关于交控科技股份有限公司 2025 年第二次临时股东大会的 法律意见书 北京德恒律师事务所 北京市西城区金融街 19 号富凯大厦 B 座 12 层 电话:010-52682888 传真:010-52682999 邮编:100033 北京德恒律师事务所 关于交控科技股份有限公司 2025 年第二次临时股东大会的法律意见书 北京德恒律师事务所 关于交控科技股份有限公司 2025 年第二次临时股东大会的 法律意见书 德恒 01G20250429-2 号 致：交控科技股份有限公司 受交控科技股份有限公司（以下简称公司）之委托，北京德恒律师事务所（以 下简称本所）指派律师出席了公司 2025 年第二次临时股东大会（以下简称本次 会议），对本次会议的合法性进行见证并出具本《法律意见书》。 为出具本《法律意见书》，本所律师审查了公司提供的《交控科技股份有限 公司章程》（以下简称《公司章程》）、《交控科技股份有限公司股东大会议事 规则》（以下简称《股东大会议事规则》）、公司董事会为召开本次会议所作出 的决议及公告文件、本次会议的会议文件、出席会议股东及股东代表的登记证明 等必要的文件和资料。 本所律师得到如下保证：公司已提供 ...

Core Viewpoint - The rail transit equipment sector experienced a slight decline of 0.07% on November 10, with Tianyi New Materials leading the losses, while the Shanghai Composite Index rose by 0.53% and the Shenzhen Component Index increased by 0.18% [1] Summary by Category Market Performance - The rail transit equipment sector's performance was mixed, with individual stocks showing varied results in terms of price changes and trading volumes [1] - The closing prices and percentage changes of key stocks in the sector were as follows: - Gongda Gaoke: 23.77, +5.88% - China Communication Signal: 5.50, +2.23% - Xianghe Industry: 12.49, +1.71% - Zhonghe Technology: 8.23, +1.48% - Tieke Railway: 22.76, +1.47% - Shenzhou High-speed Railway: 3.00, +1.35% - Jiuzhou Yitui: 15.44, +1.11% - Yonggui Electric: 18.38, +1.10% - Changqing Technology: 20.22, +0.50% - Jiaokong Technology: 24.11, +0.42% [1] Stock Declines - Tianzhi New Materials saw the largest decline at -13.63%, followed by other notable declines: - Leirwei: -3.39% - Kanni Electromechanical: -2.03% - Bidetech: -1.61% - Tongke Technology: -1.40% - Quandu Heavy Industry: -1.17% [2] Capital Flow - The rail transit equipment sector experienced a net outflow of 110 million yuan from institutional investors, while retail investors saw a net inflow of 7.1352 million yuan [2] - The capital flow for key stocks indicated: - Shenzhou High-speed Railway: 12.2845 million yuan net inflow from institutions - Changqing Technology: 8.4701 million yuan net inflow from institutions - Gongda Gaoke: 8.2147 million yuan net inflow from institutions [3]

Core Insights - The rail transit equipment sector experienced a 1.52% increase on November 6, with Tongye Technology leading the gains [1] - The Shanghai Composite Index closed at 4007.76, up 0.97%, while the Shenzhen Component Index closed at 13452.42, up 1.73% [1] Sector Performance - Tongye Technology (300960) saw a closing price of 28.60, with a significant increase of 10.00% and a trading volume of 99,800 shares, amounting to a transaction value of 288 million yuan [1] - China CNR Corporation (601766) closed at 7.91, up 2.46%, with a trading volume of 1,411,100 shares and a transaction value of 1.113 billion yuan [1] - Other notable performers included Times New Materials (600458) with a 2.43% increase, closing at 14.35, and a transaction value of 219 million yuan [1] Fund Flow Analysis - The rail transit equipment sector saw a net outflow of 15.13 million yuan from institutional investors and 13.70 million yuan from retail investors, while retail investors contributed a net inflow of 28.83 million yuan [2] - Major stocks like China CNR Corporation experienced a net inflow of 57.25 million yuan from institutional investors, despite a net outflow from retail investors [3] - Tongye Technology had a net inflow of 9.10 million yuan from institutional investors, with a notable net inflow from speculative funds [3]

