Core Viewpoint - The document outlines the insider information management system of Ningbo Keli Sensor Technology Co., Ltd, emphasizing the importance of confidentiality and compliance with relevant laws and regulations regarding insider information disclosure. Group 1: Insider Information Management - The company aims to standardize insider information management and enhance confidentiality to maintain fair information disclosure principles [1] - The board of directors is designated as the management body for insider information, with the chairman as the primary responsible person [1] - The board secretary is responsible for supervising, managing, registering, disclosing, and filing insider information [1] Group 2: Definition and Scope of Insider Information - Insider information refers to unpublicized information that significantly impacts the company's operations, finances, or market price of its securities [1] - Examples of insider information include major changes in business policies, significant asset transactions exceeding 30% of total assets, and major losses or debts [1][2] Group 3: Insider Information Recipients - Insider information recipients include company directors, senior management, shareholders holding over 5% of shares, and related parties who can access insider information due to their roles [2][3] Group 4: Registration and Management of Insider Information Recipients - The company must maintain a record of insider information recipients, including details about the timing, location, and nature of the information accessed [4][5] - Relevant parties involved in significant transactions must also complete insider information recipient records [4] Group 5: Confidentiality and Penalties - The company must ensure that confidentiality agreements are signed before disclosing insider information to major stakeholders [6][7] - Violations of the insider information management system can lead to disciplinary actions, including warnings, demotions, or legal consequences [8][9] Group 6: Compliance and Reporting - The company is required to report insider information recipient records and significant event progress memos to the Shanghai Stock Exchange within five trading days after public disclosure [6][10] - The company must ensure that any changes to significant matters are promptly reported to maintain compliance with regulatory requirements [6]

Core Viewpoint - The company has established a public opinion management system to enhance its ability to respond to various public opinions, protect investor rights, and mitigate impacts on its stock and business reputation [2][3]. Group 1: General Principles - The public opinion management system aims to address negative or false media reports, rumors, and information that could affect investor decisions and stock price fluctuations [2]. - Public opinion is categorized into major public opinion, which significantly impacts the company's public image and operations, and general public opinion, which encompasses all other types [2][3]. Group 2: Organizational Structure and Responsibilities - The company has formed a public opinion management working group led by the chairman, with responsibilities including decision-making on public opinion handling and coordinating external communications [3][4]. - The board office is tasked with collecting and managing public opinion information, analyzing its impact, and reporting to the working group [4][5]. Group 3: Response and Handling of Public Opinion - The company emphasizes rapid response, coordinated communication, and proactive engagement in managing public opinion crises [5][6]. - A structured reporting process is in place for departments to report public opinion information, ensuring timely and accurate communication [6][7]. Group 4: Accountability and Confidentiality - The company holds personnel accountable for failing to follow public opinion management procedures, with potential disciplinary actions for causing losses [7][8]. - Confidentiality obligations are imposed on employees and consultants regarding undisclosed significant information, with penalties for breaches that harm the company [7][8].

Core Points - The document outlines the management system for subsidiaries of Ningbo Keli Sensor Technology Co., Ltd, aiming to standardize operations, enhance resource allocation, and improve the operational enthusiasm and creativity of subsidiaries [1][2][3] Group 1: General Principles - The management system applies to wholly-owned subsidiaries, holding subsidiaries, and other companies controlled directly or indirectly by the parent company [1] - The parent company and subsidiaries maintain an equal legal relationship, with the parent company holding rights based on its shareholding [1] - Subsidiaries enjoy legal property rights and are responsible for their own profits and losses [1] Group 2: Governance Structure - Subsidiaries must establish a sound governance structure and internal management systems in accordance with relevant laws and regulations [2] - The parent company exercises shareholder rights through the subsidiary's shareholders' meeting and appoints directors and supervisors [2][3] - Directors and senior management of subsidiaries have specific responsibilities, including compliance with laws and reporting to the parent company [2][3] Group 3: Personnel and Assessment Management - The parent company assesses the performance of subsidiary leaders based on asset scale and economic benefits [5] - Subsidiaries must submit annual performance reports to the parent company [5] - Personnel management systems must be established and reported to the parent company [5] Group 4: Financial Management - Subsidiaries must obtain approval for annual budgets and business plans from the parent company [6] - A unified accounting system is to be implemented, with monthly and quarterly financial reports submitted to the parent company [6][7] - Subsidiaries are prohibited from concealing income and profits [7] Group 5: Operational Decision Management - Subsidiaries' operational plans must align with the parent company's overall strategy [8] - Major transactions require prior reporting to the parent company and must be approved before implementation [8][9] Group 6: Guarantee and Investment Management - Subsidiaries cannot provide external guarantees without the parent company's approval [9] - Investment decisions must follow a structured process, including feasibility studies and project evaluations [9] Group 7: Information Disclosure Management - Subsidiaries must adhere to the parent company's information disclosure policies and ensure timely reporting of information [10][11] Group 8: Audit Supervision - Subsidiaries are subject to regular audits by the parent company and must cooperate fully [11] - Audit content includes economic efficiency, major contracts, and responsibility audits [11] Group 9: Miscellaneous - The management system is subject to national laws and regulations, and the board of directors holds the interpretation rights [12]

