下简称"《召开股东会通知》"）以及本所律师认为必要的其他文 件和资料，同时审查了出席现场会议股东的身份和资格、见证了本次股东会的召开， 并参与了本次股东会议案表决票的现场监票计票工作。 本所及经办律师依据《证券法》、《律师事务所从事证券法律业务管理办法》和 《律师事务所证券法律业务执业规则（试行）》等规定及本法律意见出具日以前已经 发生或者存在的事实，严格履行了法定职责，遵循了勤勉尽责和诚实信用原则，进行 了充分的核查验证，保证本法律意见所认定的事实真实、准确、完整，所发表的结论 性意见合法、准确，不存在虚假记载、误导性陈述或者重大遗漏，并承担相应法律责 任。 本所及经办律师同意将本法律意见作为 ...

Core Viewpoint - The military electronics sector has experienced a significant decline, with multiple stocks dropping over 5% [1] Group 1 - Torch Electronics, Zhenhua Wind Power, Zhenhua Technology, Hongda Electronics, and Hongyuan Electronics all saw declines exceeding 5% [1] - Other companies such as Zhimingda, Aerospace Electric, Ruichuang Micro-Nano, and Mengsheng Electronics also followed the downward trend [1]

Core Viewpoint - The company reported a decline in revenue and net profit for 2024, primarily due to weak demand in the electronic components industry, particularly for high-reliability ceramic capacitors [1][2]. Financial Performance - In 2024, the company achieved operating revenue of 1.492 billion yuan, a year-on-year decrease of 10.98% - The net profit attributable to shareholders was 154 million yuan, down 43.55% year-on-year - The expected net profit after deducting non-recurring gains and losses is 102 million yuan, also a decrease of 43.55% year-on-year [1]. Industry Demand and Pricing - The demand for ceramic capacitors in 2024 was sluggish, leading to price declines and short-term pressure on profits - The decrease in revenue was attributed to slow recovery in the downstream market, resulting in reduced sales and prices for core products [2]. Production Capacity and Market Outlook - In Q1 2025, there was a noticeable recovery in customer demand, with increased orders and improved market expectations - The company’s multilayer ceramic capacitors (MLCC) are among the fastest-growing components, with applications in high-reliability fields such as aerospace and electronics, ranking in the top 10 globally [3]. Research and Development - The company invested 112.99 million yuan in R&D in 2024, accounting for 15.23% of self-operated business revenue, an increase of 3.59 percentage points year-on-year - New business expansions include microcontrollers and integrated circuits in Chengdu, achieving revenue of 85.47 million yuan, a year-on-year increase of 56.11% [4]. Profit Forecast - Revenue projections for 2025-2027 are 2.168 billion, 2.821 billion, and 3.332 billion yuan, respectively - Earnings per share (EPS) are forecasted to be 1.52, 2.08, and 2.63 yuan, with corresponding price-to-earnings (PE) ratios of 38, 27, and 22 times - The company is expected to benefit from recovering downstream demand and sustained high capacity utilization [5].

Investment Rating - The report assigns a "Buy" investment rating for the company, marking the first coverage of the stock [9]. Core Views - The demand for ceramic capacitors is recovering, and the company is continuously investing in R&D to expand into new business areas [1]. - The company's revenue for 2024 is projected to be 1.492 billion yuan, a decrease of 10.98% year-on-year, with a net profit of 154 million yuan, down 43.55% year-on-year [1][2]. - The company is expected to benefit from a recovery in downstream customer demand, with capacity utilization remaining high [9]. Summary by Sections Revenue and Profitability - In 2024, the company experienced a 10.98% decline in revenue due to slow recovery in the downstream market for electronic components, leading to decreased sales and prices of its core product, high-reliability ceramic capacitors [2]. - The gross margin for high-reliability ceramic capacitors has declined, with an overall decrease of 8.57 percentage points in the gross margin of self-produced electronic components [2]. Market Demand and Capacity Utilization - In Q1 2025, there was a noticeable improvement in customer demand, with increased orders and market expectations for the company's multilayer ceramic capacitors (MLCC), which are widely used in high-reliability fields [3]. - The company ranks among the top 10 in the global MLCC market share, indicating a strong position in the industry [3]. R&D Investment and New Business Development - The company invested 112.99 million yuan in R&D in 2024, accounting for 15.23% of its self-operated business revenue, an increase of 3.59 percentage points from the previous year [4]. - New business areas include microcontrollers and integrated circuits in Chengdu, which saw a revenue increase of 56.11% year-on-year, while the company is also expanding into micro-nano system integration ceramic shells in Hefei [8]. Financial Forecast - Revenue forecasts for 2025, 2026, and 2027 are projected at 2.168 billion yuan, 2.821 billion yuan, and 3.332 billion yuan, respectively, with corresponding EPS of 1.52 yuan, 2.08 yuan, and 2.63 yuan [9][11]. - The company is expected to see a significant recovery in net profit, with a projected growth rate of 127.8% in 2025 [11].

