福建顶点软件股份有限公司 第九届监事会第十次会议决议公告 本公司监事会及全体监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。 一、监事会会议召开情况 证券代码：603383 证券简称：顶点软件 公告编号：2025-018 福建顶点软件股份有限公司监事会 2025 年 9 月 10 日 根据公司《2021 年限制性股票激励计划（草案）》、《2021 年限制性股票 激励计划实施考核管理办法》的相关规定，公司 2021 年限制性股票激励计划预 留授予部分第三个解除限售期解除限售条件已经成就，可解除限售的激励对象主 体资格合法、有效，可以按照相关规定解除限售。本次激励计划对各激励对象解 除限售安排未违反有关法律、法规的规定，不存在损害公司全体股东利益的情形。 因此，同意公司 2021 年限制性股票激励计划预留授予部分第三个解除限售期解 除限售的事项。 表决结果：同意 3 票；反对 0 票；弃权 0 票。 （二）审议通过《关于回购注销部分限制性股票的议案》 根据《上市公司股权激励管理办法》、公司《2021 年限制性股票激励计划 （草案）》等相关规定，公司 ...

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。 一、董事会会议召开情况 证券代码：603383 证券简称：顶点软件 公告编号：2025-017 福建顶点软件股份有限公司 第九届董事会第十次会议决议公告 福建顶点软件股份有限公司（以下简称为"公司"）第九届董事会第十次会 议于 2025 年 9 月 9 日在福州市鼓楼区铜盘路软件大道 89 号软件园 G 区 8-9 号楼 顶点金融科技中心会议室以现场结合通讯表决的方式召开。会议通知已于 2025 年9月4日以电子邮件的形式向全体董事发出，会议由董事长严孟宇召集和主持， 会议应到董事 8 名，实际出席会议董事 8 名，其中董事孙井刚先生、独立董事保 红珊女士、独立董事郑相涵先生以通讯表决方式参与本次会议，公司监事、高级 管理人员列席了本次会议。本次会议的召集和召开符合《公司法》和《公司章程》 的有关规定。 二、董事会会议审议情况 出席本次会议的全体董事对本次会议的议案进行了认真审议，并以记名投票 表决方式通过以下决议： （一）审议通过《关于 2021 年限制性股票激励计划预留授予部 ...

证券代码：603383 证券简称：顶点软件 一、释义 注：1、本独立财务顾问报告中所引用的财务数据和财务指标，如无特殊说明指合并报表口径的财务数据 和根据该类财务数据计算的财务指标。 2021 年限制性股票激励计划预留授予部分 第三个解除限售期解除限售条件成就及回购注 销部分限制性股票相关事项 之 独立财务顾问报告 2025 年 9 月 | 一、释义 2 | | | --- | --- | | 二、声明 3 | | | 三、基本假设 4 | | | 四、独立财务顾问意见 5 | | | （一）本激励计划已履行的相关审批程序和信息披露情况 | 5 | | （二）预留授予部分第三个解除限售期解除限售条件的达成情况说明 | 8 | | （三）预留授予部分第三个解除限售期解除限售情况 | 9 | | （四）回购注销部分限制性股票的说明 | 10 | | （五）结论性意见 | 11 | | 五、备查文件及咨询方式 13 | | | （一）备查文件 | 13 | | （二）咨询方式 | 13 | 上海荣正企业咨询服务（集团）股份有限公司 关于 福建顶点软件股份有限公司 2、本独立财务顾问报告中部分合计数与各明细数直接相加 ...

Investment Rating - The report maintains an "Outperform" rating for the company [2][14]. Core Insights - The company experienced a cautious IT investment environment in the financial sector, leading to short-term revenue pressure, with a reported revenue of 246 million yuan in H1 2025, down 7.97% year-on-year [7]. - The A5 core trading system achieved another breakthrough, marking its 11th successful implementation, reinforcing the company's leading position in the domestic securities industry [7]. - The integration of AI technology across various business lines is ongoing, enhancing product intelligence and operational efficiency [7]. Financial Data and Profit Forecast - Total revenue projections for 2025-2027 have been revised down to 632 million, 757 million, and 870 million yuan respectively, with corresponding net profit estimates adjusted to 189 million, 249 million, and 299 million yuan [6][13]. - The company's gross margin is expected to remain stable, with a slight increase in 2025 to 67% [6][13]. - The company's cash flow showed a decline of 38.9% year-on-year in Q2 2025, indicating potential collection pressures due to extended IT implementation cycles [8][10].