Core Viewpoint - The article outlines the external guarantee management system of Ningbo Keli Sensor Technology Co., Ltd, aiming to standardize guarantee behaviors, protect investors' rights, and ensure financial safety for the company [2][3]. Summary by Sections General Principles - The system is established to regulate the company's external guarantee activities, ensuring compliance with relevant laws and protecting investor interests [2]. - The term "subsidiary" refers to companies under the actual control of Ningbo Keli [2]. - Guarantees include various forms such as loan guarantees and commercial acceptance bills [2]. - Any guarantee must be approved by the board of directors or shareholders' meeting [2]. Approval and Disclosure of Guarantees - Applications for guarantees must be submitted to the finance department, which will review and forward them for approval [8]. - Guarantees require written resolutions from the board or shareholders [9]. - The board must document voting results, especially for related party guarantees [4][5]. Contract Review and Establishment - Guarantees must be formalized through contracts that comply with legal standards [14][15]. - The signatory must have the board's approval and cannot exceed authorized amounts [16][17]. Risk Management - The finance department is responsible for reviewing applications, managing guarantee processes, and monitoring the financial status of the guaranteed parties [22][23]. - If a guaranteed party fails to meet obligations, the company must initiate recovery procedures [29][30]. Responsibilities of Related Personnel - Directors and relevant personnel are accountable for unauthorized guarantees that cause company losses [42][43]. - Violations of laws or internal regulations may lead to penalties or disciplinary actions [44]. Miscellaneous - The system takes effect upon approval by the shareholders' meeting and will be updated in accordance with new laws or regulations [45][46]. - The board of directors is responsible for interpreting the system [47].

宁波柯力传感科技股份有限公司 信息披露管理制度 第一章 总则 第一条 为规范宁波柯力传感科技股份有限公司（以下简称"公司"或"本 公司"）及相关信息披露义务人的信息披露行为，加强信息披露事务管理，切实保 护公司、股东、债权人及其他利益相关人员的合法权益，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》"）《上市公司信息披 露管理办法》《上海证券交易所股票上市规则》（以下简称"《上市规则》"）以及 《公司章程》的有关规定，特制定本管理制度。 第二条 本制度所称"信息"是指所有对公司证券及其衍生品种交易价格已 经或可能产生重大影响或影响投资者作出价值判断和投资决策的信息以及证券监 管部门要求披露的信息；本制度中的"披露"是指在规定的时间内、通过指定的 媒体、以规定的方式向社会公众公布；"及时"是指起算日起或者触及披露时点 的两个交易日内。 第三条 本制度所称"信息披露义务人"，是指公司及公司董事、高级管理人 员、股东、实际控制人，收购人，重大资产重组、再融资、重大交易有关各方等 自然人、单位及其相关人员，破产管理人及其成员，以及法律、行政法规和中国 证券监督管理委员会（以下简称"中国证 ...

Core Viewpoint - The company aims to establish a scientific, sustainable, and stable profit distribution mechanism to enhance transparency and protect the rights of minority investors while ensuring long-term development [1]. Profit Distribution Management - The company will strengthen the awareness of shareholder returns and make independent decisions regarding profit distribution in accordance with relevant laws and regulations [1][3]. - The profit distribution policy will prioritize reasonable returns for investors, especially minority shareholders, and will be based on a structured decision-making process [3][4]. Profit Distribution Order - The distribution of after-tax profits will follow a specific order, including the allocation to statutory reserves and addressing any previous losses before distributing profits to shareholders [3][4]. - The company will not distribute profits from shares it holds [3]. Profit Distribution Policy - The company will implement a profit distribution policy that emphasizes equal benefits for shareholders based on their shareholdings, with a focus on stable and continuous returns [5][6]. - Cash dividends will be prioritized, with a minimum of 10% of distributable profits allocated for cash distribution if no major investment plans or cash expenditures are anticipated [6][10]. Specific Distribution Plans - The board will develop or revise profit distribution plans every three years based on future profit and cash flow forecasts, allowing for adjustments in the distribution ratio as necessary [10][11]. - Any changes to the profit distribution policy must be approved by both the board and the shareholders, ensuring transparency and communication with minority shareholders [10][11]. Supervision and Execution - The audit committee will oversee the execution of the profit distribution policy and ensure compliance with decision-making procedures [12][13]. - The company must disclose the profit distribution plan and its execution status in regular reports, ensuring clarity and adherence to established policies [13][14].

