北京市中伦律师事务所 关于山东金帝精密机械科技股份有限公司 2025 年第三次临时股东会的 法律意见书 二〇二五年十一月 法律意见书 北京市中伦律师事务所 关于山东金帝精密机械科技股份有限公司 2025 年第三次临时股东会的 法律意见书 致：山东金帝精密机械科技股份有限公司 北京市中伦律师事务所（以下简称"本所"）作为山东金帝精密机械科技股 份有限公司（以下简称"公司"）的法律顾问，受公司委托，指派律师出席公司 2025 年第三次临时股东会（以下简称"本次股东会"）。本所律师根据《中华人 民共和国公司法》（以下简称"《公司法》"）、《中华人民共和国证券法》（以下简 称"《证券法》"）、《上市公司股东会规则》（以下简称"《股东会规则》"）等相关 法律、法规、规范性文件及《山东金帝精密机械科技股份有限公司章程》（以下 简称"《公司章程》"）、《山东金帝精密机械科技股份有限公司股东会议事规则》 （以下简称"《股东会议事规则》"）的规定，对本次股东会进行见证并出具法律 意见。 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》等规定及本法律意见书出具日以前已经 发 ...

证券代码：603270 证券简称：金帝股份 公告编号：2025-106 山东金帝精密机械科技股份有限公司 关于 2025 年第三季度业绩说明会召开情况的公告 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。 山东金帝精密机械科技股份有限公司（以下简称"公司"）于 2025 年 11 月 14 日（星期五）下午 16:00-17:00 在上海证券交易所上证路演中心（网址： https://roadshow.sseinfo.com/）以网络互动方式召开 2025 年第三季度业绩说明会， 现将召开情况公告如下： 客户的零距离协同，减少工装夹具等重复投入，降低整体产业链成本，实现成本 性能优势。 在应用测试方面，根据其中一个测试客户的内部耐久测试报告，公司提供的 冲压工艺生产的柔轮初坯产品（25 型号）与该客户使用的锻造工艺生产的产品 装配同型号谐波减速器，在输出轴扭矩 200-250Nm 等相同条件下进行加速测试， 联轴器油脂干涸前未发现柔轮破裂现象，公司冲压工艺生产的柔轮初坯与对照测 试的锻造工艺生产的产品的品质相当。因各下游客户对 ...

山东金帝精密机械科技股份有限公司 2025 年第三次临时股东会会议资料 山东金帝精密机械科技股份有限公司 2025 年第三次临时股东会会议资料 2025 年第三次临时股东会会议资料 股票简称：金帝股份 股票代码：603270 2025 年 11 月 1 目录 | 2025 年第三次临时股东会会议须知 3 | | --- | | 2025 年第三次临时股东会会议议程 5 | | 议案一《关于公司 2025 年三季度利润分配方案的议案》 8 | | 议案二《关于公司开展票据池业务的议案》 9 | | 议案三《关于调增公司 2025 年度综合融资额度及担保额度的议案》 10 | | 议案四《关于子公司回购聊城市财源新旧动能转换股权投资基金合伙企业（有 | | 限合伙）基金份额的议案》 11 | | 议案五《关于对子公司增加投资的议案》 12 | | 议案六《关于对墨西哥子公司增加投资总额的议案》 13 | | 议案七《关于投资建设项目的议案》 14 | | 议案八《关于公司符合向不特定对象发行可转换公司债券条件的议案》 15 | | 议案九《关于公司向不特定对象发行可转换公司债券方案的议案》 16 | | 议案十《 ...

