证券代码：688210 证券简称：统联精密 公告编号：2025-055 深圳市泛海统联精密制造股份有限公司 的专项报告 本公司及董事会全体成员、监事会全体成员、高级管理人员保证公告内容真 实、准确和完整，并对公告中的虚假记载、误导性陈述或者重大遗漏承担责任。 根据《上市公司募集资金监管规则》《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》及《上海证券交易所科创板股票上市规则》等有 关法律、法规及相关文件的规定以及公司《深圳市泛海统联精密制造股份有限公 司募集资金管理制度》，深圳市泛海统联精密制造股份有限公司（以下简称"公 司"或"本公司"）董事会现将公司 2025 年半年度募集资金存放、管理与实际使 用情况报告如下： 一、募集资金基本情况 二、募集资金管理情况 （一）实际募集资金金额、资金到账时间 经中国证券监督管理委员会于 2021 年 11 月 2 日出具《关于同意深圳市泛海 统联精密制造股份有限公司首次公开发行股票注册的批复》（证监许可[2021]3470 号），公司 2021 年 12 月于上海证券交易所向社会公众公开发行人民币普通股（A 股）20,000,000 股，发行价为 4 ...

Overview - The company, Shenzhen Panhai Tonglian Precision Manufacturing Co., Ltd., announced a provision for asset impairment totaling 12,448,689.24 RMB for the first half of 2025, reflecting its financial status as of June 30, 2025 [1][2]. Impairment Provision Details - The total impairment provision consists of credit impairment losses amounting to 1,714,303.40 RMB and asset impairment losses of 10,734,385.84 RMB, primarily due to inventory write-downs [2]. - Credit impairment losses were assessed based on expected credit losses and individual identification methods for notes receivable, accounts receivable, and other receivables [2]. - Asset impairment losses were determined through impairment testing of long-term assets, particularly inventory, where the cost exceeded the net realizable value [2]. Impact on Financials - The impairment provisions are not audited and will be finalized based on the annual audit by the accounting firm, ensuring compliance with accounting standards and reflecting the company's financial condition accurately [2]. - The provisions are in accordance with the relevant accounting policies and regulations, and they will not affect the company's normal operations [2].

Core Points - The article outlines the information disclosure management system of Shenzhen Panhai Tonglian Precision Manufacturing Co., Ltd, emphasizing the importance of timely and accurate information disclosure to protect the rights of the company and its investors [2][3][4]. Group 1: General Principles - Information disclosure obligations must be fulfilled timely and legally, ensuring that the information is true, accurate, complete, and easy to understand [3][4]. - All investors must receive disclosed information simultaneously, with no advance disclosure to any individual or organization [3][4]. - The company and its related parties must adhere to laws and regulations regarding the disclosure of insider information [3][4][5]. Group 2: Disclosure Obligations - The company must disclose information that could significantly impact stock trading prices or investment decisions [2][3]. - Information disclosure obligations apply to directors, senior management, major shareholders, and other relevant parties [2][3]. - The company must disclose information through the Shanghai Stock Exchange and other approved media [4][5]. Group 3: Types of Disclosure Documents - The main types of disclosure documents include prospectuses, fundraising documents, listing announcements, periodic reports, and temporary reports [15][16]. - The company must ensure that all information in these documents is verified and signed by responsible parties [16][17]. Group 4: Periodic Reporting - The company is required to disclose annual, semi-annual, and quarterly reports within specified timeframes [10][11]. - Annual reports must include comprehensive financial data and be audited by a qualified accounting firm [10][11]. - The company must announce any inability to meet reporting deadlines along with reasons and expected timelines [10][11]. Group 5: Temporary Reporting - Temporary reports must be issued for significant events that could affect stock prices, including major transactions, legal issues, or changes in management [14][15]. - The company must disclose the nature and potential impact of these significant events promptly [15][16]. Group 6: Responsibilities and Management - The board of directors is responsible for overseeing the information disclosure process, with the board secretary managing the day-to-day operations [26][27]. - All departments and subsidiaries must report relevant information to the board secretary to ensure compliance with disclosure obligations [28][29].

