证券代码：688052 证券简称：纳芯微 公告编号：2025-043 苏州纳芯微电子股份有限公司 关于取消公司监事会、修订《公司章程》、修订及制 定公司部分治理制度的公告 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、准确性和完整性依法承担法律责任。 苏州纳芯微电子股份有限公司（以下简称"公司"）于 2025 年 10 月 30 日召 开第三届董事会第二十次会议，审议通过了《关于取消公司监事会并修订<公司 章程>的议案》《关于修订及制定公司部分治理制度的议案》。现将具体情况公 告如下： 一、取消监事会及《公司章程》修订情况 为进一步完善公司治理结构，提升公司规范运作水平，根据《中华人民共和 国公司法》《上市公司章程指引》等法律法规、规范性文件的最新规定，结合公 司自身实际情况，公司拟不再设立监事会，《公司法》规定的监事会法定职权由 董事会审计委员会承接，公司《监事会议事规则》相应废止，并对《公司章程》 中部分条款进行修订，具体修订内容详见《附件 1：<公司章程>修订对照表》。 二、公司部分治理制度修订及制定情况 为进一步促进公司规范运作，建立健全内部治理 ...

证券代码：688052 证券简称：纳芯微 公告编号：2025-047 苏州纳芯微电子股份有限公司 关于召开2025年第三次临时股东大会的通知 本公司董事会及全体董事保证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、准确性和完整性依法承担法律责任。 重要内容提示： 一、 召开会议的基本情况 （一） 股东大会类型和届次 2025年第三次临时股东大会 召开日期时间：2025 年 11 月 17 日 15 点 00 分 召开地点：公司会议室（苏州工业园区东荡田巷 9 号） （五） 网络投票的系统、起止日期和投票时间。 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的投票时间为股 东大会召开当日的交易时间段，即 9:15-9:25，9:30-11:30，13:00-15:00；通过互 股东大会召开日期：2025年11月17日 本次股东大会采用的网络投票系统：上海证券交易所股东大会网络投票 系统 （二） 股东大会召集人：董事会 （三） 投票方式：本次股东大会所采用的表决方式是现场投票和网络投票相结 合的方式 （四） 现场会议召开的日期、时间和地点 联网投票平台的投票时间为股东大会召开当日 ...

