深圳市鼎阳科技股份有限公司章程 | 第一章 | 总 则 | 3 | | --- | --- | --- | | 第二章 | 经营宗旨和范围 | 3 | | 第三章 | 股 份 | 4 | | 第一节 | 股份发行 | 4 | | 第二节 | 股份增减和回购 | 5 | | 第三节 | 股份转让 | 6 | | 第四章 | 股东和股东会 | 7 | | 第一节 | 股东 | 7 | | 第二节 | 控股股东和实际控制人 | 9 | | 第三节 | 股东会的一般规定 | 10 | | 第四节 | 股东会的召集 | 12 | | 第五节 | 股东会的提案与通知 | 13 | | 第六节 | 股东会的召开 | 14 | | 第七节 | 股东会的表决和决议 | 17 | | 第五章 | 董事会 | 21 | | 第一节 | 董事 | 21 | | 第二节 | 董事会 | 24 | | 第三节 | 独立董事 | 28 | | 第四节 | 董事会专门委员会 | 30 | | 第六章 | 高级管理人员 | 31 | | 第七章 | | 财务会计制度、利润分配和审计 33 | | 第一节 | 财务会计制度 | 33 | | 第 ...

深圳市鼎阳科技股份有限公司 关于变更公司注册资本、修订《公司章程》并办理工 商变更登记的公告 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、准确性和完整性承担个别及连带责任。 证券代码：688112 证券简称：鼎阳科技 公告编号：2025-049 深圳市鼎阳科技股份有限公司（以下简称"公司"）于 2025 年 11 月 5 日召 开第三届董事会第三次会议，审议通过了《关于变更公司注册资本、修订<公司 章程>并办理工商变更登记的议案》。变更注册资本的相关事项已经 2024 年第三 次临时股东大会授权董事会办理，无须提交股东大会审议。具体情况如下： 一、公司注册资本变更情况 1、公司于 2023 年 5 月 18 日召开的 2022 年年度股东大会审议通过《关于公 司 2022 年年度利润分配及资本公积转增股本方案的议案》，同意以实施权益分派 股权登记日的总股本 106,666,700 股为基数，以资本公积向全体股东每 10 股转增 4.9 股，合计转增 52,266,683 股，转增后公司总股本增加至 158,933,383 股。公司 以 2023 年 6 ...

