Core Viewpoint - The legal opinion confirms that the 2024 Annual General Meeting of Hengwei Technology (Shanghai) Co., Ltd. was convened and conducted in compliance with relevant laws and regulations, ensuring the legitimacy of the meeting and its resolutions [1][2][9]. Group 1: Meeting Procedures - The board of directors decided to convene the annual general meeting on April 11, 2025, and the notice was issued on April 15, 2025, detailing the time, location, agenda, voting methods, and attendees [2][3]. - The meeting was held on May 9, 2025, at 14:00 in Shanghai, combining both on-site and online voting methods [3][4]. Group 2: Attendance and Voting - A total of 449 participants attended the meeting, holding 104,160,560 voting shares, which is 32.5289% of the total shares [4]. - The on-site attendees included 8 shareholders representing 97,254,814 shares (30.3723%), while 441 shareholders participated via online voting, holding 6,905,746 shares (2.1566%) [4]. - The meeting was chaired by the chairman, Shen Zhenyu, and included company directors, supervisors, and legal representatives [3][4]. Group 3: Voting Results - The resolutions passed included the 2024 Annual Report, with 103,988,563 votes in favor, representing 99.9610% of the votes cast [5][6]. - The 2024 Board of Directors' Work Report was approved with 103,983,863 votes in favor, accounting for 99.9580% [6]. - The 2024 Financial Settlement Report received 103,990,563 votes in favor, which is 99.9630% [6][7]. - The proposal for the 2024 Profit Distribution Plan was approved with 103,963,263 votes in favor, representing 99.9420% [7]. - The resolution to apply for a credit limit from banks was passed with 103,959,263 votes in favor, accounting for 99.9420% [7]. - The proposal for the reappointment of the accounting firm was approved with 103,976,263 votes in favor, representing 99.9420% [8]. - The resolution to authorize the board to handle stock issuance matters was passed with 103,945,163 votes in favor, accounting for 99.9420% [8][9]. - The election of a non-independent director was approved with 103,186,016 votes in favor, representing 99.0643% of the valid votes [9].

本次会议是否有否决议案：无 一、 会议召开和出席情况 证券代码：603496 证券简称：恒为科技 公告编号：2025-027 恒为科技（上海）股份有限公司 2024年年度股东大会决议公告 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： | 1、出席会议的股东和代理人人数 | 449 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 104,160,560 | | 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（%） | 32.5289 | (四) 表决方式是否符合《公司法》及《公司章程》的规定，股东会主持情况 等。 本次股东大会由公司董事会召集，副总经理、董事会秘书王翔先生主持，会 议采用现场投票和网络投票相结合的表决方式进行。会议的召集和召开程序、出 席会议人员的资格、会议的表决方式和程序均符合《公司法》及《公司章程》的 (一) 股东会召开的时间：2025 年 5 月 9 日 (二) 股东会召开的地点：公司会议室（上海市闵行区陈行路 238 ...

北京市天元律师事务所上海分所 关于恒为科技（上海）股份有限公司 2024 年年度股东大会的法律意见 京天股字（2025）第 168 号 致：恒为科技（上海）股份有限公司 恒为科技（上海）股份有限公司（以下简称"公司"）2024 年年度股东大会（以 下简称"本次股东大会"）采取现场投票与网络投票相结合的方式，现场会议于 2025 年 5 月 9 日在上海市闵行区陈行路 2388 号 8 号楼 6 楼公司会议室召开。北京市天 元律师事务所上海分所（以下简称"本所"）接受公司聘任，指派本所律师参加本 次股东大会现场会议，并根据《中华人民共和国公司法》、《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》"） 以及《恒为科技（上海）股份有限公司章程》（以下简称"《公司章程》"）等有关规 定，就本次股东大会的召集、召开程序、出席现场会议人员的资格、召集人资格、 会议表决程序及表决结果等事项出具本法律意见。 为出具本法律意见，本所律师审查了《恒为科技（上海）股份有限公司第四届 董事会第七次会议决议公告》、《恒为科技（上海）股份有限公司第四届监事会第七 次会议决议公告》、《 ...

Group 1 - The A-share market experienced an overall upward trend on May 8, with major indices showing more gains than losses, particularly in the communication, power equipment, banking, and media sectors [1] - The cloud computing 50 ETF (516630) saw a rise of over 1.5%, with notable gains from stocks such as Xinyiseng, Zhongji Xuchuang, Donghua Software, Boshi Software, and Hengwei Technology, with Xinyiseng surging over 14% in the afternoon [1] - Major overseas cloud vendors reported a total capital expenditure (Capex) of approximately $76.54 billion for Q1 2025, reflecting a year-on-year increase of 64.0%, indicating a recovery in Capex expectations [1] Group 2 - The cloud computing 50 ETF (516630) has a high AI computing power content, covering sectors such as optical modules & devices, computing leasing (IDC), data storage, servers, and liquid cooling [2] - The DeepSeek concept stocks constitute 42.9% of the cloud computing index (930851), highlighting the significant presence of AI-related stocks within the ETF [2] - The current management fee rate for the cloud computing 50 ETF is 0.15%, and the custody fee is 0.05%, resulting in a total fee rate of 0.2%, which is the lowest among similar products in the market [2]

