山東天岳先進科技股份有限公司 （於中華人民共和國註冊成立的股份有限公司） 股份代號：2631 全球發售 聯席賬簿管理人及聯席牽頭經辦人 聯席保薦人、保薦人兼整體協調人、整體協調人、聯席全球協調人、 整體協調人、聯席全球協調人、聯席賬簿管理人及聯席牽頭經辦人 聯席全球協調人、聯席賬簿管理人及聯席牽頭經辦人 山東天岳先進科技股份有限公司 山東天岳先進科技股份有限公司 C M Y CM MY CY CMY K Project 216 Cover V08T_32mm_CHI_OP.pdf 1 7/8/2025 7:02 PM 重要提示 重要提示：如閣下對本招股章程任何內容有任何疑問，應徵詢獨立專業意見。 SICC CO., LTD. 山東天岳先進科技股份有限公司 （於中華人民共和國註冊成立的股份有限公司） 全球發售 全球發售項下的發售股份數目 ： 47,745,700股H股（視乎超額配股權行使與 否而定） 香港發售股份數目 ： 2,387,300股H股（可予重新分配） 國際發售股份數目 ： 45,358,400股H股（可予重新分配及視乎超 額配股權行使與否而定） 最高發售價 ： 每股H股42.80港元，另加1.0%經 ...

Core Viewpoint - Tianyue Advanced (688234.SH), a leading company in the silicon carbide (SiC) sector, is progressing steadily towards its IPO in Hong Kong, having passed the listing hearing on July 30. The company is recognized for its significant market share in SiC substrates and is poised to become a major player in the "hard technology" field with its upcoming listing [1][2]. Group 1: Company Overview - Tianyue Advanced specializes in the research, production, and sales of SiC single crystal substrate materials, having been established in November 2010. It became the first domestic company focused on wide bandgap semiconductor materials to be listed on the Science and Technology Innovation Board in January 2022 [2][4]. - The company has rapidly increased its market share, projected to reach 22.8% in 2024, making it the second-largest player globally, following Wolfspeed [2][3]. Group 2: Financial Performance - From 2022 to 2024, Tianyue Advanced's revenue is expected to grow from 417 million yuan to 1.768 billion yuan, with a compound annual growth rate (CAGR) of 96.75%, significantly outpacing competitors like Wolfspeed [3][4]. - The company is forecasted to achieve a market share of nearly 26% by 2025, indicating its potential to become a global leader in the SiC substrate market [3]. Group 3: Technological Advancements - Tianyue Advanced holds 503 patents, including 198 invention patents, ranking among the top five globally in terms of SiC substrate-related patents. The company has received recognition for its technological breakthroughs, including a prestigious award from a Japanese semiconductor media outlet [4][10]. - The company has developed an innovative method for producing 8-inch SiC substrates without macro defects and plans to launch the first 12-inch SiC substrate in November 2024, enhancing production efficiency and reducing costs [9][10]. Group 4: Market Applications and Growth Potential - SiC materials are increasingly applied in various sectors, including electric vehicles, photovoltaic energy storage, and AI glasses. The SiC power device market in the electric vehicle sector is projected to grow from $2.31 billion in 2024 to $14.69 billion by 2030, with a CAGR of 36.1% [11][13]. - The rapid growth of AI glasses, which are expected to see a shipment increase of 82.3% in 2023, is closely linked to the application of SiC materials, indicating a promising second growth curve for Tianyue Advanced [13]. Group 5: Future Plans and Funding - The company plans to allocate 70% of its IPO proceeds to expand its production capacity for 8-inch and larger SiC substrates, while also enhancing its R&D capabilities to improve defect control and detection [14]. - Tianyue Advanced's strategic focus on expanding its market presence and product offerings positions it well for future growth in the rapidly evolving semiconductor landscape [14][15].