Group 1 - Jinguang Electric won a bid for a State Grid procurement project with a total amount of 21.7976 million yuan, accounting for approximately 2.93% of the company's expected revenue for 2024 [1] - Shen Gong Co. plans to reduce its shareholding by up to 2%, equating to 340.61 million shares [2] - Guomai Culture received a government subsidy of 3.78 million yuan, representing 24.90% of its audited net profit for 2024 [2] Group 2 - Guomai Culture focuses on the development and provision of digital content operation platforms [3] - Shentong Technology's two directors plan to collectively reduce their shareholding by no more than 0.0473% [4] - Ruihua Tai intends to reduce its shareholding by up to 1%, amounting to 1.8 million shares [5] Group 3 - Guoji Automobile's wholly-owned subsidiary won a total contract project worth 809 million yuan [7] - Changcheng Technology's stock is expected to remain suspended due to potential changes in control [9] - Huabei Pharmaceutical's subsidiary received approval for a chemical raw material drug listing application [11] Group 4 - Fuyao Glass has changed its legal representative to Cao Hui [13] - Huaxi Biological plans to reduce its shareholding by up to 2%, totaling 9.6336 million shares [14] - Hopu Co. signed a procurement contract for a storage system worth 500 million yuan [15] Group 5 - ST Songfa's subsidiary plans to invest 458 million yuan in a mooring dock project [18] - Zhonghong Medical's subsidiary is expected to be selected for several centralized procurement projects [19] - Huakai Yibai's vice chairman plans to increase his shareholding by no less than 30 million yuan [20] Group 6 - Haichuang Pharmaceutical completed the first participant enrollment for a clinical trial of a drug for metabolic-associated fatty liver disease [21] - Dongfang Biological's subsidiary obtained medical device product registration certificates for multiple products [22] - Lepu Medical's rechargeable implantable deep brain stimulation system received NMPA registration approval [23] Group 7 - Changyuan Power's power generation in October decreased by 32.25% year-on-year [24] - Jinshi Yaya's diclofenac sodium sustained-release tablets passed the consistency evaluation for generic drugs [26] - Yutong Bus sold 3,040 buses in October, a decrease of 5.62% year-on-year [27] Group 8 - Far East Co. signed contracts worth 1.062 billion yuan in October [28] - Tianya Pharmaceutical's subsidiary passed the consistency evaluation for a drug [29] - Yuheng Pharmaceutical plans to resolve a debt dispute through a share transfer agreement [30] Group 9 - Hailanxin's subsidiary won a bid for a marine observation network project worth 1.097 billion yuan [31] - Huasheng Lithium plans to reduce its shareholding by up to 0.37% [33] - Maike Biological obtained product registration certificates for five new in vitro diagnostic products [34] Group 10 - Huayuan New Materials signed a strategic cooperation agreement with Taiblue New Energy [37] - Greebo's actual controller and some directors plan to collectively increase their shareholding by no less than 11.5 million yuan [39] - Yian Technology received a government subsidy of 1.1643 million yuan [41] Group 11 - Kangtai Biological's quadrivalent influenza virus vaccine has commenced Phase I clinical trials [43] - Spring Airlines received a commitment letter for a stock repurchase loan of up to 450 million yuan [45] - Foton Motor sold 8,006 new energy vehicles in October, a year-on-year increase of 98.83% [46] Group 12 - Greebo plans to transfer 100% equity of its subsidiary for 280 million yuan [48] - Siwei Liekong's director is under investigation [49] - Dingyang Technology launched a new generation of multi-channel microwave signal generator products [50] Group 13 - Jiangling Motors reported a year-on-year increase of 8.06% in vehicle sales for October [51] - Shengyi Technology plans to reduce its shareholding by up to 1.03% [52] - Dongshan Precision completed the acquisition of 100% equity of France's GMD Group for approximately 814 million yuan [53] Group 14 - Tianyang Technology plans to acquire 7.5% of Baoland's shares for 155 million yuan [54] - Alter plans to establish a joint venture company with a total investment of 672 million yuan [54] - Changchun High-tech's clinical trial application for a drug was approved [55] Group 15 - Beibu Gulf Port's cargo throughput in October increased by 22.73% year-on-year [56] - ST Zhangjiajie was ruled by the court to undergo reorganization [57] - Teda Co.'s subsidiary was selected as a supplier for an energy project in Indonesia [58]

Group 1: China Petroleum - In Q3 2025, the company reported a 14% increase in net profit attributable to shareholders, demonstrating resilience in the oil and gas sector [4][5] - The company achieved a total revenue of 21,693 billion yuan in the first three quarters of 2025, a year-on-year decrease of 3.9%, with a net profit of 1,263 billion yuan, down 4.9% year-on-year [4][5] - Capital expenditures for 2025 are budgeted at 262.2 billion yuan, focusing on exploration and development in key basins and upgrading refining and chemical projects [6][7] Group 2: Shanghai Film - The company reported a revenue of 361 million yuan in Q3 2025, a year-on-year increase of 101.6%, with a net profit of 86 million yuan, up 123.51% year-on-year [10][11] - The success of the film "Wang Wang Mountain Little Monster" significantly contributed to the revenue growth, with a box office exceeding 1.7 billion yuan [11][13] - The company is actively developing its IP business, with multiple upcoming projects expected to enhance future growth [11][13] Group 3: Foton Motor - Foton Motor's revenue for the first three quarters of 2025 reached 45.45 billion yuan, a year-on-year increase of 27.1%, with a net profit of 1.11 billion yuan, up 157.5% year-on-year [15][16] - The company achieved a market share of 12.6% in heavy truck wholesale, the highest in 10 years, with significant growth in both domestic and export sales [16][17] - The annualized ROE improved to the highest level since 2013, reflecting enhanced profitability and cash flow quality [18][19] Group 4: Bojun Technology - Bojun Technology reported a revenue of 4.075 billion yuan in the first three quarters of 2025, a year-on-year increase of 42.36%, with a net profit of 627 million yuan, up 70.47% year-on-year [20][21] - The company is expanding its production capacity and has established multiple subsidiaries across key regions, enhancing its operational efficiency [22][23] - The human-robot business is steadily advancing, with ongoing collaborations in intelligent robotics [22][23] Group 5: Dingyang Technology - Dingyang Technology achieved a revenue of 431 million yuan in the first three quarters of 2025, a year-on-year increase of 21.67%, with a net profit of 111 million yuan, up 21.49% year-on-year [24][25] - The company is focusing on high-end product development, with significant growth in high-end product sales [25][26] - The overall gross margin remains high at 61.13%, reflecting effective cost management and product pricing strategies [26] Group 6: KEBODA - KEBODA reported a revenue of approximately 17.33 billion yuan in Q3 2025, a year-on-year increase of 11.76%, with a net profit of about 2.18 billion yuan [27][28] - The company is expanding its global presence, with overseas revenue growth outpacing domestic markets [28][29] - KEBODA's acquisition of intelligent technology is expected to enhance its product offerings and market competitiveness [29][30] Group 7: Desay SV - Desay SV reported a revenue of approximately 76.92 billion yuan in Q3 2025, a year-on-year increase of 5.63%, with a net profit of about 5.65 billion yuan [31][32] - The company is focusing on expanding its product structure and optimizing customer relationships to mitigate short-term performance pressures [32][33] - Desay SV is actively exploring new business areas, including smart transportation and autonomous delivery [33][34] Group 8: Aishide - Aishide reported a revenue of 393.75 billion yuan in the first three quarters of 2025, a year-on-year decrease of 31.47%, with a net profit of 33.7 million yuan [35][36] - The company is undergoing a strategic adjustment to focus on high-margin core businesses, showing signs of operational improvement [36][37] - Aishide is establishing an industry fund to invest in emerging technologies, enhancing its growth potential [38][39]