Core Viewpoint - The recent financial report of Top Point Software (603383) shows a decline in total revenue but an increase in net profit, indicating mixed performance in the first half of 2025 [1][3]. Financial Performance Summary - Total revenue for the first half of 2025 was 246 million yuan, a decrease of 7.97% year-on-year [1]. - Net profit attributable to shareholders reached 52.88 million yuan, an increase of 8.4% year-on-year [1]. - Gross margin improved to 70.03%, up 1.23% year-on-year, while net margin increased to 21.48%, up 20.78% year-on-year [1]. - Total operating expenses were 68.72 million yuan, accounting for 27.99% of revenue, a decrease of 1.71% year-on-year [1]. - Earnings per share rose to 0.26 yuan, an increase of 8.33% year-on-year [1]. Cash Flow and Asset Changes - Cash and cash equivalents decreased by 79.26% due to dividends and investment activities [3]. - Accounts receivable increased by 18.08%, attributed to the timing of project payments [3]. - Long-term equity investments decreased by 91.84% due to the transfer of a stake in a subsidiary [3]. Business Model and Market Position - The company is recognized as a leader in the new generation of domestic core trading systems, with significant market penetration [7]. - The system is the only one in the securities industry that has achieved comprehensive domestic substitution, with over 10 ongoing projects [7]. - The company’s products have been successfully implemented in several leading brokerage firms [8]. Industry Outlook - The financial technology sector is expected to have broad development prospects, indicating a positive outlook for the industry [10].

Core Viewpoint - The company, Top Software, is a leader in the new generation of domestic core trading systems, showcasing significant advantages in market expansion and technology innovation [1][3]. Company Overview - Top Software's core trading system is the only one in the securities industry that has achieved comprehensive domestic substitution, with over 10 ongoing system projects and five brokerages having removed Oracle databases [1]. - The company has been recognized in the Ministry of Industry and Information Technology's 2024 key recommended application cases, indicating its strong potential for rapid promotion and replication [1]. Financial Performance - For the first half of 2025, Top Software reported a main revenue of 246 million yuan, a year-on-year decrease of 7.97%, while the net profit attributable to shareholders was 52.88 million yuan, an increase of 8.4% [3]. - The second quarter of 2025 saw a single-quarter main revenue of 104 million yuan, down 19.83% year-on-year, and a net profit of 31.55 million yuan, down 3.13% year-on-year [3]. - The company maintains a gross profit margin of 70.03% and a debt ratio of 14.36% [3]. Market Outlook - The financial technology industry is viewed positively, with expectations of broad development opportunities in the future [3]. - The company utilizes its self-developed "LiveBOS" platform to provide information solutions focused on business process management (BPM) and "Internet+" applications across various financial sectors [3]. Analyst Ratings - In the last 90 days, five institutions have given buy ratings for the stock, with an average target price of 45.93 yuan [3]. Financing Data - In the past three months, the stock has seen a net inflow of 101 million yuan in financing, indicating an increase in financing balance, while the net inflow of short selling was 67,200 yuan [5].

