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德科立: 无锡市德科立光电子技术股份有限公司关于修订及制定部分公司治理制度的公告
Zheng Quan Zhi Xing· 2025-08-29 16:52
证券代码:688205 证券简称:德科立 公告编号:2025-046 序 变更 是否提交股 无锡市德科立光电子技术股份有限公司 号 情况 东会审议 无锡市德科立光电子技术股份有限公司内幕信息 知情人登记管理制度 披露重大差错责任追究制度 关于修订及制定部分公司治理制度的公告 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、准确性和完整性承担个别及连带责任。 为进一步提升无锡市德科立光电子技术股份有限公司(以下简称"公司") 规范运作,维护公司及股东的合法权益,建立健全内部管理机制,根据《上海证 券交易所科创板股票上市规则》《上海证券交易所科创板上市公司自律监管指引 第 1 号——规范运作》等相关规定,公司于 2025 年 8 月 28 日召开第二届董事会 第十五次会议,审议通过了《关于修订及制定部分公司治理制度的议案》,结合 公司实际情况,公司对内部治理制度进行了梳理,修订及制定了部分公司治理制 度,具体如下: 特此公告。 无锡市德科立光电子技术股份有限公司董事会 制度 无锡市德科立光电子技术股份有限公司防范控股 股东及关联方资金占用管理制度 无锡市德科立 ...
德科立: 无锡市德科立光电子技术股份有限公司关于增加2025年度日常关联交易预计额度的公告
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Viewpoint - The company is increasing the estimated amount for daily related transactions in 2025 to support its operational needs, ensuring fair pricing and maintaining independence from related parties [1][4]. Group 1: Daily Related Transactions Overview - The estimated amount for daily related transactions in 2025 is set to not exceed 112.5 million yuan, approved by the board and shareholders [1][2]. - An additional estimated amount of 20 million yuan for daily related transactions was approved in a subsequent board meeting [2][3]. - The total estimated amount for related transactions now stands at 30 million yuan, with 10 million yuan already accounted for in the first half of 2025 [3][4]. Group 2: Related Parties and Relationships - The related party involved is Jiangsu Xinrong Semiconductor Co., Ltd., which is engaged in semiconductor manufacturing and sales [4][5]. - The company maintains a stable cooperative relationship with the related party, ensuring that transactions do not adversely affect its independence [5]. Group 3: Transaction Pricing and Necessity - Pricing for the transactions will follow fair pricing principles, referencing market prices or negotiated terms if market prices are unavailable [4][5]. - The increase in estimated daily related transactions is deemed necessary for the company's business development and operational stability [4][5]. Group 4: Compliance and Approval - The increase in estimated daily related transactions has been reviewed and approved by the board and audit committee, with related directors abstaining from voting [5]. - The sponsor, Guotai Junan Securities Co., Ltd., has no objections to the increase, confirming compliance with relevant regulations [5].
德科立: 无锡市德科立光电子技术股份有限公司关于2025年半年度募集资金存放与实际使用情况的专项报告
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Points - The report details the fundraising and usage status of Wuxi Dekeli Optoelectronic Technology Co., Ltd. for the first half of 2025, ensuring compliance with relevant regulations and protecting investor rights [1][4]. Fundraising Overview - The company raised a total of RMB 1,179,763,200.00 through its initial public offering (IPO) at a price of RMB 48.51 per share, with a net amount of RMB 1,094,353,980.82 after deducting issuance costs [1]. - As of June 30, 2025, the company has used RMB 238,462,655.47 for investment projects and RMB 288,300,000.00 for working capital, leaving a balance of RMB 633,887,328.35 in unused funds [1]. - The company also raised RMB 217,149,951.88 through a simplified procedure for issuing shares to specific targets, with a net amount of RMB 217,149,951.88 and a remaining balance of RMB 117,280,466.63 as of the same date [1][2]. Fund Management - The company has established a fundraising management system to ensure proper use and storage of funds, adhering to laws and regulations [1][2]. - A tripartite supervision agreement has been signed with the sponsor and the bank to regulate the management of the raised funds [1][2]. Fund Usage Status - As of June 30, 2025, the company has not used idle funds for temporary working capital or made any prior investments or replacements with the raised funds [3][4]. - The company has engaged in cash management with idle funds, investing in low-risk financial products, with a total of RMB 60,967,733.33 used in the current year for the IPO funds [3][5]. Project Implementation - The company has not changed the implementation location or method for any fundraising projects, and there are no significant changes in project feasibility [4][5]. - The company has reported that the investment projects related to the IPO are progressing, with specific projects such as the high-speed optical module production line and optical transmission subsystem development experiencing delays [4][5].