Market Review - The Huaxia Sci-Tech AI ETF (89010) closed at 1.374 CNY, down 0.94%, following a decline in the Sci-Tech AI Index (-1.01%) [1] - The ETF showed a recovery after a low opening, indicating short-term support [1] - Among the constituent stocks, 5 increased while 25 decreased, with Weisheng Information and Tianzhun Technology leading the gains, while Fuxin Software and Fudan Microelectronics saw significant declines, reflecting pressure on AI applications and computing power [1] - The Robot ETF (562500) closed at 0.996 CNY, down 0.50%, fluctuating between 0.984 and 0.999 CNY throughout the day [1] - The trading volume exceeded 900 million CNY, maintaining stable trading activity [1] Hot News - Xiaopeng aims to achieve large-scale production of advanced humanoid robots by the end of 2026 [2] - At the 8th China International Import Expo, Wang Xingxing, founder of Yushu Technology, commented on the development speed of embodied intelligent models, noting that while there has been significant progress in some areas this year, the pace of advancement in large models is slightly slower than expected [2] - Jindi Co. announced innovations in the development of robot harmonic reducer flexible wheel products, successfully achieving import substitution through precision stamping [2] Institutional Views - Guojin Securities emphasizes the importance of new technology iterations and component ticket pricing, highlighting the competitive advantages of automotive manufacturers and brands that understand demand scenarios and hardware supply chains [3] - The report suggests focusing on the "ticket pricing" and technological iterations, particularly in the supply chain related to Tesla and its components [3] - Key recommendations include the full-size humanoid robot UM Ningbo Huaxiang and attention to the development of dexterous hands and motors [3] Popular ETFs - The Robot ETF (562500) is the only ETF in the market with a scale exceeding 20 billion CNY, offering the best liquidity and comprehensive coverage of the Chinese robotics industry [4] - The Huaxia Sci-Tech AI ETF (589010) is positioned as the "brain" of robotics, with a 20% fluctuation limit and flexibility in small and mid-cap stocks, aiming to capture the "singularity moment" in the AI industry [4]

Core Viewpoint - As of now, Jin Di Co., Ltd. has not generated significant revenue from its soft wheel initial blank products, which does not have a major impact on the company's performance [2] Company Summary - Jin Di Co., Ltd. responded to investor inquiries on November 5, indicating that the soft wheel initial blank products have yet to contribute to revenue [2]

Core Viewpoint - The company, Jindi Co., emphasizes its innovative use of copper-based materials in heat sink products, which enhances thermal conductivity and improves heat management for high-performance chips [2] Group 1: Product Innovation - The company utilizes a precision stamping process for the heat sink's bottom groove, replacing traditional forging or machining methods, which shortens the processing workflow and reduces manufacturing costs [2] - This innovation ensures stability and consistency in product appearance, dimensional flatness, depth, and surface roughness, facilitating better contact between the heat sink and the chip [2] Group 2: Business Impact - Currently, the related business is in the early sample verification stage, contributing a very small proportion to the company's revenue, thus not significantly impacting overall performance [2] - Future performance will depend on industry development, customer and product line expansion, and ongoing R&D investments, indicating a level of uncertainty [2]

Core Viewpoint - The company has successfully developed a new type of robot harmonic reducer flexible wheel product using precision stamping instead of forging, achieving import substitution and meeting high fatigue strength requirements [1] Group 1: Product Development - The company has innovatively adopted precision stamping to replace traditional forging processes in the development of flexible wheel products [1] - The product's grain size testing indicators are within the commonly used range for harmonic flexible wheels, indicating successful material development [1] - Fatigue life validation tests conducted by some customers have exceeded three months without any abnormal issues, demonstrating product reliability [1] Group 2: Process Improvement - The company is continuously working on the research and trial production of the precision machining process for flexible wheel initial blanks, aiming for seamless integration with customer processes [1] - This integration reduces the need for repeated investments in tooling and fixtures, thereby lowering overall supply chain costs [1] Group 3: Market Expansion - The company plans to continue expanding its product model development and testing, while actively seeking to broaden its customer base within the supply chain [1] - These efforts are aimed at laying a foundation for future mass production and market expansion, enhancing new productivity capabilities [1]

Core Viewpoint - Jin Di Co., Ltd. has successfully developed a new type of robot harmonic reducer flexible wheel using precision stamping instead of forging, achieving import substitution and meeting high fatigue strength requirements [1] Group 1: Product Development - The company has innovatively adopted precision stamping to replace traditional forging processes in the development of the flexible wheel initial blank for robot harmonic reducers [1] - Collaboration with upstream and downstream industry chain partners has led to the development of special materials for this product [1] Group 2: Performance Testing - The product has passed grain size level testing and is within the commonly used range for harmonic flexible wheels [1] - Some customers have conducted fatigue life validation tests for over three months without any abnormal issues reported, indicating promising product reliability [1] Group 3: Financial Impact - Currently, the flexible wheel initial blank products have not generated revenue and do not significantly impact the company's overall performance [1]

