Core Viewpoint - The company has adjusted the amount of funds to be invested in its fundraising projects based on the actual net amount raised and the needs of the projects, ensuring compliance with regulatory requirements and maintaining shareholder interests [1][6][7]. Fundraising Basic Information - The company issued 25,000,000 shares at a price of RMB 19.88 per share, raising a total of RMB 497 million, with issuance costs deducted [2][4]. - The raised funds are managed in a special account approved by the board, with a regulatory agreement in place [2]. Fundraising Project Details and Adjustment - The initial planned investment in fundraising projects was RMB 48,608.58 million, but the adjusted amount is RMB 44,416.44 million due to the actual net amount raised being lower than expected [4][6]. - The company will cover the shortfall through self-raised funds without changing the intended use of the raised funds [4][6]. Impact of the Adjustment - The adjustment is based on the actual fundraising situation and future development plans, ensuring no substantial impact on the normal use of the raised funds and no harm to shareholder interests [4][6][7]. - The adjustment aligns with regulatory requirements and aims to enhance fund utilization efficiency and resource allocation [4][6][7]. Review Procedures - The adjustment was approved in meetings of the board and supervisory committee, falling within the board's authority and not requiring shareholder meeting approval [6][7]. - Both the supervisory committee and the sponsor provided positive opinions on the adjustment, confirming compliance with relevant regulations [6][7].

Summary of Key Points Core Viewpoint - The company intends to utilize part of its idle raised funds and self-owned funds for cash management, aiming to enhance fund efficiency and ensure the preservation and appreciation of cash for the benefit of all shareholders [1][5][7]. Fundraising Basic Situation - The company has received approval from the China Securities Regulatory Commission for its initial public offering, raising a total of RMB 497 million by issuing 25 million shares at RMB 19.88 each [2][3]. Investment Project Situation - The raised funds will be fully allocated to investment projects, with a total investment amount of RMB 48.61 million for the production expansion of electric tools and smart components [3][4]. Cash Management Details - **Purpose**: The cash management will involve low-risk, high-liquidity financial products with a maximum investment period of 12 months, including structured deposits and large certificates of deposit [4][5]. - **Management Limits**: The maximum daily balance for idle raised funds is set at RMB 350 million, while for idle self-owned funds, it is RMB 200 million, both of which can be rolled over [4][6]. - **Approval Process**: The board and supervisory committee have approved the cash management proposal, which will be submitted for shareholder approval [6][7]. Impact on the Company - The cash management initiative is designed to ensure that it does not affect the normal operation of fundraising investment projects, thereby enhancing fund efficiency and safeguarding shareholder interests [5][6][7]. Supervisory and Sponsor Opinions - The supervisory committee and sponsor have expressed that the cash management plan is compliant with regulations and will not harm the interests of the company or its shareholders [7].

Capital Change and Company Type - The registered capital of Suzhou Huazhi Jie Electric Co., Ltd. has been changed from RMB 75 million to RMB 100 million, following the approval for the public offering of 25 million A-shares [3][2][1] - The company type has been updated from "Foreign Investment Limited Company (Unlisted)" to "Foreign Investment Limited Company (Listed)" as of June 20, 2025 [3][1] Business Scope Expansion - The company has expanded its business scope to include manufacturing and sales of various products such as wires, cables, lighting fixtures, industrial control systems, batteries, integrated circuits, automotive parts, and environmental protection equipment [3][4][1] - The new business scope also includes software development, charging pile sales, and intelligent control system integration [3][4] Cancellation of Supervisory Board - The company will no longer have a supervisory board, with its functions being transferred to the audit committee of the board of directors, in accordance with the latest regulations of the Company Law [4][1] - The existing supervisory board will continue to perform its duties until the shareholders' meeting approves the cancellation [4][1] Amendments to Articles of Association - The company has made systematic amendments to its Articles of Association to comply with the latest legal requirements and to better protect the rights of shareholders, employees, and creditors [4][5][1] - The amendments include changes to governance structures and internal management systems, which have been disclosed on the Shanghai Stock Exchange website [5][1] Authorization for Management - The board of directors has requested the shareholders' meeting to authorize management to handle the necessary registration changes and amendments to the Articles of Association as required by regulatory authorities [5][1]

Core Points - The document outlines the information disclosure management system of Suzhou Huazhi Jie Telecommunications Co., Ltd, emphasizing the importance of timely, accurate, and complete information disclosure to protect investors' rights [1][2][3] Group 1: General Principles - Information disclosure must be truthful, accurate, complete, and easy to understand, avoiding misleading statements or significant omissions [2][3] - The company and its management are responsible for ensuring the authenticity and timeliness of disclosed information [2][3] Group 2: Disclosure Requirements - The types of disclosure documents include periodic reports, temporary reports, prospectuses, and acquisition reports [7][8] - Mandatory disclosures must be published on the stock exchange's website and in media that meet regulatory requirements [8] Group 3: Periodic Reports - Annual reports must be completed within four months after the fiscal year-end, while interim reports are due within two months after the first half of the fiscal year [12] - The annual report should include key financial data, stock and bond issuance details, and significant events affecting the company [13] Group 4: Temporary Reports - The company must disclose significant events that could impact stock prices immediately, detailing the event's cause, current status, and potential effects [20] - Major events include large compensation liabilities, significant asset impairment, and changes in major shareholders [20][21] Group 5: Responsibilities of Management - The board of directors and senior management must ensure that periodic reports are prepared and disclosed within the stipulated timeframes [28][29] - The board secretary is responsible for organizing and coordinating information disclosure activities [33] Group 6: Confidentiality and Compliance - Company personnel must maintain strict confidentiality regarding undisclosed information and avoid insider trading [59][64] - Any errors or misleading information in previously disclosed documents must be corrected promptly [42]