Revenue and Profit - The company's revenue for the third quarter reached ¥841,887,284.13, representing a year-on-year increase of 62.81%[4] - The total profit for the period was a loss of ¥68,087,572.53, with a year-to-date loss of ¥157,689,030.24[4] - The net profit attributable to shareholders was a loss of ¥62,475,789.11 for the quarter, and a loss of ¥140,485,775.93 year-to-date[4] - Total operating revenue for the first three quarters of 2025 reached ¥2,365,552,063.25, a significant increase of 73.4% compared to ¥1,365,982,392.11 in the same period of 2024[19] - The net loss for the first three quarters of 2025 was ¥140,485,706.56, an improvement from a net loss of ¥407,703,477.74 in the same period of 2024[21] - The total comprehensive loss for the first three quarters of 2025 was ¥138,678,527.85, an improvement from a loss of ¥406,835,143.25 in the same period of 2024[21] Research and Development - Research and development expenses totaled ¥200,357,373.99, accounting for 23.80% of revenue, a decrease of 10.32 percentage points compared to the previous year[5] - Research and development expenses increased to ¥561,639,953.25, representing a rise of 13.3% from ¥495,661,908.26 year-over-year[19] - Research and development expenses increased to ¥553,116,829.05 in the first three quarters of 2025, up 17.8% from ¥469,663,751.57 in the same period of 2024[27] Cash Flow and Liquidity - The net cash flow from operating activities was negative at -¥512,386,117.90 year-to-date, compared to -¥1,657.83 in the previous year[4] - Operating cash inflow for the first three quarters of 2025 reached ¥2,471,725,513.20, a significant increase from ¥1,446,052,919.36 in the same period of 2024, representing an increase of approximately 71.1%[22] - Net cash flow from operating activities turned negative at -¥512,386,117.90 for the first three quarters of 2025, compared to a positive cash flow of ¥32,890,938.56 in 2024[23] - Total cash and cash equivalents at the end of Q3 2025 were ¥619,861,445.38, down from ¥1,552,903,264.75 at the end of 2024, indicating a decrease of approximately 60%[23] - The company's net cash flow from operating activities for the first three quarters of 2025 was -¥642,781,144.39, compared to -¥4,740,612.50 in the first three quarters of 2024, indicating a worsening cash flow situation[29] - The company reported cash and cash equivalents of ¥408,419,106.19 at the end of the first three quarters of 2025, down from ¥1,406,718,883.60 at the end of the same period in 2024[30] Assets and Liabilities - Total assets increased slightly to ¥7,684,034,984.12, a change of 0.14% from the previous year[5] - Total current assets as of September 30, 2025, amount to ¥4,490,387,255.62, a decrease from ¥4,688,152,142.15 at the end of 2024[15] - Total liabilities amounted to ¥1,804,121,610.15, compared to ¥1,726,461,672.37 in the previous year, indicating a growth of 4.5%[20] - Total assets as of September 30, 2025, were ¥7,325,781,710.21, a slight increase from ¥7,248,069,939.10 at the end of 2024[26] - Current assets decreased to ¥4,298,347,141.59 in Q3 2025 from ¥4,497,809,234.20 in 2024, reflecting a decline of approximately 4.4%[25] - Total liabilities increased to ¥1,321,589,308.45 in Q3 2025 from ¥1,133,401,812.56 in 2024, marking an increase of about 16.6%[26] Shareholder Information - Total number of common shareholders at the end of the reporting period is 11,215[12] - The largest shareholder, Wang Shengyang, holds 15,487,920 shares, representing 10.87% of total shares[13] - The total number of shares held by the top 10 shareholders is significant, with the top three shareholders being Wang Shengyang, Sheng Yun, and Wang Yifeng, who are also acting in concert[13] Financial Performance Metrics - The weighted average return on equity improved by 1.26 percentage points to -1.06% for the quarter[5] - The company reported a basic and diluted earnings per share of -¥0.99 for the first three quarters of 2025, improving from -¥2.86 in the same period of 2024[21] - Other comprehensive income after tax for the first three quarters of 2025 was ¥1,807,178.71, compared to ¥868,334.49 in the previous year[21] - The company's financial expenses for the first three quarters of 2025 were ¥6,359,112.78, a significant change from a financial income of -¥24,805,892.45 in the same period of 2024[27] - The company recorded a total investment income of ¥25,346,134.55 in the first three quarters of 2025, slightly up from ¥24,828,391.89 in the same period of 2024[27] Inventory and Capital - Inventory has increased to ¥1,266,553,766.92 from ¥832,554,605.23[15] - The company reported a significant increase in inventory, which rose to ¥1,107,189,830.18 in Q3 2025 from ¥692,285,661.82 in 2024, representing an increase of about 60%[25] - The company's capital reserve rose to ¥6,235,590,477.99 in Q3 2025, compared to ¥6,164,127,766.70 in 2024, an increase of approximately 1.2%[26] Investment Activities - Cash inflow from investment activities for the first three quarters of 2025 was ¥7,163,569,250.80, slightly down from ¥7,987,336,977.12 in 2024, a decrease of about 10.3%[23] - Net cash flow from investment activities improved to ¥151,135,549.76 in 2025, compared to a negative cash flow of -¥147,690,607.68 in 2024[23] - The cash outflow from investing activities in the first three quarters of 2025 was ¥6,904,545,043.30, compared to ¥8,093,181,004.74 in the same period of 2024, indicating a decrease of 14.6%[30] Accounting Standards - The company has not adopted new accounting standards or interpretations that would affect the financial statements for the year of first implementation[31]

