证券代码：688162 证券简称：巨一科技 公告编号：2025-035 安徽巨一科技股份有限公司 关于回购注销部分限制性股票的债权人通知公告 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。 一、通知债权人原因 安徽巨一科技股份有限公司（以下简称"公司"）于 2025 年 8 月 22 日召 开了第二届董事会第二十一次会议和第二届监事会第二十一次会议，审议通过 了《关于回购注销部分限制性股票的议案》，具体内容详见公司同日在上海证 券交易所网站（www.sse.com.cn）披露的《安徽巨一科技股份有限公司关于回 购注销部分限制性股票的公告》（公告编号：2025-034）。 根据《上市公司股权激励管理办法》（以下简称《管理办法》）及《公司 相关规定，公司 2022 年限制性股票激励计划第一类制性股票首次授予部分第三 个解除限售期及预留授予部分第二个解除限售期公司层面可解除限售比例为 0%， 需回购注销本期不得解除限售的限制性股票合计 98,000 股。 根据公司《激励计划（草案）》《管理办法》的相关规定，公司本次需以 本次限制 ...

Meeting Overview - The second meeting of the second supervisory board of Anhui Juyi Technology Co., Ltd. was held, with all supervisors confirming the accuracy and completeness of the announcement content [1] - The meeting was notified to all supervisors via email on August 12, 2025 [1] Financial Report Approval - The supervisory board approved the 2025 semi-annual report, confirming that it complies with relevant laws and internal regulations, and accurately reflects the company's financial status and operating results [1][2] - The voting result for the approval was unanimous, with 3 votes in favor [2] Fund Management - The supervisory board confirmed that the management of raised funds complies with regulations and that there are no violations or damages to shareholder interests [2] - The voting result for the special report on the use of raised funds was also unanimous, with 3 votes in favor [2] Auditor Appointment - The supervisory board proposed to reappoint Rongcheng Accounting Firm as the auditor for the 2025 fiscal year, citing their independence and professional competence [3] - The voting result for this proposal was unanimous, with 3 votes in favor, pending approval from the shareholders' meeting [3] Stock Incentive Plan - The supervisory board reported that the first category of restricted stock under the 2022 incentive plan has a 0% unlock ratio for the third release period, necessitating the repurchase and cancellation of 98,000 shares at a price of 18.31 yuan per share [4][5] - The voting result for the repurchase and cancellation was unanimous, with 3 votes in favor [5] Foreign Exchange Hedging - The supervisory board approved the company's plan to engage in foreign exchange hedging to mitigate risks from currency fluctuations, confirming compliance with legal and regulatory requirements [6] - The voting result for this proposal was unanimous, with 3 votes in favor, pending approval from the shareholders' meeting [6] Supervisory Board Structure Change - The supervisory board proposed to abolish the supervisory board and transfer its powers to the audit committee of the board of directors, in line with updated regulations [6] - The voting result for this proposal was unanimous, with 3 votes in favor, pending approval from the shareholders' meeting [6]

重要内容提示： （七） 涉及公开征集股东投票权 安徽巨一科技股份有限公司 关于召开2025年第二次临时股东会的通知 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。 投票股东类型 序号 议案名称 证券代码：688162 证券简称：巨一科技 公告编号：2025-040 本次股东会不涉及公开征集投票权。 A 股股东 非累积投票议案 《关于修订 <公司章程> 及部分规章制度并办理 √ 工商变更登记的议案》 上述议案已经公司第二届董事会第二十一次会议和和第二届监事会第二十一次 会议审议通过，具体内容详见公司于 2025 年 8 月 26 日刊载于《上海证券报》、 《 中 国 证 券 报 》、《 证 券 日 报 》、《 经 济 参 考 报 》 和 上 海 证 券 交 易 所 网 站 （www.sse.com.cn）的相关公告及文件。公司将在 2025 年第二次临时股东会召 开前，在上海证券交易所网站（www.sse.com.cn）披露《2025 年第二次临时股 东会会议资料》。 应回避表决的关联股东名称：无 三、 股东会投票注意事项 （ ...

Core Viewpoint - Anhui Juyi Technology Co., Ltd. emphasizes its commitment to enhancing shareholder value and maintaining transparency in its operations, focusing on core business areas and technological innovation to drive growth and profitability [1][3]. Group 1: Business Performance - The company operates in advanced manufacturing, specifically in intelligent equipment and electric control components for new energy vehicles, with a focus on quality over scale [1][2]. - In the first half of 2025, the company achieved a revenue of 1.899 billion yuan, representing a year-on-year growth of 25.99%, and a net profit attributable to shareholders of 39.79 million yuan, up 69.48% [2]. - The intelligent equipment segment generated approximately 1.117 billion yuan in revenue, while the new energy vehicle electric control components segment delivered 781 million yuan, reflecting year-on-year increases of 126.14% and 89.39% in unit deliveries [2]. Group 2: Research and Development - The company invested 136 million yuan in R&D during the first half of 2025, accounting for 7.14% of its revenue, and has accumulated 1,047 authorized patents and 194 software copyrights [2][3]. - The focus on innovation includes the development of high-performance dual motor controllers and AI applications in automotive intelligent equipment [3]. Group 3: Investor Relations and Transparency - The company prioritizes investor relations by ensuring timely and accurate information disclosure, including the use of visual aids to enhance report readability [3][5]. - Regular communication with investors is maintained through various platforms, including performance exchange meetings and dedicated hotlines [3][5]. Group 4: Governance and Compliance - The company adheres to strict governance practices, ensuring that management responsibilities are clearly defined and that there is no asset misappropriation or harm to minority shareholders [4][5]. - Continuous training and compliance reminders are provided to enhance the awareness and capabilities of the board and management [5]. Group 5: Future Outlook - The company will continue to evaluate its "Quality Improvement and Efficiency Enhancement Return Action Plan" and adapt to external market conditions while striving to enhance its core competitiveness [5].