Meeting Information - The company's shareholder meeting is scheduled for September 15, 2025 [1] - Voting will be conducted through a combination of on-site and online methods [1][3] - The online voting system will be the Shanghai Stock Exchange's shareholder meeting online voting system [1][2] Voting Procedures - Voting will occur on the same day as the meeting, with specific time slots for both trading and internet platforms [1][3] - Shareholders must complete identity verification to vote on the internet platform [3][4] - Invalid votes will be counted if shareholders exceed their voting rights [4] Agenda Items - The meeting will review and vote on the proposal to amend the "Compensation and Assessment Management System for Directors, Supervisors, and Senior Management" [2] - The proposal has already been approved by the company's board and supervisory committee [2] Attendance and Registration - Shareholders registered by the close of trading on September 8, 2025, are eligible to attend [5] - Registration for the meeting will take place on September 11, 2025, at the company's office [5][6] - Specific documentation is required for both individual and institutional shareholders to register [6] Additional Information - The meeting will last half a day, and attendees are responsible for their own travel and accommodation expenses [6] - Contact information for inquiries regarding the meeting is provided [6][7]

General Principles - The company establishes an external investment management system to standardize investment decision-making processes, ensuring scientific, standardized, and transparent decisions while safeguarding the interests of the company and its shareholders [1][2] - External investments are defined as various investment activities using monetary funds, securities, and other legally permitted asset forms to implement the company's development strategy and enhance competitiveness [2] Investment Principles - External investments must comply with national laws and regulations, align with the company's strategic direction, and optimize the investment portfolio [3] - Investments involving raised funds must adhere to relevant regulations and the company's fundraising management system [3][4] Organizational Structure and Responsibilities - The decision-making bodies for external investments include the shareholders' meeting, board of directors, and general manager, each with defined authority [6][7] - The board of directors is responsible for coordinating and analyzing investment projects, while the general manager oversees the implementation of investments [7][8] Approval Process - External investment plans are categorized into short-term and long-term investments, with specific approval processes for each type [14][15] - Significant investment transactions must be submitted for board review and timely disclosure if they meet certain thresholds related to total assets, transaction amounts, and profit contributions [15][16] Termination and Transfer of Investments - The company may terminate investments under specific circumstances, such as project completion or financial insolvency [23][24] - Investment transfers must comply with legal regulations and follow the same approval procedures as initial investments [26][27] Financial Management and Auditing - The finance department is responsible for comprehensive financial records of external investments, ensuring detailed accounting and regular reporting from subsidiaries [33][34] - Regular audits of investment projects are conducted to ensure compliance and address any identified issues [37][38] Additional Provisions - The management system is subject to revisions based on changes in national laws or company regulations, with the board of directors responsible for interpretation and amendments [41][42]

General Principles - The purpose of the fundraising management system is to standardize the management of funds raised by the company, improve the efficiency of fund usage, and protect the legitimate rights and interests of investors [1][2] - The funds raised refer to the capital obtained through the issuance of securities to unspecified objects, excluding funds raised for equity incentive plans [1] Fund Storage - The company must store the raised funds in a special account approved by the board of directors, and these funds cannot be used for other purposes [2][3] - A tripartite supervision agreement must be signed with the sponsor institution and the commercial bank within one month of the funds being received [2][3] Fund Usage - The company is required to disclose specific arrangements for the use of raised funds, focusing on technology innovation [4][5] - Funds must be used according to the planned usage stated in the issuance application documents, and any significant changes must be announced promptly [5][6] - The company can replace self-raised funds with raised funds within six months after the funds are received [6][7] Changes in Fund Usage - Any changes in the use of raised funds must be approved by the board of directors and the shareholders' meeting, with clear disclosure of the reasons and new project details [9][10] - The company must ensure that any new investment projects have good market prospects and profitability [10][11] Management and Supervision - The company must provide accurate and complete disclosures regarding the actual use of raised funds [12][13] - The sponsor institution or independent financial advisor is responsible for ongoing supervision and must report any irregularities to regulatory authorities [12][13]

Core Viewpoint - The document outlines the foreign exchange hedging management system of Shenzhen Panhai Tonglian Precision Manufacturing Co., Ltd, aiming to standardize operations and mitigate foreign currency exchange risks through various hedging activities [1][2]. Group 1: General Principles - The foreign exchange hedging activities are defined as measures taken to avoid and mitigate exchange rate or interest rate risks, including but not limited to forward foreign exchange transactions, foreign exchange swaps, interest rate swaps, and foreign exchange options [1][2]. - The company is prohibited from engaging in foreign exchange transactions solely for profit, emphasizing that all activities must be based on normal business operations and aimed at risk mitigation [2][3]. - All foreign exchange hedging transactions must be conducted with qualified financial institutions approved by the State Administration of Foreign Exchange and the People's Bank of China [2][3]. Group 2: Responsibilities and Approval Authority - The board of directors and the shareholders' meeting serve as the approval decision-making bodies for foreign exchange hedging activities, requiring a feasibility analysis report for transactions exceeding certain thresholds [4][5]. - The company must operate within the approved limits and cannot engage in transactions before obtaining necessary approvals [4][5]. Group 3: Internal Management and Procedures - The document specifies the internal operational processes for foreign exchange hedging, including planning, fund allocation, and daily management, with oversight from the audit department [5][6]. - In the event of significant exchange rate fluctuations, the finance department is responsible for timely analysis and reporting to senior management for appropriate action [6][7]. Group 4: Information Security Measures - All personnel involved in foreign exchange hedging must adhere to confidentiality protocols, ensuring that sensitive information regarding transactions and financial status is not disclosed without authorization [6][7]. Group 5: Risk Reporting and Management - The finance department must report any losses that exceed 10% of the company's audited net profit from the previous year, along with necessary remedial measures [7][8]. - The company is required to reassess the effectiveness of hedging relationships and disclose any discrepancies in expected outcomes [7][8].