Core Viewpoint - Tianyue Advanced (688234.SH), a leading company in the silicon carbide (SiC) sector, is progressing steadily towards its IPO in Hong Kong, having passed the listing hearing on July 30. The company is recognized for its significant market share in SiC substrates and is poised to become a major player in the "hard technology" field with its upcoming listing [1][2]. Company Overview - Tianyue Advanced focuses on the research, production, and sales of SiC single crystal substrate materials since its establishment in November 2010. It became the first domestic company to list on the Sci-Tech Innovation Board, specializing in wide bandgap semiconductor materials [2][4]. - The company has rapidly increased its market share, projected to reach 22.8% in 2024, making it the second-largest player globally, following Wolfspeed [2][3]. Financial Performance - From 2022 to 2024, Tianyue Advanced's revenue is expected to grow from 417 million yuan to 1.768 billion yuan, with a compound annual growth rate (CAGR) of 96.75%, significantly outpacing competitors like Wolfspeed [3][4]. - The company is forecasted to achieve a market share of nearly 26% by 2025, indicating its potential to become a global leader in the SiC sector [3]. Technological Advancements - Tianyue Advanced holds 503 patents, including 198 invention patents, ranking among the top five globally in SiC substrate-related patents. The company has received recognition for its technological breakthroughs, including a prestigious award from a Japanese semiconductor media outlet [4][9]. - The company has developed an innovative method for producing 8-inch SiC substrates and plans to launch the first 12-inch SiC substrate in 2024, enhancing production efficiency and reducing costs [8][10]. Market Applications - SiC materials are increasingly utilized in various sectors, including electric vehicles, photovoltaic energy storage, and AI glasses. The SiC power device market in the electric vehicle sector is projected to grow from $2.31 billion in 2024 to $14.69 billion by 2030, with a CAGR of 36.1% [10][12]. - The rapid growth of AI glasses, which are expected to see a shipment increase of 82.3% in 2023, is closely linked to the application of SiC materials, enhancing user experience and reducing manufacturing complexity [12][10]. Strategic Initiatives - Tianyue Advanced plans to allocate 70% of its IPO proceeds to expand its production capacity for 8-inch and larger SiC substrates, focusing on quality and efficiency through automation [12][13]. - The company aims to enhance its R&D capabilities and defect control measures, further solidifying its market position and product offerings [13][9].

通过天眼查大数据分析，山东天岳先进科技股份有限公司共对外投资了13家企业，参与招投标项目42 次，知识产权方面有商标信息16条，专利信息598条，此外企业还拥有行政许可56个。 金融界消息 截至2025年8月8日收盘，天岳先进（688234）报收于61.78元，下跌1.15%，换手率1.39%， 成交量5.96万手，成交金额3.70亿元。 来源：金融界 资金流向方面，今日主力资金净流出1115.14万元，占比成交额3.01%。其中，超大单净流出2009.80万 元、占成交额5.43%，大单净流入894.65万元、占成交额2.42%，中单净流出流入1484.59万元、占成交 额4.01%，小单净流出369.44万元、占成交额1.0%。 天岳先进最新一期业绩显示，截至2025一季报，公司营业总收入4.08亿元、同比减少4.25%，归属净利 润851.82万元，同比减少81.52%，扣非净利润359.58万元，同比减少91.75%，流动比率2.157、速动比率 1.492、资产负债率29.42%。 天眼查商业履历信息显示，山东天岳先进科技股份有限公司，成立于2010年，位于济南市，是一家以从 事计算机、通信和其他电 ...

Group 1 - Meta CEO Mark Zuckerberg envisions "personal superintelligence" as a partner rather than a tool, aiming to redefine AI with AI glasses as the main computing device, potentially creating a trillion-dollar market [1] - AI glasses are expected to revolutionize the market, similar to how e-commerce transformed the internet, with companies like Tianyue Advanced becoming key suppliers in the global supply chain [2] - The core technology for AI glasses remains debated, with silicon carbide (SiC) optical waveguides emerging as the ideal choice due to their high refractive index and lightweight properties [3] Group 2 - The commercialization of SiC waveguides is anticipated to accelerate as market demand grows, with projections indicating over 60 million units shipped by 2030 [4] - The cost of SiC optical components is a significant barrier to widespread adoption, as they account for over 40% of the total cost of AR glasses [5] - The cost of SiC waveguides is expected to decrease significantly, with current costs around $1000 per piece, driven by improvements in manufacturing processes [6] Group 3 - Collaborations between companies like Tianyue Advanced and Sunny Optical aim to enhance the production of SiC waveguides, which will help reduce costs and increase supply capacity [7] - The market for SiC waveguides is projected to grow exponentially, with estimates suggesting a market size of 30 billion yuan in the AR sector by 2030 [8] - Tianyue Advanced is leading the industry in producing 12-inch SiC wafers, which will further lower costs and support the mass production of AR glasses [9]

