地址：上海市长宁区仙霞路 99 号尚嘉中心 22 层、12 层 （200051) Add: 22F&12F, L'Avenue No.99 XianXia Rd, Changning District, Shanghai, PRC 电话 Tel: +86 21 23563298 传真 Fax: +86 21 23563299 网址 Website: http://www.guantao.com 邮箱 Email: guantaosh@guantao.com 关于苏州绿的谐波传动科技股份有限公司 2024年年度股东大会 之 律师见证法律意见书 北京观韬(上海)律师事务所 二〇二五年五月 1 上海市长宁区仙霞路 QQ 号尚董中心 F J 'Avenue No 99 Xian Via Rd Changning District Shanghai 由 if Tal· +86 71 73563708 邮箱 Email: guantaosh@guanta te: http://www.guantao.com 北京观韬(上海)律师事务所 关于苏州绿的谐波传动科技股份有限公司 2024 年年度股东大会之 律师见证法律意见书 ...

Investment Rating - The report maintains a "Recommendation" rating for the humanoid robotics industry, indicating a positive outlook for the sector's fundamentals and expected performance exceeding the benchmark index [6]. Core Insights - The humanoid robotics sector is experiencing significant investment activity, with multiple companies securing substantial funding rounds, indicating strong market interest and growth potential [5][10][12]. - Partnerships between major tech firms, such as Huawei and UBTECH, are expected to enhance product development and application in industrial and household scenarios, further driving industry growth [2]. - The report highlights the emergence of autonomous logistics as a rapidly deployable application for embodied intelligence, with the potential to unlock a market exceeding 100 billion [12]. Summary by Sections Investment Activities - Skild AI is set to complete a $500 million financing round at a valuation of $4.2 billion, led by SoftBank and other prominent investors, aimed at expanding its robotics capabilities [1]. - Qianjue Robotics announced the completion of a multi-million angel round financing to accelerate technology development and product iteration [3]. - Ziyuan Robotics completed a multi-million A round financing, with funds directed towards the development of its end-to-end embodied intelligence model [5]. Strategic Partnerships - Huawei and UBTECH signed a comprehensive cooperation agreement to innovate in humanoid robotics, leveraging Huawei's technological capabilities and UBTECH's expertise [2]. - Yujian Technology and Tencent Cloud have deepened their strategic cooperation to accelerate innovation in embodied intelligence technology across various applications [4]. Market Performance - The humanoid robotics industry has shown strong performance metrics, with a notable increase in stock prices for key players, indicating robust investor confidence [17]. - The report outlines a significant increase in the number of financing events in the humanoid robotics sector, reflecting a growing interest from venture capital and institutional investors [18][20].

Investment Rating - The report assigns an "Accumulate-A" rating for the company, indicating a positive outlook for its stock performance in the near term [1][9]. Core Views - The company is experiencing a recovery in performance, with a focus on product expansion and high-end application scenarios. The industrial robot sector is showing signs of demand recovery, which is beneficial for the company's growth [1][4]. - The company has a leading position in the domestic harmonic reducer market and is expected to benefit from the expansion of high-end applications [9]. Financial Performance Summary - In 2024, the company achieved revenue of 387 million yuan, a year-on-year increase of 8.77%. However, the net profit attributable to shareholders decreased by 33.26% to 56 million yuan [2][4]. - For Q1 2025, the company reported revenue of 98 million yuan, a year-on-year increase of 19.65%, and a net profit of 20 million yuan, marking a turnaround from losses in the previous quarter [2][4]. - The gross margin and net margin for 2024 were 37.54% and 14.41%, respectively, both showing a decline compared to the previous year [4]. Product and Market Development - The company is continuously optimizing its harmonic reducers and expanding into high-end application markets, including semiconductor equipment and humanoid robots [5][6]. - The company is also enhancing its planetary roller screw technology to provide comprehensive precision transmission solutions, with a focus on high precision and long lifespan [5][6]. Capacity and Global Expansion - The company is progressing steadily with its capacity expansion projects, aiming for an annual production of 500,000 precision reducers, and is actively establishing sales teams in key international markets [6][8]. - The acquisition of a German company has facilitated local production of precision transmission components in Europe, enhancing the company's global footprint [8][9]. Earnings Forecast - The company is projected to achieve earnings per share (EPS) of 0.54, 0.67, and 0.83 for the years 2025, 2026, and 2027, respectively, with corresponding price-to-earnings (P/E) ratios of 271.4, 217.5, and 175.4 [9][11].