苏州纳芯微电子股份有限公司监事会 关于作废 2022 年及 2023 年限制性股票激励计划 部分限制性股票的核查意见 苏州纳芯微电子股份有限公司监事会 2025 年 10 月 30 日 根据《中华人民共和国公司法》（以下简称"《公司法》"）《中华人民共和 国证券法》（以下简称"《证券法》"）《上市公司股权激励管理办法》（以下简 称"《管理办法》"）《上海证券交易所科创板股票上市规则》（以下简称"《上 市规则》"）《科创板上市公司自律监管指南第 4 号——股权激励信息披露》等 法律法规及《苏州纳芯微电子股份有限公司 2022 年限制性股票激励计划（草案）》 （以下简称"《2022 年激励计划》"）《苏州纳芯微电子股份有限公司 2023 年限 制性股票激励计划（草案）》（以下简称"《2023 年激励计划》"）《苏州纳芯 微电子股份有限公司章程》（以下简称"《公司章程》"）的规定，苏州纳芯微电 子股份有限公司（以下简称"公司"）监事会对公司作废 2022 年及 2023 年限制性 股票激励计划部分限制性股票相关事项进行审核，发表核查意见如下： 2 根据《管理办法》、《2022 年激励计划》及《2022 年限制性股票 ...

本公司监事会及全体监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、准确性和完整性依法承担法律责任。 一、监事会会议召开情况 苏州纳芯微电子股份有限公司（以下简称"公司"）第三届监事会第二十次 会议于 2025 年 10 月 30 日在公司会议室以现场及通讯会议相结合的方式召开， 会议已于 2025 年 10 月 24 日以通讯方式发出会议通知。会议应出席监事 3 名， 实际出席监事 3 名，会议由严菲女士主持，会议的召集、召开、表决程序符合《中 华人民共和国公司法》（以下简称"《公司法》"）和《苏州纳芯微电子股份有限公 司章程》（以下简称《" 公司章程》"）的相关规定，所作决议合法有效。经与会监 事表决，会议形成如下决议： 二、监事会会议审议情况 （一）审议通过《关于公司<2025 年第三季度报告>的议案》 证券代码：688052 证券简称：纳芯微 公告编号：2025-042 苏州纳芯微电子股份有限公司 第三届监事会第二十次会议决议公告 表决结果：同意票 3 票，反对票 0 票，弃权票 0 票。 具体内容详见同日在上海证券交易所网站（www.sse.com.cn）上披露的《 ...

Core Insights - The latest national top-level design continues to fuel the trend of domestic substitution and self-reliance in Chinese technology [11] - Companies in the semiconductor and new materials sectors are experiencing significant growth due to the demand for domestic alternatives and the overall expansion of the electric vehicle market [1][2][3][4] Group 1: Company Performance - Naxin Microelectronics reported a revenue of approximately 1.524 billion yuan in the first half of 2025, a year-on-year increase of 79.49%, with over 30% of revenue coming from automotive electronics [1] - The company has shipped over 980 million automotive chips, indicating a strong market presence [1] - Guoke Tanmei, a new materials company, is set to launch a thousand-ton industrial demonstration line in Huzhou, Zhejiang, in 2024, focusing on coal-based hard carbon production [3] Group 2: Market Trends - The demand for domestic chips has surged due to the push for supply chain security following U.S. sanctions, leading to increased capital inflow and talent return to the semiconductor sector [2] - The air spring technology developed by Konghui Technology has filled a domestic gap, achieving over 40% market share in the air spring market for electric vehicles [4][5] - The electric vehicle market is expected to see significant growth in the fourth quarter, driven by policy adjustments such as changes in the purchase tax for new energy vehicles [5] Group 3: Challenges and Strategies - Despite the growth, companies face challenges such as financing pressures and the need for continuous technological iteration [7][9] - Naxin Microelectronics is preparing for a secondary listing in Hong Kong to bolster its capital reserves and support its global market strategy [8] - Companies are focusing on enhancing core capabilities and expanding into international markets to mitigate risks associated with industry volatility [9][10]