北京元六鸿远电子科技股份有限公司 2024 年年度股东会会议资料 北京元六鸿远电子科技股份有限公司 2024 年年度股东会 会议资料 2025 年 4 月 17 日 1 北京元六鸿远电子科技股份有限公司 2024 年年度股东会会议资料 北京元六鸿远电子科技股份有限公司 2024 年年度股东会文件目录 | 2024 年年度股东会会议议程 3 | | --- | | 2024 年年度股东会须知 5 | | 《关于公司 2024 年度董事会工作报告的议案》 6 | | 《关于公司 2024 年度监事会工作报告的议案》 12 | | 《关于公司 2024 年度独立董事述职报告的议案》 16 | | 《关于公司 2024 年年度报告全文及摘要的议案》 17 | | 《关于公司 2024 年度利润分配预案的议案》 18 | | 《关于独立董事 年度薪酬确认及 2024 2025 年度薪酬方案的议案》 20 | | 《关于非独立董事 2024 年度薪酬确认及 2025 年度薪酬方案的议案》 21 | | 《关于监事 年度薪酬确认及 年度薪酬方案的议案》 22 2024 2025 | | 《关于公司续聘会计师事务所的议案》 ...

Group 1 - The company, Beijing Yuanliu Hongyuan Electronics Technology Co., Ltd., plans to hold its 2024 annual shareholders' meeting on April 17, 2025, at 14:00, utilizing a combination of on-site and online voting methods [1] - The company aims to enhance service for small and medium investors by using Shanghai Stock Exchange Information Co., Ltd. to provide shareholder meeting reminder services, ensuring timely participation and convenient voting [2] - Investors will receive proactive notifications about the meeting and voting options through smart SMS, and they can vote directly via the provided user manual or through existing trading and internet voting platforms [2]

北京元六鸿远电子科技股份有限公司董事会 2025 年 4 月 8 日 北京元六鸿远电子科技股份有限公司（以下简称"公司"）拟于 2025 年 4 月 17 日 14:00 召开 2024 年年度股东会，本次会议采用现场投票和网络投票相结合 的表决方式。具体内容请详见公司 2025 年 3 月 28 日披露于上海证券交易所网站 （http://www.sse.com.cn）及指定信息披露媒体的《鸿远电子关于召开 2024 年年 度股东会的通知》（公告编号：临 2025-015）。 为更好地服务广大中小投资者，确保有投票意愿的中小投资者能够及时参会、 便利投票。公司拟使用上证所信息网络有限公司（以下简称"上证信息"）提供 的股东会提醒服务，委托上证信息通过智能短信等形式，根据股权登记日的股东 名册主动提醒股东参会投票，向每一位投资者主动推送股东会参会邀请、议案情 况等信息。投资者在收到智能短信后，可根据《上市公司股东会网络投票一键通 服务用户使用手册》（https://vote.sseinfo.com/i/yjt_help.pdf）的提示步骤直接投票， 如遇拥堵等情况，仍可通过原有的交易系统投票平台和互联网投票平 ...