Market Overview - The rail transit equipment sector experienced a decline of 0.61% on November 4, with the leading stock, Railway Technology, falling significantly [1] - The Shanghai Composite Index closed at 3960.19, down 0.41%, while the Shenzhen Component Index closed at 13175.22, down 1.71% [1] Stock Performance - Notable gainers in the rail transit equipment sector included: - Dinghan Technology (300011) with a closing price of 8.19, up 2.12% on a trading volume of 198,400 shares and a turnover of 163 million yuan [1] - Gongda Gaoke (688367) closed at 22.91, up 1.42% with a trading volume of 25,600 shares and a turnover of 57.97 million yuan [1] - Major decliners included: - Rail Technology (301016) which fell 4.88% to a closing price of 21.42, with a trading volume of 65,000 shares and a turnover of 143 million yuan [2] - Times Electric (688187) decreased by 2.81% to 50.24, with a trading volume of 63,300 shares and a turnover of 321 million yuan [2] Capital Flow - The rail transit equipment sector saw a net outflow of 6.74 million yuan from institutional investors, while retail investors contributed a net inflow of 12.74 million yuan [2] - Specific stock capital flows indicated: - China CNR (601766) had a net outflow of 53.89 million yuan from institutional investors, while retail investors had a net outflow of 63.50 million yuan [3] - Dinghan Technology (300011) experienced a net inflow of 11.32 million yuan from institutional investors, but a net outflow of 18.74 million yuan from retail investors [3]

交控科技股份有限公司 2025 年第二次临时股东大会会议资料 证券代码：688015 证券简称：交控科技 交控科技股份有限公司 2025 年第二次临时股东大会会议资料 2025 年 11 月 交控科技股份有限公司 2025 年第二次临时股东大会会议资料 2025 年第二次临时股东大会会议资料 目 录 | 2025 年第二次临时股东大会会议须知 | 3 | | --- | --- | | 2025 年第二次临时股东大会会议议程 | 5 | | 议案一：关于取消监事会、修订《公司章程》并办理工商变更登记 | | | 的议案 | 7 | | 议案二：关于修订公司部分内部治理相关制度的议案 8 | | 2 交控科技股份有限公司 2025 年第二次临时股东大会会议资料 2025 年第二次临时股东大会会议须知 为了维护全体股东的合法权益，确保股东大会的正常秩序和议事效率， 保证股东大会的顺利进行，根据《中华人民共和国公司法》《中华人民共和国 证券法》《上市公司股东大会规则》以及《交控科技股份有限公司章程》 《交控科技股份有限公司股东大会议事规则》等相关规定，特制定 2025 年 第二次临时股东大会会议须知： 一、为确认出 ...

Core Viewpoint - The company successfully won the bid for the "Drone Nest-based Automatic Inspection and Evaluation Key Technology Project for Railway Infrastructure" on the Shuohuang Railway, marking a significant advancement in the application of technology in low-altitude inspections for heavy-load railways [1] Group 1 - The project signifies a new milestone for the company in the field of low-altitude inspections for heavy-load railways [1] - The successful bid will provide crucial support for upgrading the inspection model of heavy-load railway infrastructure in China [1]