Core Viewpoint - Naxin Micro (688052.SH) has re-applied for listing on the Hong Kong Stock Exchange after a previous application lapsed in April 2025, aiming to raise funds for enhancing technology capabilities, expanding product offerings, and international market promotion [1][4]. Group 1: Company Overview - Naxin Micro, established in 2013, is a leading provider of analog chips in China, focusing on sensor products, signal chain chips, and power management chips [4][8]. - The company was previously known as the "super fundraising king" after raising approximately 5.58 billion yuan during its A-share IPO in April 2022, significantly exceeding its initial target of 750 million yuan [4][5]. Group 2: Financial Performance - Naxin Micro's revenue for the years 2022 to 2025 (first half) was reported as 1.67 billion yuan, 1.31 billion yuan, 1.96 billion yuan, and 1.52 billion yuan respectively, indicating overall revenue growth [9]. - However, the company recorded net losses of 250 million yuan in 2022, 305 million yuan in 2023, 403 million yuan in 2024, and 78.01 million yuan in the first half of 2025, totaling a cumulative loss of 458 million yuan over three years [9][10]. Group 3: Market Position and Strategy - Naxin Micro ranks fifth among Chinese manufacturers in the analog chip market by revenue in 2024 and is the leading company in the automotive analog chip sector [8][9]. - The company plans to increase R&D investment, expand its product range, and enhance international market operations while maintaining a focus on key customer collaborations [9][10]. Group 4: Profitability and Margin Trends - The gross margin of Naxin Micro decreased from 48.5% in 2022 to 33.9% in 2023, further declining to 28% in 2024, representing a drop of 20.5 percentage points [10]. - The company attributes the decline in gross margin to intensified market competition and necessary price adjustments to maintain competitiveness, although a recovery to 32.9% is expected in the first half of 2025 due to increased market demand and strategic product optimization [10].

Core Viewpoint - Naxin Micro (688052.SH) has applied for a listing on the Hong Kong Stock Exchange after a previous application lapsed in April 2025, aiming to raise funds for enhancing technology capabilities, expanding product offerings, and international market promotion [1][4] Company Overview - Naxin Micro, established in 2013, is a leading provider of analog chips in China, known for its strong performance in the automotive chip sector [3][5] - The company was previously recognized as the "super fundraising king" after raising approximately 5.58 billion yuan during its A-share IPO in April 2022, significantly exceeding its initial target [3][5] Financial Performance - Naxin Micro's revenue for the years 2022 to 2025 (first half) was reported as 1.67 billion yuan, 1.31 billion yuan, 1.96 billion yuan, and 1.52 billion yuan respectively, indicating overall revenue growth [6][7] - Despite revenue growth, the company has recorded net losses for two consecutive years, totaling 458 million yuan over the reporting period [6][7] Market Position - In the Chinese analog chip market, Naxin Micro ranks fifth among local manufacturers based on projected 2024 revenue, and it is the only company focusing on sensor products, signal chain chips, and power management chips among the top ten [5][6] - The company holds the top position in the Chinese automotive analog chip market and ranks second among all fabless manufacturers [6] Product Strategy - Naxin Micro focuses on high-performance analog and mixed-signal chip design, targeting applications in automotive electronics, energy, and consumer electronics [5] - The company plans to increase R&D investment, expand its product portfolio, and enhance international market operations while maintaining a focus on key customer collaborations [6][7] Profitability Challenges - The gross margin has declined from 48.5% in 2022 to 33.9% in 2023, further decreasing to 28% in 2024, attributed to intensified market competition and necessary price adjustments [7] - The company anticipates a recovery in gross margin to 32.9% in the first half of 2025, driven by increased market demand and strategic product optimization [7]