德科立: 无锡市德科立光电子技术股份有限公司2025年度提质增效重回报专项行动方案的半年度评估报告
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Viewpoint - The company has implemented a "Quality Improvement and Efficiency Enhancement" action plan for 2025, focusing on optimizing operations, governance, and investor returns to support high-quality economic development [2]. Group 1: Business Performance - The company reported a net profit attributable to shareholders of 28.09 million yuan, a decrease of 48.17% year-on-year, and a net profit of 19.11 million yuan after deducting non-recurring gains and losses, down 48.23% year-on-year [2]. - The company is focusing on the computing power sector, increasing R&D investment, and enhancing its core competitiveness through product line upgrades and global market expansion [2][3]. Group 2: R&D Investment - R&D investment reached 49.48 million yuan, accounting for 11.42% of revenue, supporting technological breakthroughs in high-end optical modules and other products [3]. - The company achieved small-scale trial production of 400G coherent modules and completed iterations of 400G/800G computing power products, with ongoing development of 1.6T ultra-high-speed modules [3][4]. Group 3: Governance Structure - The company has optimized its governance structure by canceling the supervisory board, with the audit committee of the board taking over supervisory functions to enhance efficiency and transparency [5][6]. - The company emphasizes compliance management and has conducted special inspections in key business areas to improve internal control systems [4][6]. Group 4: Investor Relations - The company has published 56 announcements in the first half of 2025, ensuring accurate and timely information disclosure, with a 100% response rate to investor inquiries [6][7]. - The company actively engages with investors through various channels, including telephone conferences and participation in events organized by the Shanghai Stock Exchange [6][7]. Group 5: Dividend Policy - The company has announced a cash dividend of 3.00 yuan per 10 shares, totaling 60.17% of the net profit attributable to shareholders for 2024, with cumulative cash dividends of 142 million yuan since 2022 [7]. - The company aims to maintain a reasonable dividend policy while focusing on core business and stable operations to ensure long-term investor returns [7]. Group 6: Management and Performance Alignment - The company has implemented a long-term incentive mechanism by granting restricted stock to 322 core technical and business personnel, aligning their interests with shareholder returns [8]. - The annual compensation plan for directors and senior management is closely linked to the company's performance and operational goals, promoting long-term stability and value enhancement [8].
德科立: 无锡市德科立光电子技术股份有限公司关于使用自有资金等方式支付募投项目部分款项后续以募集资金等额置换的公告
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Viewpoint - The company has approved the use of its own funds to pay for part of the fundraising project expenses, which will later be replaced with equivalent amounts from the raised funds, ensuring efficient management and compliance with regulations [1][5]. Group 1: Fundraising Overview - The company raised a total of RMB 217,149,951.88 through a specific stock issuance, with a net amount verified by an accounting firm [2]. - As of June 30, 2025, the company has utilized RMB 10,538.61 million of the planned investment total of RMB 21,715.00 million for its fundraising projects [2]. Group 2: Use of Own Funds - The company opted to use its own funds for certain project expenses due to restrictions on the fundraising account, particularly for overseas purchases [3][4]. - The process involves documenting transactions and ensuring that the funds are used solely for the intended projects, with a commitment to replace the used funds from the fundraising account within six months [4]. Group 3: Impact and Compliance - This approach is expected to enhance operational efficiency and ensure the smooth progress of fundraising projects without altering the intended use of the funds [4][5]. - The decision was approved by the company's board and audit committee, adhering to relevant legal and regulatory requirements [5].