Group 1 - China Mobile's controlling shareholder, China Mobile Group, plans to transfer 41.98 million shares (0.19% of total shares) to China National Petroleum Corporation [1] - Strong瑞 Technology intends to invest 70 million yuan to acquire 35% equity in aluminum cooling technology company, which supplies components for NVIDIA AI servers [2] - Pingtan Development's stock price has increased over 100% in the last eight trading days, indicating significant abnormal trading behavior [3] Group 2 - Hezhong China warns of irrational speculation risk as its stock price has surged 61.23% over five consecutive trading days, significantly deviating from its fundamentals [4] - TCL Technology's participation in the restructuring plan of Suning Group has not been approved by creditors, leading to uncertainties in the restructuring process [5] - Huitian New Materials has signed a strategic cooperation agreement with Taiblue New Energy to collaborate in solid-state batteries and key materials [6] Group 3 - Han Jian He Shan has signed a procurement contract worth 207 million yuan with China Nuclear Industry Huaxing Construction, accounting for 26.29% of its audited revenue for 2024 [7] - Actual controller of Baihehua, Chen Lirong, mistakenly reduced his holdings by 160,000 shares but has since repurchased the same amount [8][9] - Yaxing Chemical is planning to acquire control of Tianyi Chemical through a combination of share issuance and cash payment, leading to a stock suspension [10] Group 4 - Shenghui Integration's shareholder, Suzhou Shengzhan, has terminated its plan to reduce holdings of up to 620,000 shares, having already reduced 565,500 shares [11] - North Bay Port reported a 22.73% year-on-year increase in cargo throughput in October [12] - Jiangling Motors experienced an 8.06% year-on-year increase in automobile sales in October [12]

Core Insights - Dingyang Technology announced the official launch of its new generation multi-channel coherent microwave signal generator SSG6M80A series on November 3, 2025 [2] Product Overview - The frequency coverage of the SSG6M80A series ranges from 9kHz to 20GHz [2] - The frequency resolution can reach 0.001Hz [2] - The phase noise is as low as -136dBc/Hz at 1GHz with a 10kHz offset [2] Market Application - The product is designed to adapt to various complex scenarios, providing industry users with more efficient and reliable microwave signal generation solutions [2]

Core Viewpoint - Dingyang Technology (688112.SH) announced the official launch of its new generation multi-channel phase-coherent microwave signal generator SSG6M80A series on November 3, 2025, showcasing significant advancements in technology and product development [1] Product Details - The SSG6M80A series covers a frequency range from 9kHz to 20GHz with a frequency resolution of up to 0.001Hz and a phase noise as low as -136dBc/Hz (@1GHz, 10kHz offset) [1] - Two power amplifier modules were introduced: one covering 9kHz-26.5GHz and the other 16GHz-40GHz, providing saturated output power and catering to diverse testing needs [1] Strategic Importance - The new products represent a high-end series, reflecting the company's technological innovation and product development capabilities [1] - This launch is a significant milestone in the company's ongoing innovation journey in the high-end RF microwave instrument sector, contributing positively to the company's core competitiveness and future development [1]