Core Viewpoint - Naxin Micro (SH688052), a company listed on the A-share Sci-Tech Innovation Board, has submitted an IPO application to the Hong Kong Stock Exchange, aiming to raise funds for enhancing technology capabilities, expanding product offerings, and increasing overseas market presence [2][5][22]. Financial Performance - Naxin Micro's revenue for the reporting periods was 1.67 billion RMB, 1.31 billion RMB, 1.96 billion RMB, and 1.52 billion RMB, with net profits of approximately 250 million RMB, -310 million RMB, -400 million RMB, and -78.01 million RMB respectively [16]. - The company's overall gross margin decreased from 48.5% to 33.9%, a decline of 14.6 percentage points, primarily due to intense competition leading to price adjustments [15][16]. Product Pricing and Margins - The average selling prices of Naxin Micro's main products have shown a downward trend, with signal chain chips dropping from 0.92 RMB to 0.5 RMB (46% decrease), power management chips from 2.16 RMB to 1.47 RMB (32% decrease), and sensor chips from 2.09 RMB to 0.66 RMB (68% decrease) [12][14]. - The gross margin for signal chain chips fell from 52.9% to 35.8%, and for power management chips, the decline was 18.2 percentage points [14][15]. Market Position and Competition - Naxin Micro ranks 14th among all analog chip companies and 5th among Chinese manufacturers in the analog chip market, holding a market share of 0.9% [8]. - The company's products are primarily used in the broad energy sector, with revenue contributions of 69.3%, 58.8%, 49.8%, and 52.7% over the reporting periods [8]. Supplier and Customer Concentration - Naxin Micro operates on a Fabless model, leading to high supplier concentration, with over 60% of procurement from the top two suppliers in the first half of the year [5][18]. - The company relies heavily on distributors for revenue, with sales from distributors accounting for 83.9%, 74.5%, 71.5%, and 80.3% of total revenue during the reporting periods [15]. Strategic Intentions - The IPO aims to enhance the company's competitive edge and support its internationalization strategy, allowing for diversified financing channels [22]. - Naxin Micro has a goodwill of 504 million RMB, primarily from the acquisition of Shanghai Maigen Microelectronics [22].

Investment Rating - The report initiates coverage on 纳芯微 (688052.SH) with an "Accumulate" rating, setting a target price of 207 CNY, with an upside target of 221 CNY [3][12][68]. Core Insights - The automotive electronics application enhancement and domestic substitution open growth space for the company. The domestic automotive analog chip market is expected to grow at a CAGR of 18% from 2025 to 2029, surpassing consumer electronics by 2029. The current domestic substitution rate is only 5%, indicating a rapid acceleration in the trend. The company's analog chip business is projected to achieve a CAGR of 25% from 2024 to 2027, increasing its market share from 0.9% in 2024 to 1.2% in 2027 [1][9][22]. - The increase in new energy vehicle sales and electrification drives the company's automotive business growth. The penetration rate of electric vehicles in China is nearing 50%, with the value of analog chips per vehicle expected to reach 2200-4000 CNY by 2029. The company's current product coverage per vehicle is 1300 CNY, expected to reach 1500 CNY by year-end. The company is anticipated to benefit from the demand expansion for PMIC and isolation chips driven by high-voltage platform penetration, with its automotive business market share projected to grow from 1.8% in 2024 to 2.8% in 2026 [2][10][35]. - The horizontal acquisition of 麦歌恩 (Maguan) positions the sensor business as a major segment for the company. The increase in single-vehicle usage of magnetic sensors driven by new energy vehicles makes it the fastest-growing segment in the Chinese sensor market. The company is expected to achieve the consolidation of 麦歌恩 by the end of 2024, exceeding its performance commitments for 2024. The sensor business is projected to account for over 30% of total revenue, with the magnetic sensor market share expected to exceed 10% by 2025-2026 [2][11][43]. Financial Data and Valuation - The company is forecasted to achieve revenues of 31.65 billion CNY and 39.25 billion CNY for 2025 and 2026, respectively, with corresponding PS ratios of 8.3x and 6.7x. The target price is based on a 7.5x PS for 2026 [3][4][68]. - The revenue growth rates are projected at 61.4% for 2025 and 24.0% for 2026, with a gross margin expected to improve to 38.2% by 2026 [4][64].