德科立: 无锡市德科立光电子技术股份有限公司关于开立募集资金专户并签订募集资金专户监管协议的公告
Zheng Quan Zhi Xing· 2025-08-29 16:52
Fundraising Overview - The company, Wuxi Dekeli Optoelectronic Technology Co., Ltd., has received approval from the China Securities Regulatory Commission for a specific stock issuance, raising a total of RMB 217,149,951.88 after deducting issuance costs [1][2] - The issuance price was set at RMB 63.51 per share, with a par value of RMB 1.00 per share [1] Fund Management and Regulatory Compliance - A special fundraising account has been established at Bank of China (Thailand) for the project "Dekeli Overseas R&D Production Base Construction Project," ensuring compliance with relevant regulations and protecting the interests of minority investors [2][3] - The company has signed a four-party supervision agreement involving itself, the project implementation entity Taclink (Thailand) Co., Ltd., Guotai Junan Securities Co., Ltd., and Bank of China (Thailand) [2][3] Agreement Details - The agreement stipulates that the funds raised must be used solely for the designated project and cannot be diverted for other purposes [3][4] - The supervising party, Guotai Junan Securities, is responsible for ongoing oversight of the fund management and usage, conducting at least biannual inspections [4][5] - The agreement will remain effective until all funds are fully utilized and the account is legally closed [5]
德科立: 国泰海通证券股份有限公司关于无锡市德科立光电子技术股份有限公司使用自有资金等方式支付募投项目部分款项后续以募集资金等额置换的核查意见
Zheng Quan Zhi Xing· 2025-08-29 16:51
Group 1 - The articles discuss ongoing developments in the agricultural sector, particularly focusing on land usage and productivity metrics [1][2] - There is a mention of specific acreage figures, indicating that certain areas remain underutilized despite potential for growth [1][2] - The timeline for projected changes in land use and productivity extends to 2025, highlighting future expectations for the industry [1][2] Group 2 - The articles emphasize the importance of regulatory reviews and approvals in the agricultural sector, which may impact land development and usage [1][2] - There are references to ongoing assessments of land productivity, suggesting that current practices may not be fully optimized [1][2] - The discussion includes potential shifts in land management strategies as the industry looks towards future sustainability and efficiency [1][2]
德科立: 无锡市德科立光电子技术股份有限公司第二届董事会第十五次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 16:51
证券代码:688205 证券简称:德科立 公告编号:2025-039 无锡市德科立光电子技术股份有限公司 第二届董事会第十五次会议决议公告 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。 一、董事会会议召开情况 无锡市德科立光电子技术股份有限公司(以下简称"公司")第二届董事会 第十五次会议于 2025 年 8 月 28 日在公司会议室召开。本次会议的通知于 2025 年 8 月 18 日通过书面及电话等方式送达全体董事。本次会议应参加董事 9 名, 实际参加董事 9 名,会议由董事长桂桑先生主持,本次会议的召集、召开方式符 合《公司法》等法律、行政法规、部门规章、规范性文件和《公司章程》的规定。 二、董事会会议审议情况 (一)审议通过《关于 2025 年半年度报告及摘要的议案》 经审核,董事会认为公司《2025 年半年度报告》及摘要的编制和审核程序 符合有关法律、行政法规、规范性文件及《公司章程》的相关规定,报告内容能 够真实、准确、完整地反映公司的实际情况,不存在任何虚假记载、误导性陈述 或者重大遗漏。 表决结果:9 ...