证券代码：603662 证券简称：柯力传感 公告编号：2025-031 在全面了解和审核 2025 年半年度报告及摘要后，公司监事会认为： 公司 2025 年半年度报告的编制和审议程序符合法律、法规、公司章程和公 司内部管理制度的各项规定；公司 2025 年半年度报告的内容和格式符合中国证 监会和上海证券交易所的有关规定，所包含的信息能够从各方面真实地反映出公 司 2025 年上半年经营成果和财务状况；公司 2025 年半年度报告所披露的信息真 实、准确、完整，不存在虚假记载、误导性陈述或重大遗漏；在作出本决议之前， 未发现参与半年度报告编制和审议的人员存在违反保密规定的行为。 宁波柯力传感科技股份有限公司（以下简称"公司"）第五届监事会第八次会 议（以下简称"本次会议"）于 2025 年 8 月 27 日在公司会议室以现场表决方式召 开。本次会议的会议通知以及会议资料已于 2025 年 8 月 23 日通过电子邮件向全 体监事发出，全体监事均已收到前述会议通知以及会议资料。本次会议应到监事 召开符合有关法律、行政法规、部门规章、规范性文件和《公司章程》的规定， 会议及形成的决议合法有效。 一、审议并通过《2 ...

第五届董事会第十一次会议决议公告 宁波柯力传感科技股份有限公司（以下简称"公司"）第五届董事会第十 一次会议（以下简称"本次会议"）于2025年8月27日在公司会议室以现场结合 通讯的表决方式召开。本次会议的会议通知以及会议资料已于2025年8月23日向 全体董事发出。本次会议应到董事9名，实到董事9名，会议由董事长柯建东先 生主持，公司监事和高级管理人员列席会议。本次会议的召开符合有关法律、 行政法规、部门规章、规范性文件和《公司章程》的规定，会议及形成的决议 合法有效。 一、审议并通过《关于2025年半年度报告及摘要的议案》 表决情况：同意9票，反对0票，弃权0票。 证券代码：603662 证券简称：柯力传感 公告编号：2025-030 宁波柯力传感科技股份有限公司 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。 三、审议并通过《关于变更注册资本、取消监事会、修订 <公司章程> 及其 附件、制定及修订公司部分治理制度的议案》 表决情况：同意9票，反对0票，弃权0票。 具体内容详见同日公司在上海证券交易所网站（www.sse ...

Meeting Information - The first extraordinary general meeting of shareholders for 2025 will be held on September 18, 2025, at 13:30 [1] - The meeting will take place at the 20th floor of the company's office located at 199 Changxing Road, Jiangbei District, Ningbo [1] - Voting will be conducted through a combination of on-site and online methods using the Shanghai Stock Exchange's network voting system [1] Voting Procedures - Shareholders can vote via the Shanghai Stock Exchange's network voting system from 9:15 to 15:00 on the day of the meeting [1][2] - Specific voting times include trading hours: 9:15-9:25, 9:30-11:30, and 13:00-15:00 [1] - Shareholders holding multiple accounts can aggregate their voting rights across all accounts for the same category of shares [3][4] Agenda Items - The meeting will review a proposal to change the registered capital, abolish the supervisory board, and amend the company's articles of association [2] - The proposal has already been approved by the company's board and supervisory board in previous meetings [2] Attendance and Registration - Shareholders registered by the close of trading on September 12, 2025, are eligible to attend the meeting [6] - Registration for attendance will occur on September 16, 2025, with specific documentation required for both shareholders and their proxies [6][7] Additional Services - The company will utilize a reminder service to notify shareholders about the meeting and voting procedures via SMS [5] - Shareholders are encouraged to complete their voting for all agenda items before submission [5]

Investment Rating - The investment rating for the company is maintained as "Buy" with a target price of RMB 95.04 [1][5]. Core Insights - The company reported significant revenue growth in H1 2025, with revenue reaching RMB 685 million, a year-on-year increase of 23.40%, and a net profit of RMB 173 million, up 47.93% year-on-year. The growth is attributed to fair value gains and the rapid development of emerging applications in the robotics sector [1][2]. - The company is actively expanding its sensor offerings, focusing on high-value-added components for humanoid robots, which presents substantial growth potential [1][2]. - The gross margin for H1 2025 was 44.04%, an increase of 0.61 percentage points year-on-year, while the net profit margin rose to 28.48%, up 4.93 percentage points year-on-year, primarily due to fair value changes [3]. Summary by Sections Financial Performance - In H1 2025, the company achieved a revenue of RMB 685 million, a 23.40% increase year-on-year, and a net profit of RMB 173 million, reflecting a 47.93% growth. The second quarter revenue was RMB 370 million, up 20.41% year-on-year, with a net profit of RMB 97 million, a 31.66% increase [1][2]. - The company’s gross margin was 44.04%, and the net profit margin was 28.48%, indicating strong profitability [3]. Research and Development - The company has invested in nearly twenty types of sensors, including tactile and force sensors, under its "sensor forest" strategy, enhancing its competitive edge in high-end sensor technology [2][4]. - The company is focusing on the humanoid robot industry chain, investing in key components and advancing the development of MEMS-based six-dimensional force/torque sensors [4]. Profitability Forecast - The company’s net profit forecasts for 2025-2027 are RMB 332 million, RMB 370 million, and RMB 432 million, respectively. The target price for 2026 is set at a PE ratio of 72x, reflecting the high market interest in the sensor industry [5][11].