Core Points - The article outlines the insider information management system of Suzhou Huazhi Jie Telecommunications Co., Ltd, emphasizing the importance of confidentiality and compliance with relevant laws and regulations [1][2][10] Group 1: Insider Information Management - The board of directors is responsible for managing insider information, ensuring the accuracy and completeness of insider information registries, with the chairman as the primary responsible person [1][2] - The company secretary is tasked with overseeing the confidentiality of insider information and maintaining the registry of insider information personnel [1][2] - Insider information is defined as non-public information that significantly impacts the company's operations, finances, or securities prices [2][3] Group 2: Scope of Insider Information - Insider information includes major changes in business policies, significant investments, important contracts, major debts, and significant losses [2][3][4] - The scope also covers changes in shareholder structure, major lawsuits, and any criminal investigations involving the company or its executives [3][4] Group 3: Responsibilities of Insider Information Personnel - Individuals with access to insider information must maintain confidentiality and are prohibited from insider trading or leaking information [4][5] - The company must keep a detailed record of all individuals who have access to insider information, including their roles and the specifics of the information they received [6][8] Group 4: Compliance and Accountability - The company is required to document the process of significant events that may affect stock prices, including the timeline and involved personnel [7][8] - Violations of the insider information management system can lead to disciplinary actions, including fines and potential criminal charges [9][10]

Core Points - The internal audit system of Suzhou Huazhi Jie Telecommunications Co., Ltd. aims to standardize internal audit work, enhance quality, and protect investors' rights [1][2] - Internal audit is defined as an evaluation activity conducted by internal personnel to assess the effectiveness of internal controls, risk management, and the authenticity and completeness of financial information [1] - The company is required to establish a robust internal audit system in accordance with national laws and regulations, tailored to its industry characteristics [1][2] General Provisions - The board of directors is responsible for ensuring the accuracy and completeness of internal control-related information disclosures [2] - An audit committee is established under the board to oversee the internal audit department, which is responsible for monitoring business activities, risk management, and financial information [2][3] - The audit department must maintain independence and not be under the leadership of the finance department [2][3] Responsibilities and Overall Requirements - The audit committee has several key responsibilities, including guiding the establishment of the internal audit system, reviewing annual audit plans, and reporting significant issues to the board [2][3] - The audit department is tasked with evaluating the integrity and effectiveness of internal controls across the company and its subsidiaries [3][4] Specific Implementation - The audit department must conduct audits covering all business activities related to financial reporting and information disclosure, including sales, procurement, inventory management, and more [5] - Audit evidence must be sufficient, relevant, and reliable, with clear documentation maintained [5][6] - The audit department is required to submit an internal control evaluation report to the audit committee at least once a year [6][7] Information Disclosure - The board or audit committee must evaluate the internal control system based on audit reports and disclose the internal control evaluation report alongside the annual report [7][8] - If an external auditor issues a non-standard report regarding internal control effectiveness, the board must provide a special explanation detailing the issue and its impact [7][8] Supervision and Management - The effectiveness of the internal control system is a key performance indicator for all departments and subsidiaries [8] - A responsibility accountability mechanism is established to address violations of the internal control system [8]

Core Points - The document outlines the behavior norms for the controlling shareholders and actual controllers of Suzhou Huazhi Jie Telecommunications Co., Ltd, emphasizing the protection of the company's and other shareholders' legal rights [1][2][3] Group 1: Responsibilities of Controlling Shareholders - Controlling shareholders and actual controllers must comply with laws, regulations, and the company's articles of association, ensuring the company's and shareholders' interests are upheld [1][2] - They are prohibited from misusing their control to harm the company or other shareholders' rights and must fulfill their public commitments [2][3] - They must not engage in insider trading, short-term trading, or market manipulation [2][3] Group 2: Information Disclosure Obligations - Controlling shareholders and actual controllers are required to disclose information truthfully, accurately, and timely, avoiding any misleading statements or omissions [4][5] - They must cooperate with the company's information disclosure processes and respond promptly to inquiries [4][5] - Any significant changes in their shareholding or legal status must be reported to the company immediately [4][5] Group 3: Related Party Transactions - Related party transactions must adhere to principles of equality, voluntariness, and fairness, with written agreements in place [2][3] - They are not allowed to engage in unfair related party transactions that could harm the company or minority shareholders [2][3] Group 4: Control and Share Transfer - Controlling shareholders must maintain control stability and ensure fair and reasonable transactions if transferring control [8][9] - They must conduct due diligence on potential transferees and ensure compliance with all obligations before any transfer [8][9] Group 5: Compliance and Enforcement - The document mandates that controlling shareholders take effective measures to ensure their commitments are fulfilled and provide guarantees for high-risk commitments [9][10] - In cases where there are no controlling shareholders, the largest shareholder must comply with the same norms [10]