Group 1 - The industrial development momentum in Huaiyin District is strong, with the industrial added value ranking among the top three in the city, and over 60 billion yuan invested in industrial projects in the past three years [1][2] - Huaiyin Economic Development Zone has been recognized as a third-generation semiconductor industry cluster in Jinan, achieving a full chain from substrate preparation to device packaging [1] - The district has implemented 25 new provincial and municipal technology projects and 87 provincial enterprise technology innovation projects, with Shandong CRRC being approved as a national technology innovation demonstration enterprise [1] Group 2 - The district is focusing on three development areas: Core Expansion Area, Health Industry Area, and High-end Equipment Area, aiming to promote new industrialization and accelerate the implementation of the industrial strong district plan [3] - The Core Expansion Area will focus on semiconductor equipment, packaging and testing, robotics, and CNC equipment, becoming the main battlefield for industrial manufacturing and technological innovation [3] - The Health Industry Area will leverage resources from the Jinan International Medical Center to cultivate the health industry as a new growth pole for Huaiyin District [3]

证券代码：688234 证券简称：天岳先进 公告编号：2025-050 山东天岳先进科技股份有限公司 第二届董事会第十四次会议决议公告 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、准确性和完整性依法承担法律责任。 山东天岳先进科技股份有限公司（以下简称"公司"）第二届董事会第十四次会议于2025年8月6日在公司 会议室以现场结合通讯方式召开。会议由董事长宗艳民先生主持，应出席会议的董事9名，实际出席会 议的董事9名。会议参与表决人数及召集、召开程序符合《中华人民共和国公司法》和《公司章程》的 有关规定，所作决议合法有效。 一、董事会会议审议情况 本次董事会会议审议并通过了以下议案： （一）审议通过《关于确认H股全球发售及在香港联合交易所有限公司上市相关事宜的议案》 董事会同意关于公司H股全球发售并在香港联合交易所有限公司上市（以下简称"本次发行上市"）的相 关安排，刊发符合相关法律法规要求的招股说明书及其他相关文件，处理H股发行程序及相关事项，并 授权相关人士按相关决议处理与本次发行上市有关的具体事务。 表决结果：9票同意，0票反对，0票弃权。 （二） ...

Group 1 - The company held its first extraordinary general meeting of 2025 on February 19, where it approved the draft of the revised Articles of Association applicable after the H-share issuance and listing [1][4] - The board of directors is authorized to make adjustments to the Articles of Association as necessary based on domestic and foreign laws, regulations, and the actual circumstances of the listing [1][4] - The board of directors convened its 14th meeting on August 6, 2025, to approve the necessary arrangements for the global offering of H-shares and listing on the Hong Kong Stock Exchange [4][6] Group 2 - The board approved the issuance of a prospectus and other related documents in compliance with legal requirements for the H-share issuance [6] - The board also approved the revision of the Articles of Association based on the authorization from the extraordinary general meeting and the recommendations from the Hong Kong Stock Exchange [6][5] - The voting results for both resolutions were unanimous, with 9 votes in favor and no votes against or abstaining [6]

证券日报网讯 8月6日晚间，天岳先进发布公告称，公司第二届董事会第十四次会议审议通过了《关于 确认H股全球发售及在香港联合交易所有限公司上市相关事宜的议案》《关于修订的议案》。 （编辑 楚丽君） ...

山东天岳先进科技股份有限公司 章 程 （草 案） （H 股发行上市后适用） | 第一章 | 总 | 则 | 1 | | --- | --- | --- | --- | | 第二章 | | 经营宗旨和范围 2 | | | 第三章 | 股 | 份 | 2 | | 第一节 | | 股份发行 | 2 | | 第二节 | | 股份增减和回购 5 | | | 第三节 | | 股份转让 | 7 | | 第四章 | | 股东和股东大会 8 | | | 第一节 | | 股 东 | 8 | | 第二节 | | 股东大会的一般规定 10 | | | 第三节 | | 股东大会的召集 14 | | | 第四节 | | 股东大会的提案与通知 15 | | | 第五节 | | 股东大会的召开 17 | | | 第六节 | | 股东大会的表决和决议 20 | | | 第五章 | | 董事会 | 24 | | 第一节 | | 董 事 | 24 | | 第二节 | | 董事会 | 28 | | 第三节 | | 董事会秘书 33 | | | 第六章 | | 总经理及其他高级管理人员 34 | | | 第七章 | | 监事会 | 35 | | 第一 ...