Investment Rating - The report assigns an "Accumulate-A" rating for the company, indicating a positive outlook for its stock performance in the near term [1][9]. Core Insights - The company has shown signs of performance recovery in Q1 2025, with a revenue increase of 19.65% year-on-year, and a return to profitability with a net profit of 0.20 billion yuan [2][4]. - The company is focusing on expanding its product offerings and high-end application scenarios, particularly in the semiconductor and robotics sectors, which presents significant growth opportunities [5][6]. - The company is actively enhancing its production capacity and pursuing globalization strategies, including establishing sales teams in key international markets and acquiring a German company to strengthen its European presence [6][8]. Financial Performance - In 2024, the company achieved a revenue of 3.87 billion yuan, reflecting an 8.77% year-on-year growth, while the net profit decreased by 33.26% to 0.56 billion yuan [2][11]. - The gross margin and net margin for 2024 were reported at 37.54% and 14.41%, respectively, both showing a decline compared to the previous year [4][11]. - The company expects significant growth in earnings per share (EPS) from 0.54 yuan in 2025 to 0.83 yuan in 2027, indicating a positive trend in profitability [9][11]. Product Development and Market Position - The company is a leader in the domestic harmonic reducer market, with ongoing optimization and iteration of its products to meet high-end market demands [5][9]. - The company has successfully penetrated the semiconductor equipment market, meeting stringent requirements for low vibration and high reliability [5]. - The company is also advancing its planetary roller screw technology, which addresses high precision and long lifespan challenges, thereby enhancing its product portfolio [6]. Market Outlook - The report anticipates that the company's EPS will grow significantly over the next few years, with projected P/E ratios decreasing from 271.4 in 2025 to 175.4 in 2027, suggesting an improving valuation as earnings grow [9][11]. - The company is well-positioned to capitalize on the recovery in the industrial robotics sector, with a reported 3.93% year-on-year growth in revenue from industrial and service robot components [4][11].

Investment Rating - The investment rating for the company is "Buy" and is maintained [9] Core Views - The company reported a steady revenue growth in 2024, achieving revenue of 387 million, a year-on-year increase of 8.77%, primarily driven by increased sales of harmonic reducers and mechatronic actuators [6][12] - The company is deeply engaged in the humanoid robotics sector, focusing on the production capabilities of core components such as harmonic reducers and planetary roller screws, with expectations for progress in overseas client validations [6][12] Summary by Sections Financial Performance - In 2024, the company achieved a net profit of 56 million, a decrease of 33.26% year-on-year, and a non-recurring net profit of 46 million, down 38.09% year-on-year [6][12] - For Q1 2025, the company reported revenue of 98 million, a year-on-year increase of 19.65%, with a net profit of 20 million, up 0.66% year-on-year [6][12] Product and Market Development - The company sold 246,500 harmonic reducers in 2024, an increase of 16.56% year-on-year, and 7,076 mechatronic products, up 24.16% year-on-year [12] - The company is enhancing its product competitiveness by focusing on miniaturization technology for harmonic reducers, achieving over 30% weight reduction while maintaining output [12] Strategic Initiatives - The company completed the annual production capacity expansion project for 500,000 precision reducers in 2024 and is launching a new generation of precision transmission devices in 2025 [12] - The company is expanding its global market presence through acquisitions, including the acquisition of German company Haux, and establishing sales and R&D platforms in Singapore and Germany [12] Future Projections - The company is expected to achieve net profits of 80 million and 115 million in 2025 and 2026, respectively, with corresponding PE ratios of 327x and 227x [12]