Core Insights - The company has officially launched a new generation of multi-channel coherent microwave signal generators, the SSG6M80A series, which covers a frequency range from 9kHz to 20GHz with a frequency resolution of up to 0.001Hz and a phase noise as low as -136dBc/Hz at 1GHz with a 10kHz offset [1] Product Features - The SSG6M80A series allows for stable output of coherent signals from single or multiple devices, with independent adjustment of frequency, phase, and amplitude between channels, supporting relative phase difference adjustments [1] - The product features ultra-low phase noise characteristics, ensuring minimal impact from the signal source's noise on the testing system, which is crucial for accurately assessing the performance of high-sensitivity receivers [1] - High purity spectral output provides reliable signal quality assurance for testing complex components, modules, and systems under extreme conditions [1] - The product also boasts excellent power output performance, supports FM/PM analog modulation, pulse modulation (optional), pulse train generation, and user-defined pulse sequences (optional), ensuring high stability and output precision with a high-performance OCXO reference source [1] Amplifier Modules - The company has also released two power amplifier modules: one covering 9kHz-26.5GHz and another covering 16GHz-40GHz [2] - The 9kHz-26.5GHz amplifier module offers a saturated output power of 26.5dBm in the 20GHz band, with small signal gain ranging from 11-14dB, featuring a standard 2.92mm RF interface to simplify system integration for various broadband testing applications [2] - The 16GHz-40GHz amplifier module focuses on high-performance requirements in the millimeter-wave frequency range, providing a gain of 17-20dB and a saturated output power of 29dBm, equipped with a 2.4mm RF interface to maintain excellent signal integrity at high frequencies, suitable for 5G millimeter-wave communication and high-speed data transmission applications [2]

Investment Rating - The report maintains a "Recommended" investment rating for the company [1][8]. Core Insights - The company achieved a revenue of 431 million yuan in the first three quarters of 2025, representing a year-over-year growth of 21.67%, with a net profit attributable to shareholders of 111 million yuan, also up by 21.49% year-over-year [3][7]. - The company has a well-established product matrix in oscilloscopes and has shown significant growth in high-resolution digital oscilloscopes and RF microwave products, with revenue growth rates of 95.40% and 80.10% respectively in the domestic market [7]. - The company is a research-driven high-tech enterprise focused on the development and innovation of general electronic testing and measurement instruments, recognized as a key "little giant" enterprise by the state [7]. - The company continues to push its high-end development strategy, with R&D investment in Q3 2025 reaching 36.81 million yuan, a 42.65% increase year-over-year, accounting for 24.11% of revenue [7]. - The product structure has been optimized, with high-end, mid-range, and low-end products accounting for 30%, 49%, and 21% of revenue respectively, and high-end product revenue growing by 51.22% [7]. Financial Summary - The company forecasts revenues of 497 million yuan for 2024, 597 million yuan for 2025, and 716 million yuan for 2026, with corresponding net profits of 143 million yuan, 180 million yuan, and 223 million yuan [6][9]. - The gross margin is expected to remain stable at around 63% from 2025 to 2027, while the net margin is projected to improve from 24% in 2025 to 26% in 2027 [10]. - The company's return on equity (ROE) is expected to increase from 9.1% in 2025 to 13.3% in 2027, indicating improved profitability [10]. Valuation Metrics - The price-to-earnings (P/E) ratio is projected to decrease from 44.1 in 2025 to 28.3 in 2027, suggesting a more attractive valuation over time [10]. - The price-to-book (P/B) ratio is expected to remain stable around 4.0 to 3.8 from 2025 to 2027 [10].

Core Viewpoint - Dingyang Technology (688112.SH) announced the official launch of its new generation multi-channel phase-coherent microwave signal generator SSG6M80A series on November 3, 2025, showcasing significant advancements in technology and product development [1] Product Details - The SSG6M80A series covers a frequency range from 9kHz to 20GHz with a frequency resolution of up to 0.001Hz and a phase noise as low as -136dBc/Hz (@1GHz, 10kHz offset) [1] - Two power amplifier modules were introduced: one covering 9kHz-26.5GHz and the other 16GHz-40GHz, providing saturated output power and catering to diverse testing needs from low frequency to millimeter-wave bands [1] Strategic Importance - The new products represent a high-end series, reflecting the company's technological innovation and product development capabilities [1] - This launch is a significant milestone in the company's ongoing innovation journey in the high-end RF microwave instrument sector, contributing positively to the company's core competitiveness and future development [1]