Investment Rating - The investment rating for the company is "Buy" [1] Core Views - The company has reported a revenue of 1.492 billion yuan for 2024, a year-on-year decrease of 10.98%, and a net profit attributable to shareholders of 154 million yuan, down 43.55% year-on-year [2] - The demand in the industry has fully recovered, with significant order growth from upstream component manufacturers, particularly in the MLCC sector [3] - The company is expected to benefit from a new round of military orders, with a substantial increase in demand for high-reliability ceramic capacitors [3] - The average price of high-reliability capacitors has decreased by approximately 20% compared to the previous year, impacting the gross margin [4] - The company is expanding its product categories and applications, particularly in military and aerospace sectors, which are expected to drive future growth [5][6] - The global military expenditure reached a record high of 2.443 trillion USD in 2024, indicating a potential increase in military trade demand [7] - The commercial aerospace sector is anticipated to experience significant growth in 2025, with the company positioned to benefit from increased satellite launches and related electronic component demand [8][9] Financial Summary - The company’s projected revenues for 2025, 2026, and 2027 are 2.097 billion yuan, 2.629 billion yuan, and 3.138 billion yuan respectively, with year-on-year growth rates of 40.6%, 25.3%, and 19.4% [10][14] - The net profit for the same years is expected to be 354 million yuan, 501 million yuan, and 604 million yuan, with growth rates of 130.4%, 41.5%, and 20.5% respectively [10][14] - The earnings per share (EPS) are projected to be 1.53 yuan, 2.17 yuan, and 2.61 yuan for 2025, 2026, and 2027 respectively [10][14] - The company maintains a healthy financial position with a projected gross margin recovery as delivery volumes increase [4][10]

Group 1: Baili Tianheng - In 2024, Baili Tianheng achieved operating revenue of 582.27 million yuan, a year-on-year increase of 936.31%, and net profit of 370.75 million yuan, turning a profit [1] - The company received an $800 million upfront payment from BMS as part of its innovative oncology drug combination [1] - Multiple clinical trials for BL-B01D1 are ongoing in China and the U.S., including several Phase III trials [1] - The company plans to increase R&D investment to 1.443 billion yuan in 2024 and continue to expand in 2025 [1] Group 2: Teabo Bio - Teabo Bio's application for the marketing authorization of Pegbivac is currently under technical review after being accepted in March 2024 [2] - The company is also advancing the registration of long-acting growth hormone and SKG0201, with applications accepted in January 2024 [2] - Teabo Bio emphasizes the strategic significance of acquiring Jiutian Bio and plans to increase R&D investment focusing on breakthrough technology platforms [2] Group 3: Hongyuan Electronics - In 2024, Hongyuan Electronics experienced an 8.57 percentage point decline in gross margin due to falling prices of high-reliability ceramic capacitors and an increase in low-margin product sales [3] - The company reported a 56.11% revenue growth in microcontrollers and integrated circuit products [3] - Major clients account for 71.09% of sales revenue, primarily from China Electronics Technology Group [3] Group 4: Lens Technology - Lens Technology is rapidly developing in automotive, smart terminal, and humanoid robot sectors, collaborating with over 30 smart car brands [4] - The company expects significant growth in its smart retail terminal business and aims to become a core manufacturing platform for embodied intelligent hardware [4] - Lens Technology has made progress in developing ultra-thin laminated glass for automotive applications, with expectations to introduce it to leading domestic new energy vehicle brands this year [4]

Investment Rating - The investment rating for the company is "Buy" (maintained) [1] Core Views - The company reported a revenue of 1.492 billion yuan for 2024, a year-on-year decrease of 10.98%, and a net profit attributable to shareholders of 154 million yuan, down 43.55% year-on-year [1][8] - The decline in performance is attributed to a slow recovery in the downstream market, particularly in the high-reliability sector, which has led to decreased sales and prices of the company's core product, ceramic capacitors [8] - Despite the challenges, the company has successfully expanded its product lines, particularly in microcontrollers and integrated circuit products, which have seen rapid revenue growth [8] - The company completed the acquisition of Chengdu Rongwei, enhancing its capabilities in microwave module components and electronic components [8] - The company has maintained stable operating cash flow, with a net operating cash flow of 459 million yuan, indicating solid liquidity management [8] Financial Summary - For 2024, the total revenue is projected to be 1.492 billion yuan, with a net profit of 154 million yuan [1][9] - The gross margin is expected to decline by 15.38 percentage points to 34.29% in 2024 [8] - The earnings per share (EPS) for 2024 is estimated at 0.67 yuan, with a projected P/E ratio of 79.21 [1][9] - The company anticipates a recovery in military electronic business, which may lead to a rebound in the market [8] - Future profit forecasts have been adjusted, with net profits expected to be 326 million yuan in 2025 and 481 million yuan in 2026 [8]