Core Viewpoint - The company has established an investor relations management system to enhance communication with investors, improve corporate governance, and increase overall company value [2][4]. Group 1: Principles and Objectives of Investor Relations Management - The basic principles of the company's investor relations management include compliance, equality, proactivity, and honesty [3][4]. - The objective of investor relations management is to provide an objective, truthful, accurate, and complete representation of the company's actual situation, thereby enhancing investor understanding and company value [4][5]. Group 2: Responsibilities and Organization - The chairman of the board is the primary responsible person for investor relations management, with the board secretary acting as the head of this function [4][5]. - The securities department is responsible for executing investor relations management tasks, including communication with investors and handling inquiries and complaints [5][6]. Group 3: Communication Channels and Methods - The company will utilize multiple channels and platforms for investor relations management, including phone, email, and online platforms to ensure effective communication [9][10]. - Regular reports, investor meetings, and public relations activities will be organized to maintain engagement with investors [10][11]. Group 4: Handling of Investor Relations Emergencies - The company has outlined procedures for managing investor relations during crises, such as negative media coverage or significant legal issues, including timely communication and potential announcements [26][28]. - In the event of major operational declines or losses, the company will analyze the causes and communicate them transparently to investors [30][31].

General Principles - The compensation and assessment management system aims to standardize the compensation management for the board of directors and senior management, enhancing operational efficiency and management standards [1] - The system is based on principles such as the unity of social and economic benefits, the combination of labor distribution with responsibilities, rights, and interests, and alignment with the company's annual performance and market compensation levels [1][2] Management Structure - The shareholders' meeting is responsible for reviewing the compensation of directors, while the board of directors is responsible for reviewing the compensation of senior management [2] - The compensation and assessment committee of the board is authorized to formulate compensation standards, plans, and assessment methods for directors and senior management [2] Compensation System - The compensation level for directors is determined by referencing industry standards and the company's actual situation [2][3] - Independent directors receive a maximum pre-tax allowance of 150,000 yuan per year, while non-independent directors not employed by the company do not receive any compensation [2][3] - The fixed salary for employed non-independent directors and senior management consists of a fixed salary and performance-based salary, which is managed according to their actual performance [3][4] Assessment System - Directors undergo annual assessments based on their diligence, capability, and any penalties from regulatory bodies [5] - Senior management's assessment methods change according to their job position changes within the fiscal year [5] Implementation and Amendments - The system is subject to approval by the shareholders' meeting and can be amended as necessary [6] - The system takes effect upon approval by the shareholders' meeting and is interpreted by the compensation and assessment committee of the board [6]

Core Viewpoint - The external guarantee management system of Shenzhen Pan Hai Tong Lian Precision Manufacturing Co., Ltd. aims to regulate the company's external guarantee behavior, effectively control guarantee risks, prevent financial risks, ensure stable operations, and promote healthy development [1][2]. Group 1: General Principles - The company’s external guarantees must adhere to principles of equality, voluntariness, fairness, integrity, mutual benefit, strictness, prudence, legal compliance, and standardized operations [2]. - External guarantees require approval from the board of directors or shareholders' meeting, and subsidiaries cannot provide guarantees without the company's approval [2][3]. Group 2: Qualification of Guaranteed Parties - The company can provide guarantees for entities with independent legal status and strong debt repayment capabilities, including mutual guarantee units, entities with significant business relationships, and wholly-owned or controlling subsidiaries [6]. - Additional conditions for guaranteed parties include good credit, strong capital strength, effective management capabilities, good asset liquidity, and sufficient cash flow during the repayment period [7]. Group 3: Approval Procedures - The highest decision-making body for external guarantees is the shareholders' meeting, with the board of directors exercising decision-making authority based on relevant regulations [9]. - Prior to deciding on a guarantee, the company must conduct thorough investigations into the applicant's business and financial status, and submit a report for approval [10]. Group 4: Management of External Guarantees - The finance department is responsible for managing external guarantees, including conducting credit analysis, overseeing guarantee procedures, and monitoring the financial status of guaranteed parties [24][25]. - The company must maintain proper documentation and regularly verify the completeness and accuracy of guarantee-related materials [26]. Group 5: Accountability - The company will hold responsible parties accountable for any losses incurred due to violations of the guarantee management system [33][34]. - Any unauthorized signing of guarantee contracts by directors or senior management will result in liability for the incurred losses [35].