Core Viewpoint - Anhui Juyi Technology Co., Ltd. has decided to abolish its supervisory board and amend its articles of association to enhance corporate governance and comply with relevant regulations [1][2]. Group 1: Abolishment of Supervisory Board - The company will no longer have a supervisory board, with the audit committee of the board of directors assuming the supervisory functions as per the Company Law and other relevant regulations [1][2]. - The existing rules regarding the supervisory board will be abolished, and the current supervisors will continue to perform their duties until the shareholders' meeting approves the abolishment [1][2]. Group 2: Amendments to Articles of Association - The amendments to the articles of association aim to improve the corporate governance structure in line with the requirements for companies listed on the Sci-Tech Innovation Board [2]. - Key changes include the designation of the chairman of the board as the legal representative of the company, and the stipulation that if the legal representative resigns, a new representative must be appointed within 30 days [3][4]. - Other amendments include clarifications on the issuance of shares, responsibilities of shareholders, and the rights and obligations of shareholders [4][5][6].

Core Viewpoint - The internal audit system of Anhui Ju Yi Technology Co., Ltd. aims to enhance the quality of internal audit work, protect investors' rights, and ensure compliance with relevant laws and regulations [2][3]. Summary by Sections General Principles - The internal audit system is established based on various laws and regulations, including the Company Law and Securities Law of the People's Republic of China [2]. - The system applies to the company and its subsidiaries, which include wholly-owned and controlling subsidiaries [2]. - Internal audit is defined as an evaluation activity conducted by the internal audit department to assess the effectiveness of internal controls, risk management, and the authenticity of financial information [2]. Principles of Internal Audit - Internal audit work must adhere to legality and compliance with national laws and company regulations [3]. - Independence is crucial; the audit department operates independently under the direct leadership of the audit committee [3]. - Objectivity and fairness are essential, with audits based on facts to accurately reveal issues [3]. Responsibilities and Division of Labor - The audit committee, part of the board of directors, oversees the audit work and is responsible for reviewing financial reports and internal control evaluations [3][4]. - The audit department is tasked with evaluating the completeness and effectiveness of internal controls and auditing financial data for legality and authenticity [4]. - Audited departments must cooperate with the audit process and provide necessary documentation [4]. Audit Workflow - The audit committee consists of members who are not senior management, ensuring independence [5]. - Audit personnel must possess relevant professional knowledge and adhere to ethical standards [5]. - The audit process includes planning, preparation, implementation, and reporting, with specific procedures outlined for each stage [6][7][8]. Audit Reporting and Follow-up - Audit reports must be issued within a month after the audit, and any discrepancies must be addressed promptly [8][9]. - The audit committee is responsible for disclosing relevant audit information as required by regulatory bodies [9][12]. Internal Audit Archives and Accountability - The management of internal audit archives follows national laws and company-specific regulations [10]. - Internal auditors who perform their duties diligently may receive rewards, while those who violate regulations face penalties [11][13]. Final Provisions - The internal audit system is subject to adjustments based on changes in relevant laws and regulations [13][19]. - The system becomes effective upon approval by the board of directors [19].

安徽巨一科技股份有限公司 信息披露管理制度 第一章 总 则 第一条 为了促进安徽巨一科技股份有限公司（以下简称"公司"或"本公 司"）的规范运作，规范信息披露行为，加强信息披露事务管理，确保信息披露 的真实、准确、完整、及时、公平，维护公司和投资者的合法权益，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》"）、《上市公司信息披露管理办法》、《上海证券交易所科创板股 票上市规则》（以下简称"《上市规则》"）及《安徽巨一科技股份有限公司章程》 等规定，结合公司实际，特制订本制度。 第二条 本制度所指信息主要包括： （一）公司依法公开对外发布的定期报告，包括中期报告和年度 报告； （二）公司依法公开对外发布的临时报告，包括股东会决议公告、董事会决 议公告、收购和出售资产公告、关联交易公告、补充公告、整改公告和其他重大 事项公告等，以及证券交易所认为需要披露的其他事项； （三）公司发行新股刊登的招股说明书、配股刊登的配股说明书、股票上市 公告书和发行可转债公告书等； （四）公司向中国证监会及其派出机构、证券交易所和有关政府部门报送的 可能对公司股票价格产生 ...