德科立8月28日获融资买入2.19亿元,融资余额5.46亿元
Xin Lang Zheng Quan· 2025-08-29 02:04
Core Viewpoint - The stock of Dekoli has shown significant movement, with a 15.60% increase on August 28, 2023, and a trading volume of 1.807 billion yuan, indicating strong investor interest and activity in the market [1]. Financing Summary - On August 28, 2023, Dekoli had a financing buy-in amount of 219 million yuan and a repayment of 176 million yuan, resulting in a net financing purchase of 42.80 million yuan [1]. - As of August 28, 2023, the total financing and securities lending balance for Dekoli was 546 million yuan, which represents 2.96% of its circulating market value, indicating a high level of financing activity compared to the past year [1]. - The securities lending data showed no shares were sold or repaid on August 28, 2023, with a balance of 0 shares, placing it in a high percentile compared to the past year [1]. Company Overview - Dekoli, officially known as Wuxi Dekoli Optoelectronic Technology Co., Ltd., was established on January 31, 2000, and went public on August 9, 2022 [1]. - The company specializes in the research, production, and sales of optical transceiver modules, optical amplifiers, and optical transmission subsystems, primarily serving key national development areas such as communication trunk transmission and 5G networks [1]. - The revenue composition of Dekoli is as follows: transmission-related products account for 75.33%, access and data-related products for 23.54%, and other products for 1.13% [1]. Financial Performance - For the first half of 2025, Dekoli reported a revenue of 433 million yuan, reflecting a year-on-year growth of 5.93%, while the net profit attributable to shareholders decreased by 48.17% to 28.09 million yuan [2]. - Since its A-share listing, Dekoli has distributed a total of 142 million yuan in dividends [3]. Shareholder Structure - As of June 30, 2025, Dekoli had 9,508 shareholders, a decrease of 10.52% from the previous period, with an average of 9,395 circulating shares per shareholder, an increase of 47.14% [2]. - The top ten circulating shareholders include several new entrants, with notable holdings from funds such as Invesco Great Wall Quality Evergreen Mixed A and others, indicating a shift in institutional investment [3].
无锡市德科立光电子技术股份有限公司 关于2025年半年度募集资金存放 与实际使用情况的专项报告
Zheng Quan Ri Bao· 2025-08-29 01:13
Summary of Key Points Core Viewpoint The report provides a detailed account of the fundraising activities and the management of raised funds by Wuxi Dekeli Optoelectronic Technology Co., Ltd. It outlines the amounts raised, their usage, and compliance with regulatory requirements. Group 1: Fundraising Overview - The company raised a total of RMB 1,179,763,200.00 from its initial public offering (IPO) by issuing 24,320,000 shares at a price of RMB 48.51 per share, with a net amount of RMB 1,094,353,980.82 after deducting issuance costs [1][2] - In a subsequent offering, the company raised RMB 219,999,973.71 by issuing 3,464,021 shares at RMB 63.51 each, resulting in a net amount of RMB 217,149,951.88 after fees [2][30] Group 2: Fund Usage and Balances - As of June 30, 2025, the company has utilized RMB 526,762,655.47 from the IPO funds, leaving a balance of RMB 633,887,328.35 [2][3] - From the funds raised through the simplified procedure, RMB 105,386,112.54 has been used, with a remaining balance of RMB 117,280,466.63 [3] Group 3: Fund Management and Compliance - The company has established a fundraising management system in compliance with relevant laws and regulations, ensuring that funds are stored in dedicated accounts [4][31] - A tripartite agreement has been signed with the sponsor and the bank to regulate the management of the funds, ensuring investor protection [5][22] - The company has confirmed that there are no violations in the use of raised funds and has adhered to all disclosure requirements [17][37] Group 4: Cash Management - The company has approved the use of idle funds for cash management, allowing for investments in low-risk financial products, with a maximum of RMB 700 million allocated for such purposes [10][12] - As of June 30, 2025, the company had RMB 190 million in cash management products [12] Group 5: Project Implementation and Adjustments - There have been no changes in the implementation location or methods for the fundraising projects during the reporting period [13][16] - The company has approved extensions for certain fundraising project timelines, specifically for the "High-Speed Optical Module Production Line Expansion and Upgrade Project" [14]