Market Overview - The Shanghai Composite Index is at 3305.11 points, above the annual line, with an increase of 0.80% [1] - The total trading volume of A-shares is 646.819 billion yuan [1] Stocks Breaking Annual Line - A total of 233 A-shares have surpassed the annual line today [1] - Notable stocks with significant deviation rates include: - Jinkai Biological Science and Technology (10.11%) - Disen Power (9.84%) - Hanbo High-tech (8.84%) [1] Stock Performance Details - The top stocks with their respective performance metrics are as follows: - Jinkai Biological: Price increased by 10.32%, turnover rate 13.55%, latest price 33.02 yuan [1] - Disen Power: Price increased by 10.04%, turnover rate 1.77%, latest price 4.93 yuan [1] - Hanbo High-tech: Price increased by 9.42%, turnover rate 3.54%, latest price 15.33 yuan [1] - Other notable stocks include: - Jiashitang (9.97%, 3.57%, 13.13 yuan) - Sanmu Group (9.94%, 7.78%, 3.54 yuan) [1] Additional Stocks with Minor Deviations - Stocks with smaller deviation rates that have just crossed the annual line include: - Yongqing Environmental Protection - Dongjian Technology - Aishide [1]

Group 1: Investment Trends of Super Investors - Super investors in A-shares have shown a significant divergence in investment directions, with a focus on computing power and humanoid robots by individual investors, while billion-dollar private equity firms have concentrated on materials and resources sectors [1] - Notable individual investor Zhang Jianping has heavily increased his stake in computing power concepts, becoming a top shareholder in companies like Hangang Steel and Aofei Data, while also increasing his holdings in Cambrian [1] - Investor Ge Weidong has entered the top ten shareholders of Su Da Weige, holding 1.62 million shares valued at approximately 30 million yuan, indicating a strategic focus on micro-nano optical materials and communication industries [1] Group 2: Private Equity Movements - Over 20 billion-dollar private equity firms have appeared in the first quarter reports of listed companies, with firms like Gao Yi Asset and Xuan Yuan Private Equity being particularly active [3] - Gao Yi Asset has newly entered the top ten shareholders of companies such as Guoci Materials and China Aluminum, while increasing stakes in Longbai Group and Zijin Mining, and reducing holdings in Hikvision and Yangnong Chemical [3] - Xuan Yuan Private Equity has also made significant moves, entering the top ten shareholders of Huabao Co. and Stanley, while reducing positions in companies like Jidong Equipment [4] Group 3: Sector Focus and Company Highlights - The computing power and humanoid robot sectors are gaining traction among individual investors, with companies like Zhongjian Technology being highlighted as key players in the humanoid robot concept [1][2] - The materials and resources sectors are favored by private equity firms, with companies like Wolong Nuclear Materials receiving attention from multiple billion-dollar private equity products [4] - The first quarter has seen a notable increase in collaboration agreements between companies like Zhongding Co. and various robot enterprises, positioning Zhongding as a leader in the humanoid robot sector [2]

恒为科技（上海）股份有限公司（以下简称"公司"）全资子公司恒为未来 企业管理有限公司（以下简称"恒为未来"）持有3.6350%份额的投资基金中能智 慧（杭州）创业投资合伙企业（有限合伙）（以下简称"中能智慧"）拟变更执行 事务合伙人并撤销私募基金产品备案登记，同时拟变更企业名称、出资额、经营 范围及投资期限等基本信息。具体情况详见公司于2024年10月29日在上海证券交 易所网站（www.sse.com.cn）披露的《关于公司参与投资基金的进展公告》（公 告编号：2024-046）。因中能智慧实际经营需要，其出资额拟变更为6,600万元。 二、进展情况 近日，公司收到中能智慧执行事务合伙人中能泰信智慧（北京）资产管理有 限公司的通知，中能智慧已经完成变更并取得市场监督管理部门换发的《营业执 照》，相关登记信息如下： 1. 企业名称：中能智慧（杭州）企业管理合伙企业（有限合伙） 证券代码：603496 证券简称：恒为科技 公告编号：2025-026 恒为科技（上海）股份有限公司 关于公司参与投资基金的进展公告 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、 ...