Core Viewpoint - The document outlines the management system for the shareholding and trading behavior of directors and senior management at Anhui Juyi Technology Co., Ltd, emphasizing compliance with relevant laws and regulations [1][2]. Summary by Sections Section 1: General Provisions - The system is established to strengthen the declaration, disclosure, and supervision of shares held by directors and senior management, in accordance with the Company Law and Securities Law of the People's Republic of China [1]. Section 2: Shareholding Definition and Notification - Shares held by directors and senior management include those registered in their names and those held through others' accounts, including shares in margin trading accounts [2]. - Prior to trading company stocks, directors and senior management must notify the securities affairs department in writing [2]. Section 3: Reporting Obligations - Directors and senior management must report personal information changes within specified timeframes, including within two trading days after their appointment or any changes in their declared information [2][3]. Section 4: Share Lock-up and Transfer Restrictions - The company can lock up shares held by directors and senior management, and additional transfer conditions may apply during public or private share issuances [3][4]. - Shares cannot be transferred under certain conditions, such as within one year of the company's stock listing or within six months after leaving the company [4]. Section 5: Trading Restrictions - Directors and senior management are prohibited from trading company stocks during specific periods, such as 15 days before annual or semi-annual reports [5]. Section 6: Transfer Limits - The maximum amount of shares that can be transferred annually is capped at 25% of the total shares held, with exceptions for certain circumstances [5][6]. Section 7: Reporting of Share Changes - Any changes in shareholding must be reported within two trading days, including details such as the number of shares before and after the change [7]. Section 8: Compliance and Enforcement - Violations of the regulations may result in penalties, and the company will handle violations based on severity [7][8].

Core Points - The company has established a share repurchase management system to regulate its share buyback behavior and protect investors' rights [1][2] - The repurchase is deemed necessary to maintain company value and shareholder rights under specific conditions [2][4] - The board of directors must carefully consider the company's financial status and ensure that the repurchase does not harm the interests of shareholders and creditors [2][4] Summary by Sections General Provisions - The share repurchase system is based on relevant laws and regulations, including the Company Law and Securities Law [1] - The company must comply with legal requirements and ensure sustainable development while protecting shareholder interests [2][4] Conditions for Share Repurchase - The company can repurchase shares if the stock price falls below the net asset value per share or if there is a significant decline in stock price over a specified period [2][4] - The repurchase must not exceed 10% of the total issued shares and must be disclosed within three years after the repurchase [4][10] Implementation of Share Repurchase - The company must use legal funds for repurchase, including self-owned funds and funds raised through various financial instruments [10][11] - The repurchase plan must specify the number of shares or total funds to be repurchased, with clear upper and lower limits [11][12] Procedures and Information Disclosure - The company must disclose the repurchase proposal and the board's decision promptly, including details about the proposal and the reasons for the repurchase [24][29] - The company is required to report on the progress of the repurchase and any changes to the plan [33][34] Handling of Repurchased Shares - Repurchased shares must be handled according to the disclosed purposes, either for cancellation or transfer [38][39] - If shares are not transferred as disclosed, they must be canceled after a specified holding period [20][39]

Core Viewpoint - The document outlines the regulations governing the behavior of the controlling shareholders and actual controllers of Anhui Juyi Technology Co., Ltd., aiming to enhance corporate governance and ensure the company's healthy development [1]. Group 1: General Principles - The regulations are established to ensure that controlling shareholders and actual controllers act in good faith and in accordance with laws and the company's articles of association [1][2]. - Controlling shareholders and actual controllers must not abuse their rights to harm the interests of the company and other shareholders [1][2]. Group 2: Corporate Governance - Controlling shareholders and actual controllers are required to maintain the company's independence and ensure the integrity of its assets, personnel, finances, institutions, and operations [2][3]. - They must not infringe upon the company's rights to its assets and must handle asset transfers in accordance with legal and contractual obligations [2][3]. - Measures must be taken to prevent conflicts of interest and ensure independent decision-making in personnel, financial, and operational matters [3][4][5]. Group 3: Information Disclosure - Controlling shareholders and actual controllers must designate responsible personnel for information disclosure and cooperate with the company's disclosure obligations [6][7]. - They are required to notify the company of significant events that may impact the company's securities and cooperate in the disclosure process [6][7]. - Confidentiality of undisclosed significant information must be maintained, and any media reports that could affect the company's securities must be promptly addressed [8][9]. Group 4: Share Trading and Control Transfer - Controlling shareholders and actual controllers must comply with legal regulations when trading company shares and maintain control stability [10][11]. - Any transfer of control must be fair and reasonable, ensuring that the rights of the company and other shareholders are not compromised [10][11]. - Prior to transferring control, due diligence on the transferee's qualifications and intentions is required to ensure a fair transaction [10][11]. Group 5: Other Provisions - Controlling shareholders and actual controllers must ensure that their commitments are enforceable and provide guarantees for commitments with significant performance risks [12][13]. - The document is subject to daily supervision by the securities exchange and requires compliance with relevant laws and regulations [13].