Core Viewpoint - The document outlines the external guarantee management measures of Suzhou Huazhi Jie Telecommunications Co., Ltd., aiming to strengthen the management of external guarantees, standardize guarantee behavior, control and reduce guarantee risks, and ensure asset safety [1]. Group 1: General Principles - The external guarantee refers to the company providing guarantees, asset pledges, and other forms of guarantees for other units or individuals, including guarantees for controlling subsidiaries [1][2]. - The company must adhere to principles of equality, voluntariness, fairness, integrity, and mutual benefit when providing guarantees [1][2]. Group 2: Approval Procedures - External guarantees are subject to unified management, requiring board or shareholder approval before any contracts can be signed [2][3]. - The highest authority for external guarantees is the shareholder meeting, and controlling shareholders or related parties cannot force the company to provide guarantees [2][3]. Group 3: Specific Approval Requirements - Guarantees exceeding 50% of the latest audited net assets or 30% of total assets require shareholder approval [3][4]. - Guarantees for shareholders or related parties must be approved by other shareholders, excluding the related party from voting [4]. Group 4: Daily Management and Risk Control - The finance department is responsible for credit investigations, handling guarantee procedures, and monitoring the financial status of the guaranteed parties [8][26]. - The company must continuously monitor the financial condition and debt repayment ability of the guaranteed parties and take necessary measures if issues arise [26]. Group 5: Information Disclosure - The company must fulfill information disclosure obligations according to relevant laws and regulations, including timely disclosures of guarantees that meet disclosure standards [28][30]. - Any violations of guarantee procedures must be disclosed, and corrective measures should be taken to minimize losses [31]. Group 6: Legal Responsibilities - If relevant personnel fail to follow procedures and cause losses, the company will hold them accountable and may impose penalties [32]. - The board must take protective measures to recover losses from debts formed by controlling shareholders or related parties [33].

中信建投证券股份有限公司 关于苏州华之杰电讯股份有限公司 使用部分闲置募集资金及自有资金 进行现金管理的核查意见 中信建投证券股份有限公司（以下简称"中信建投"、"保荐人"）作为苏州 华之杰电讯股份有限公司（简称"华之杰"、"公司"）首次公开发行股票并在主 板上市的保荐人，根据《证券发行上市保荐业务管理办法》《上市公司募集资金 监管规则》《上海证券交易所股票上市规则》《上海证券交易所上市公司自律监管 指引第 1 号——规范运作》等有关法律法规和规范性文件的规定，对华之杰使用 部分闲置募集资金及自有资金进行现金管理的事项进行了审慎核查，具体情况如 下： 一、募集资金基本情况 中国证券监督管理委员会于 2025 年 4 月 9 日出具《关于同意苏州华之杰电 讯股份有限公司首次公开发行股票注册的批复》（证监许可〔2025〕761 号），同 意公司向社会公众发行股票的注册申请。公司已向社会公众发行人民币普通股 （A 股）25,000,000 股，每股发行价格人民币 19.88 元，募集资金总额人民币 497,000,000.00 元，减除发行费用人民币 52,835,642.25 元（不含增值税）后，募 集资金净额为 ...

调整募集资金投资项目拟投入募集资金金额的核查意见 中信建投证券股份有限公司（以下简称"中信建投"、"保荐人"）作为苏州 华之杰电讯股份有限公司（简称"华之杰"、"公司"）首次公开发行股票并在主 板上市的保荐人，根据《证券发行上市保荐业务管理办法》《上市公司募集资金 监管规则》《上海证券交易所股票上市规则》《上海证券交易所上市公司自律监管 指引第 1 号——规范运作》等有关法律法规和规范性文件的规定，对华之杰调整 募集资金投资项目拟投入募集资金金额的事项进行了审慎核查，具体情况如下： 一、募集资金基本情况 中信建投证券股份有限公司 关于苏州华之杰电讯股份有限公司 根据公司在《苏州华之杰电讯股份有限公司首次公开发行股票并在主板上市 招股说明书》中披露的募集资金用途，公司募集资金投资项目拟投入募集资金 48,608.58 万元，公司实际募集资金扣除发行费用后的净额全部用于募集资金投 1 资项目。如公司首次公开发行新股实际募集资金净额不能满足拟投资项目所需的 资金需求，不足部分可由董事会根据拟投资项目实际情况对拟投入募集资金金额 进行调整，或者由公司通过自筹资金方式解决。 根据天健会计师事务所（特殊普通合伙）出具的《 ...