2025 年 5 月 9 日 1 恒为科技 2024 年年度股东大会资料 恒为科技（上海）股份有限公司 2024 年年度股东大会资料 （股票代码：603496） | 2024 | 年年度股东大会会议议程 | 3 | | --- | --- | --- | | 议案一 关于 2024 | 年年度报告及摘要的议案 | 5 | | 议案二 关于 2024 | 年度董事会工作报告的议案 | 6 | | 议案三 关于 2024 | 年度监事会工作报告的议案 | 7 | | 议案四 关于 2024 | 年度财务决算报告的议案 | 8 | | | 议案 | 9 | | 议案六 | 关于向银行申请授信额度的议案 | 11 | | 议案七 | 关于公司及全资子公司使用部分自有资金进行现金管理的议案 12 | | | 议案八 | 关于续聘会计师事务所的议案 | 14 | | | | 18 | | 议案十 | 关于补选非独立董事的议案 | 23 | 恒为科技 2024 年年度股东大会资料 恒为科技（上海）股份有限公司 2024 年年度股东大会会议议程 一、股东大会召开时间： 采用上海证券交易所网络投票系统，通过交易系统投票平台进行 ...

Financial Data Summary - The company has not audited its first quarter financial statements for 2025 [1] - The financial report includes major accounting data and financial indicators, but specific figures are not provided in the text [2] - Non-recurring gains and losses are applicable, but details on amounts are not specified [1][2] Shareholder Information - Information regarding the total number of common shareholders and the top ten shareholders' holdings is mentioned, but specific data is not provided [2] Other Important Information - There are no additional reminders or important information regarding the company's operational situation during the reporting period [3]

Financial Performance - The company's operating revenue for Q1 2025 was ¥124,844,542.72, representing a decrease of 51.89% compared to the same period last year[4] - The net profit attributable to shareholders was -¥7,898,536.11, a decline of 119.56% year-on-year[4] - The net profit after deducting non-recurring gains and losses was -¥7,919,262.66, down 121.78% from the previous year[4] - The basic earnings per share were -¥0.0247, a decrease of 119.59% compared to ¥0.1261 in the same period last year[4] - Net profit for Q1 2025 was a loss of ¥8,361,573.75, compared to a profit of ¥40,634,224.53 in Q1 2024[18] - Operating profit for Q1 2025 was a loss of ¥7,830,419.88, compared to a profit of ¥42,635,029.90 in Q1 2024[18] - The total comprehensive income for the current period was -¥8,445,685.99, compared to ¥40,706,730.65 in the same period last year[19] Cash Flow - The net cash flow from operating activities was ¥34,347,143.55, down 49.96% year-on-year[4] - The net cash flow from operating activities for Q1 2025 was ¥34,347,143.55, a decrease of 50.1% compared to ¥68,642,994.13 in Q1 2024[20] - Total cash inflow from operating activities was ¥251,446,369.83, down 62.3% from ¥665,070,133.37 in the previous year[21] - The company incurred a net cash outflow from investing activities of ¥21,657,994.90, an improvement from a net outflow of ¥51,997,696.63 in the previous year[21] - Cash inflow from financing activities was ¥50,000,000.00, compared to ¥69,900,000.00 in Q1 2024, reflecting a decrease of 28.5%[22] - The company paid ¥71,121,723.00 in debt repayments during the quarter, an increase from ¥67,971,723.00 in the previous year[22] Assets and Liabilities - The total assets at the end of the reporting period were ¥1,936,824,556.61, a decrease of 3.46% from the end of the previous year[5] - Total assets decreased to ¥1,936,824,556.61 as of March 31, 2025, from ¥2,006,250,347.78 as of December 31, 2024[13] - Total liabilities decreased to ¥585,424,514.75 as of March 31, 2025, from ¥646,404,619.93 as of December 31, 2024[14] - The company's cash and cash equivalents as of March 31, 2025, were ¥308,464,792.52, slightly down from ¥308,969,115.19 as of December 31, 2024[12] - The total cash and cash equivalents at the end of Q1 2025 were ¥277,831,647.88, down from ¥456,998,704.66 at the end of Q1 2024[22] Shareholder Information - The equity attributable to shareholders was ¥1,352,665,886.71, down 0.59% from the previous year[5] - The total number of ordinary shareholders at the end of the reporting period was 86,669[9] - Basic and diluted earnings per share were both -¥0.0247, compared to ¥0.1261 in the previous year[19] Government Support and Tax - The company received government subsidies amounting to ¥126,447.75 during the reporting period[6] - The company received tax refunds amounting to ¥7,875,417.19, an increase from ¥5,117,643.84 in the previous year[21] Inventory and Receivables - The company's inventory increased to ¥459,661,878.24 as of March 31, 2025, compared to ¥436,163,979.09 as of December 31, 2024[12] - Long-term receivables decreased to ¥25,451,607.19 as of March 31, 2025, from ¥40,005,224.83 as of December 31, 2024[12] - The company reported a credit impairment loss of ¥-1,581,245.26 in Q1 2025, compared to a gain of ¥4,474,284.46 in Q1 2024[18]