Core Viewpoint - Jindi Co., Ltd. is a leading manufacturer in the bearing cage industry, focusing on the research, production, and sales of precision mechanical components, with a notable technical advantage in the sector [1] Group 1: Business Overview - Jindi Co., Ltd. was established on October 9, 2016, and was listed on the Shanghai Stock Exchange on September 1, 2023, with its registered and office address in Liaocheng, Shandong Province [1] - The company operates in the mechanical equipment sector, specifically in general equipment and metal products, involving various segments such as reducers, automotive parts, robotics, nuclear fusion, superconductivity, and nuclear power [1] Group 2: Financial Performance - For Q3 2025, Jindi Co., Ltd. reported revenue of 1.372 billion yuan, ranking 29th among 82 companies in the industry, while the industry leader, China International Marine Containers (CIMC), achieved revenue of 117.061 billion yuan [2] - The net profit for the same period was 106 million yuan, placing the company 27th in the industry, with the top performer, Neway Valve, reporting a net profit of 1.126 billion yuan [2] Group 3: Financial Ratios - As of Q3 2025, Jindi Co., Ltd. had a debt-to-asset ratio of 47.38%, an increase from 30.99% in the previous year, which is above the industry average of 39.81% [3] - The gross profit margin for the same period was 27.30%, slightly down from 29.10% year-on-year, but still above the industry average of 22.64% [3] Group 4: Executive Compensation - The chairman and general manager, Zheng Guanghui, received a salary of 1.0636 million yuan in 2024, an increase of 101,200 yuan from 2023 [4] Group 5: Shareholder Information - As of September 30, 2025, the number of A-share shareholders decreased by 17.76% to 21,000, while the average number of circulating A-shares held per shareholder increased by 21.59% to 3,365.22 [5] Group 6: Business Highlights - In H1 2025, Jindi Co., Ltd. achieved revenue of 830 million yuan, a year-on-year increase of 40.6%, with net profit growing by 32.9% to 80 million yuan [6][7] - The revenue from bearing cages and automotive parts grew significantly, with bearing cage and accessory products generating 430 million yuan, up 43.9%, and wind power series products reaching 210 million yuan, up 118.7% [6][7] - The company is actively expanding into new products in the low-altitude and humanoid sectors, including motor stators and harmonic reducers [7]

Core Insights - On October 30, Jindi Co., Ltd. experienced a slight decline of 0.12% in stock price, with a trading volume of 70.08 million yuan [1] - The company reported a net financing outflow of 25.12 million yuan for the day, with total financing and securities lending balance reaching 127 million yuan [1] Financing Overview - On October 30, Jindi Co., Ltd. had a financing buy-in amount of 7.09 million yuan, while the current financing balance stands at 127 million yuan, accounting for 7.21% of the circulating market value [1] - The financing balance is above the 70th percentile level over the past year, indicating a relatively high position [1] Securities Lending Overview - On October 30, there were no shares repaid or sold in securities lending, resulting in a balance of 0 shares and 0 yuan in securities lending [1] - The securities lending balance is above the 80th percentile level over the past year, indicating a high position [1] Company Performance - As of September 30, Jindi Co., Ltd. had 21,000 shareholders, a decrease of 17.76% from the previous period, while the average circulating shares per person increased by 21.59% to 3,365 shares [2] - For the period from January to September 2025, the company achieved a revenue of 1.372 billion yuan, representing a year-on-year growth of 48.58%, and a net profit attributable to shareholders of 109 million yuan, up 30.06% year-on-year [2] Dividend Information - Since its A-share listing, Jindi Co., Ltd. has distributed a total of 98.598 million yuan in dividends [2] Shareholder Composition - As of September 30, 2025, Hong Kong Central Clearing Limited is the third-largest circulating shareholder with 1.4798 million shares, an increase of 990,500 shares from the previous period [2] - Guangfa Quantitative Multi-Factor Mixed A (005225) is the fourth-largest circulating shareholder, newly entering with 827,200 shares, while Haifutong Stock Mixed (519005) has exited the top ten circulating shareholders [2]