Investment Rating - The industry investment rating is "Overweight" [3][30]. Core Viewpoints - The humanoid robot industry is expected to see significant growth, with a projected cumulative demand of approximately 2 million units by 2030, indicating a critical breakthrough phase from 0 to 1 [6][24]. - The report highlights key companies to watch in the humanoid robot supply chain, including Tier 1 suppliers and core component manufacturers [6][24]. - The report emphasizes the importance of technological advancements in various sectors, including photovoltaic equipment, energy storage, semiconductor equipment, automation, and hydrogen energy, suggesting a favorable outlook for leading companies in these areas [6][25][26]. Summary by Sections Humanoid Robots - Recent developments include the launch of the first domestic AI-powered exoskeleton robot by Zhiyuan, which features advanced technology for various applications [7]. - The first batch of 220 humanoid robots was delivered by Chery, showcasing their capabilities in customer service and sales guidance [17]. - The World Humanoid Robot Sports Competition is set to take place in August, highlighting the growing interest and innovation in the humanoid robotics field [23]. Photovoltaic Equipment - The penetration rate of N-type photovoltaic technology is accelerating, strengthening the competitive edge of leading companies [25]. - The report suggests focusing on companies that are innovating in cost-reduction technologies and expanding production capacity [25]. Energy Storage - Favorable policies are expected to drive growth in both generation-side and user-side energy storage [25]. - Companies like Xingyun Co. are positioned to benefit from strategic partnerships in the energy storage sector [25]. Semiconductor Equipment - The semiconductor equipment market is projected to reach $140 billion by 2030, with a focus on domestic alternatives due to low current localization rates [26]. - The report recommends monitoring companies that are well-positioned to capitalize on this trend [26]. Automation - The market for industrial tools is expected to grow from approximately 40 billion to 55.7 billion by 2026, with opportunities for leading companies to gain market share through increased concentration and import substitution [26]. Hydrogen Energy - The report highlights the potential of green hydrogen in achieving carbon neutrality, with a focus on companies that integrate the hydrogen supply chain [25].

Core Viewpoint - The company is preparing for its 2024 Annual General Meeting, focusing on maintaining shareholder rights and ensuring orderly proceedings while presenting various proposals for shareholder approval [1][2][3]. Meeting Guidelines - All attendees must respect shareholder rights and maintain order during the meeting [1]. - Attendees must register on time, and latecomers will not be allowed to register [2]. - Shareholders have the right to speak, inquire, and vote during the meeting [1][2]. Meeting Organization - A meeting organization team will handle logistics and address on-site issues [2]. - Shareholders wishing to speak must register in advance and cannot interrupt the agenda without permission [2][3]. - Non-shareholders are prohibited from speaking without the host's consent [2][3]. Voting Procedures - Two shareholder representatives, one supervisor representative, and one lawyer representative will be appointed for vote counting [3]. - The results of the votes will be announced by the meeting host [3]. Meeting Details - The meeting is scheduled for May 20, 2025, at 14:30, at the company's conference room [4]. - Voting will be conducted both on-site and online [4]. Agenda Items - The agenda includes reports from the Board of Directors and Supervisory Board, financial reports, profit distribution proposals, and the appointment of auditors [5][6][8]. - The proposed profit distribution plan includes a cash dividend of RMB 1.00 per share, totaling approximately RMB 18.32 million, which is 32.62% of the net profit [5][6]. Company Performance - The company reported a revenue of RMB 387.41 million and a net profit of RMB 56.17 million for the year 2024 [8][10]. - The company has increased its R&D investment to RMB 49.59 million, representing 12.80% of its revenue [10]. Strategic Focus - The company aims to enhance its market position in the industrial automation and robotics sectors, focusing on precision transmission components [9][18]. - The company is expanding its global presence through acquisitions and partnerships, including a recent acquisition of a German company to enhance its technological capabilities [14][15]. Future Plans - The company plans to strengthen its core components for industrial robots and expand into new markets such as humanoid and service robots [18]. - The company will continue to invest in R&D to improve product performance and meet emerging market demands [10][18].