Investment Rating - The report maintains a "Recommended" investment rating for the company, with a current stock price of 47.08 yuan [1]. Core Insights - The company reported a revenue of 246 million yuan for the first half of 2025, a decrease of 7.97% year-on-year, while achieving a net profit attributable to shareholders of 52.88 million yuan, an increase of 8.40% year-on-year [3][6]. - The company continues to lead in the core trading system for the "Xin Chuang" (信创) sector, with the A5 system being implemented in 11 official projects [6][7]. - The company has successfully developed and launched several advanced trading systems and platforms, enhancing its product offerings in the financial industry [7]. Financial Performance Summary - For the first half of 2025, the company achieved a gross margin of 70.03%, an increase of 0.85 percentage points compared to the same period last year [6]. - The company’s operating expenses ratio decreased by 1.54 percentage points to 56.84%, with specific reductions in management and R&D expenses [6]. - The forecast for net profit attributable to shareholders for 2025-2027 is 239 million yuan, 297 million yuan, and 373 million yuan, respectively, with corresponding EPS of 1.16 yuan, 1.45 yuan, and 1.81 yuan [7][11]. Market Position and Growth Potential - The company is positioned to benefit from the increasing demand for "Xin Chuang" and AI capabilities in financial institutions, with expectations for continued growth in its core products [7]. - The company has established a strong foothold in the securities IT sector, with a leading market share in core trading systems [7][11]. - The company’s investment in product development and market expansion, particularly in the Hong Kong market, is expected to further enhance its growth trajectory [7].

Group 1 - Vertex Software (603383.SH) reported its semi-annual results for 2025, with 28 institutional investors holding a total of 40.9712 million shares, representing 19.95% of the total share capital as of August 25, 2025 [1] - The top ten institutional investors collectively hold 19.48% of the shares, with an increase of 0.69 percentage points compared to the previous quarter [1] - Two new public funds disclosed their holdings in Vertex Software this period, while 25 public funds were no longer disclosed, indicating a shift in investor interest [1] Group 2 - The National Social Security Fund 110 Combination increased its holdings in Vertex Software by 0.93% compared to the previous period [2] - One new social security fund, the National Social Security Fund 502 Combination, disclosed its holdings in Vertex Software [2] - Foreign investment sentiment showed a decrease, with Hong Kong Central Clearing Limited reducing its holdings by 0.21% compared to the previous quarter [2]

Section 1: Important Notes - The semi-annual report summary is derived from the full semi-annual report, and investors are advised to read the complete report on the Shanghai Stock Exchange website for a comprehensive understanding of the company's operational results, financial status, and future development plans [1][1][1] - The company's board of directors, supervisory board, and senior management guarantee the authenticity, accuracy, and completeness of the semi-annual report, and there are no false records, misleading statements, or significant omissions [1][1][1] - All directors attended the board meeting [1] - The semi-annual report has not been audited [1] - There are no profit distribution plans or capital reserve transfer to share capital plans approved by the board during the reporting period [1] Section 2: Company Overview - Company profile and basic information are provided [2][2] - Key financial data is presented in RMB [2][2] - The top 10 shareholders' shareholding situation is detailed [2][2] - There are no applicable details regarding the total number of preferred shareholders or the top 10 preferred shareholders [2] - There are no changes in the controlling shareholder or actual controller [2] - There are no applicable details regarding the bonds in existence as of the report approval date [2] Section 3: Important Matters - The company is required to disclose significant changes in operational conditions during the reporting period and any matters that have had or are expected to have a significant impact on the company's operations [3]

Group 1 - The stock price of Vertex Software closed at 47.08 yuan on August 25, 2025, down 2.53% from the previous trading day [1] - The company reported a revenue of 246 million yuan for the first half of 2025, a year-on-year decrease of 7.97%, while the net profit attributable to shareholders was 52.88 million yuan, an increase of 8.4% [1] - Vertex Software's core trading system solution, developed in collaboration with Dongwu Securities, has been recognized as a key promotion case by the Ministry of Industry and Information Technology [1] Group 2 - The company operates in the software development industry, focusing on financial IT solutions, including securities trading systems and data elements [1] - The decline in revenue is attributed to cautious IT investments from financial industry clients, leading to extended project cycles [1] - Despite the revenue drop, the company achieved net profit growth through cost reduction and efficiency improvements [1] Group 3 - On August 25, the main capital outflow for Vertex Software was 25.22 million yuan, with a cumulative net outflow of 26.12 million yuan over the past five days [1]