Market Overview - The rail transit equipment sector increased by 0.02% compared to the previous trading day, with Gongda Gaoke leading the gains [1] - The Shanghai Composite Index closed at 4016.33, up by 0.7%, while the Shenzhen Component Index closed at 13691.38, up by 1.95% [1] Top Performers - Gongda Gaoke (688367) closed at 22.38, rising by 4.00% with a trading volume of 40,900 shares and a transaction value of 91.32 million yuan [1] - Jiaotong Tifa (920027) closed at 27.46, up by 3.00%, with a trading volume of 19,300 shares and a transaction value of 51.88 million yuan [1] - Tieda Technology (920541) closed at 15.82, increasing by 2.13%, with a trading volume of 34,300 shares and a transaction value of 53.57 million yuan [1] Underperformers - Jinchuan Group (603680) closed at 11.08, down by 7.82% with a trading volume of 125,500 shares and a transaction value of 140 million yuan [2] - Bidetech (605298) closed at 43.41, decreasing by 3.55%, with a trading volume of 71,000 shares and a transaction value of 308 million yuan [2] - Langjin Technology (300594) closed at 18.38, down by 2.44%, with a trading volume of 25,400 shares and a transaction value of 14.68 million yuan [2] Capital Flow - The rail transit equipment sector experienced a net outflow of 51.86 million yuan from institutional investors, while retail investors saw a net outflow of 10.19 million yuan [2] - Retail investors contributed a net inflow of 62.06 million yuan, indicating active trading behavior among this group [2] Individual Stock Capital Flow - Quanta Heavy Industry (301048) had a net inflow of 13.59 million yuan from institutional investors, while retail investors experienced a net outflow of 18.43 million yuan [3] - Times Electric (688187) saw a net inflow of 11.29 million yuan from institutional investors and a net outflow of 37.18 million yuan from retail investors [3] - Kangni Electromechanical (603111) had a net inflow of 5.24 million yuan from institutional investors, with retail investors experiencing a net outflow of 1.89 million yuan [3]

Core Insights - The project "New As Train and Interconnectivity Innovation Design" won the 2025 China "Good Design" Gold Award, showcasing its innovation and practicality in the complex mountainous terrain of Chongqing [1][5] - The award highlights the project's technical superiority and its recognition within the industry, marking a significant achievement for Chongqing's rail transit sector [1][5] Group 1: Award and Recognition - The "Good Design Award" has been held for ten years, focusing on significant technological achievements in product, system, and process design that yield substantial social and economic benefits [3] - The award is recognized as a prestigious accolade in the field of innovation design, reflecting China's transition from imitation to innovation leadership [3] Group 2: Project Details and Innovations - The project, led by JiaoKong Technology, has developed an integrated model for network planning, construction, and operation over more than a decade [5] - Key innovations include a new As train designed for steep slopes and sharp turns, a signal system for interconnectivity, and a new operational strategy to enhance efficiency [5] - The project has increased the market share of domestic brands in the field from 13% to 80%, generating direct economic benefits of 10.2 billion yuan over three years [5] Group 3: Economic and Social Impact - The project has received multiple awards, including the Ministry of Transport's Major Technological Innovation Achievement Award, and has established interconnectivity standards recognized by the Ministry of Industry and Information Technology [5] - The successful implementation of the interconnectivity standards in Hanoi, Vietnam, has enhanced the reputation of Chinese technology and standards internationally [6]

Core Points - The project "New As Train and Its Interconnectivity Innovative Design" won the 2025 China "Good Design" Gold Award, showcasing its innovation and practicality in the complex mountainous terrain of Chongqing [1] - The "Good Design Award" is a prestigious national award established in 2015, recognizing significant technological achievements in product design, system design, and process design [2] - The project has significantly increased the market share of domestic brands in the field from 13% to 80%, generating direct economic benefits of 10.2 billion yuan over the past three years [3] Project Details - The project is led by JiaoKong Technology and has developed an integrated model for network planning, construction, and operation over more than a decade [2] - Key innovations include a new As train designed for steep slopes and sharp turns, a "car-ground decoupling" interconnectivity signaling system, and a new operational strategy for passenger line switching [2] - The project has transformed the natural barriers of Chongqing into modern transportation routes, aligning with the requirements for modern urban governance [2] Recognition and Impact - The project has received multiple awards, including the Ministry of Transport's Major Technological Innovation Achievement Award and the Chongqing Innovation Award, and its interconnectivity standards have been included in the Ministry of Industry and Information Technology's top 100 standards [3] - The interconnectivity results were applied in Hanoi, Vietnam, using Chinese technology and standards, contributing to local economic development and enhancing the reputation of Chinese equipment and standards [3] - The interconnectivity standards have been translated into English and are set to be adopted in cities like Ho Chi Minh City and Sydney, Australia [3]

Core Viewpoint - The company announced the resignation of key technical personnel, Mr. Xiao Xiao, due to personal reasons, and he has completed the necessary work handover [2] Group 1 - Mr. Xiao Xiao will no longer hold any position within the company following his departure [2]