苏州绿的谐波传动科技股份有限公司 2024 年年度股东大会会议资料 苏州绿的谐波传动科技股份有限公司 2024 年年度股东大会会议资料 2025 年 5 月 一、会议期间，全体出席人员应以维护股东的合法权益、保证大会的正常秩 序和议事效率为原则，认真履行法定义务，自觉遵守大会纪律，不得侵犯其他股 东的权益，以确保股东大会的正常秩序。 二、为保证本次大会的严肃性和正常秩序，切实维护股东的合法权益，务请 出席大会的股东或其代理人或其他出席者准时到达会场签到确认参会资格。会议 开始后，会议登记应当终止，由会议主持人宣布现场出席会议的股东和代理人人 数及所持有的表决权数量。 三、股东参加股东大会依法享有发言权、质询权、表决权等权利。 四、大会设会务组，具体负责会议组织筹备，处理会议现场相关事宜。 | 1．2024 年年度股东大会会议须知… | | --- | | 2. 2024 年年度股东大会会议日程- | | 3. 关于《2024年度董事会工作报告》的议案 | | 4. 关于《2024年度监事会工作报告》的议案 | | 5．关于《2024年度财务决算报告》的议案 | | 6．关于《2025 年度财务预算报告》的议案 ...

Core Viewpoint - The article discusses the potential of humanoid robots to become a trillion-dollar industry in the next decade, driven by advancements in embodied intelligence and the unique advantages of China's humanoid robot industry [1][15]. Group 1: Event Overview - The 2025 Zhangjiang Humanoid Robot Developer Conference and Innovation Entrepreneurship Competition will take place on May 29, 2025, in Zhangjiang, Shanghai, showcasing the latest developments in humanoid robot technology and industry [2][15]. - The event will feature over 200 leading companies and attract more than 1,000 renowned academicians, experts, and industry leaders to discuss technological breakthroughs and commercialization pathways in the humanoid robot sector [2][4]. Group 2: Expert Participation - The conference will gather top experts in the field, including academicians from prestigious institutions and industry leaders, to share insights on the development trends of humanoid robots [4][5]. - Notable participants include members of the Chinese Academy of Sciences and leading professors from top universities, emphasizing the academic and practical expertise present at the event [4][5]. Group 3: Competition and Challenges - The "2025 Zhangjiang Humanoid Robot Innovation Entrepreneurship Competition" will feature five exciting tracks, including application scenario challenges and core component technology innovation contests [6][8]. - The competition aims to foster collaboration between academia and industry, providing participants with opportunities to engage with top experts and potential investors [9][11]. Group 4: Exhibition Highlights - The conference will host an exhibition covering over 3,000 square meters, showcasing cutting-edge humanoid robot products and technologies from leading companies [11][12]. - The exhibition will include themed areas focusing on humanoid robots, embodied intelligence applications, core component technologies, and developer ecosystems, providing immersive experiences for attendees [12][14]. Group 5: Strategic Importance - The year 2025 is identified as a critical turning point for the humanoid robot industry, with global leaders transitioning from concept validation to commercial implementation, reshaping the global industrial landscape [15][20]. - The conference serves as a premier platform for industry-wide exchange, allowing participants to experience the latest technologies and applications while identifying investment opportunities [15][20].

继续巩固谐波优势，突破行星滚柱丝杠。1）谐波减速器方面，公司针对人形机器人等行业的新兴需 求，聚焦谐波减速器的轻量小型化技术突破，同等出力情况下减重30%以上。同时开发出灵巧手适用微 型谐波减速器，颠覆了传统谐波的加工工艺路线。产能方面，公司完成了年产50 万台精密减速器的扩 产项目的调试和达产工作，并计划于2025 年实现产能的稳步爬坡；新募投项目"新一代精密传动装置智 能制造项目"也在2025 年启动建设。2）丝杠方面，公司通过构建跨尺度、多物理场、全要素的分析与 设计模型，成功突破了高精度大承载长寿命行星滚柱丝杠产品的设计难题，自研了多项关键技术，产品 性能指标已达到国际领先水平。 投资建议：公司是国内谐波减速器龙头，技术壁垒叠加产能扩张，有望在大型本体厂商中占据较高份 额。同时布局反向行星滚柱丝杠，单机价值量有望提升。我们下调2025 年-2027 年归母净利润分别为 0.95/1.32 亿元（前值为1.21/1.56 亿元），新增2027 年预测1.69 亿元，对应PE 251/181/141 倍，维持"优 于大市"评级。 风险提示：行业竞争加剧；客户突破不及预期；新产品拓展不及预期。 2024 年 ...