苏州国芯科技股份有限公司 章程 中国·苏州 | ৰ্ম | | --- | | 第一节 | 股份发行 5 | | --- | --- | | 第二节 | 股份增减和回购 6 | | 第三节 | 股份转让 7 | | 第一节 | 股东的一般规定 8 | | 第二节 | 控股股东和实际控制人 11 | | 第三节 | 股东会的一般规定 12 | | 第四节 | 股东会的召集 15 | | 第五节 | 股东会的提案与通知 17 | | 第六节 | 股东会的召开 18 | | 第七节 | 股东会的表决和决议 21 | | 第一节 | 董事 25 | | 第二节 | 董事会 28 | | 第三节 | 独立董事 31 | | 第四节 | 董事会专门委员会 34 | | 第一节 | 财务会计制度 37 | | 第二节 | 利润分配 37 | | 第三节 | 内部审计 40 | | 第四节 | 会计师事务所的聘任 41 | | 第一节 | 通知 42 | | 第二节 | 公告 42 | | 第一节 | 合并、分立、增资和减资 43 | | --- | --- | | 第二节 | 解散和清算 44 | | 第十一章 | 附则 ...

证券代码：688262 证券简称：国芯科技 公告编号：2025-052 苏州国芯科技股份有限公司 关于完成工商变更登记并换发营业执照的公告 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、准确性和完整性依法承担法律责任。 住所：苏州市高新区汾湖路 99 号狮山总部经济中心 1 号楼 经营范围：微电子技术与产品的设计、开发、生产；集成电路工程技术培训； 软件工程及技术服务；经营本企业自产产品及技术的出口业务；经营本企业生产、 科研所需的原辅材料、仪器仪表、机械设备、零配件及技术的进口业务（国家限 定公司经营和国家禁止进出口的商品及技术除外）；经营进料加工和"三来一补" 1 苏州国芯科技股份有限公司（以下简称"公司"）于 2025 年 4 月 14 日召开 第二届董事会第二十七次会议及第二届监事会第二十六次会议，审议通过了《关 于取消监事会、增加经营范围、变更注册地址并修订<公司章程>的议案》，具体 内容详见公司于 2025 年 4 月 15 日在上海证券交易所网站（www.sse.com.cn）上 披露的《关于取消监事会、增加经营范围、变更注册地址并修订<公 ...

证券代码：688262 证券简称：国芯科技 公告编号：2025-051 苏州国芯科技股份有限公司 关于自愿披露公司研发的抗量子密码卡新产品内部测试成 功的公告 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、准确性和完整性依法承担法律责任。 苏州国芯科技股份有限公司（以下简称"公司"或"国芯科技"）研发的抗 量子密码卡新产品CCUPHPQ01于近日在公司内部测试中获得成功。现将相关事 项公告如下： 一、新产品的基本情况 公司研制的抗量子密码卡CCUPHPQ01是一款基于抗量子密码算法与经典国密 算法相结合，以公司自主设计研发的CCP1080T安全芯片为主控芯片，外加一颗国 产FPGA芯片而设计完成的高性能密码安全产品。该产品遵循国家密码管理局关于 密码模块、PCIe密码卡等相关技术规范，支持SM1、SM2、SM3、SM4等国密算法， 同时支持主流的抗量子密码算法，如Kyber512/Kyber768/Kyber1024加密算法、 Dilithium2/Dilithium3/Dilithium5数字签名算法等，其中：抗量子密码算法 Kyber512密钥生成速 ...

Market Performance - On June 17, 2025, A-shares saw a collective decline with the Shanghai Composite Index down 0.04%, the Shenzhen Component Index down 0.12%, and the ChiNext Index down 0.36%. Over 2900 stocks fell, with total market turnover at 1.2371 trillion yuan, a decrease of 6.4 billion yuan from the previous day [2] - Hong Kong stocks also experienced a downturn, with the Hang Seng Index falling 0.34% to close at 23980.30 points, and total trading volume at 202.144 billion HKD. The Hang Seng China Enterprises Index dropped 0.4%, while the Hang Seng Tech Index decreased by 0.15% [2] - In the US market, major indices fell, with the S&P 500 down 0.84% to 5982.72 points, the Nasdaq Composite down 0.91% to 19521.09 points, and the Dow Jones Industrial Average down 0.7% to 42215.8 points [2] New Stock Offerings - There were no new stock subscriptions or listings on this day [3] Foreign Investment Trends - In May, foreign investment in domestic stocks increased compared to the previous month, with a net inflow of 33 billion USD from non-bank sectors, including enterprises and individuals. The trade in goods maintained a high net inflow, while other capital outflows remained stable [4] - The foreign exchange market showed a balanced supply and demand, with banks transitioning to a surplus in foreign exchange settlements and sales. The overall economic stability in China is expected to support the healthy operation of the foreign exchange market [4]

Group 1 - The 2025 Lujiazui Forum opens today, focusing on financial reform and international cooperation to boost global economic growth [2] - The U.S. Senate passes the "Genius Act," marking a significant step in cryptocurrency legislation, aimed at clarifying regulations for digital assets [3] - The State-owned Assets Supervision and Administration Commission encourages state-owned enterprise funds to invest early and in smaller amounts to promote technological innovation [4] Group 2 - Major banks are discontinuing long-term large-denomination certificates of deposit (CDs) as interest rates decline, with the maximum term now being two years [5] - The Israeli ambassador to the U.S. requests a defensive posture from the U.S. amid rising tensions with Iran, with oil prices potentially soaring to $120 [6] - Multiple listed companies have announced share buyback plans, with a total of 71.71 billion yuan in buybacks reported this year [8] Group 3 - The STAR Market's index has seen a decline, with technology stocks experiencing significant pullbacks, while defense and power equipment stocks have shown resilience [9] - Dividend-themed funds are gaining traction as safe-haven investments, with several ETFs reaching new highs in share volume [10] - The G7 summit discussions between the U.S. and Japan did not yield an agreement on tariff cancellations, indicating ongoing trade negotiations [11] Group 4 - JD.com's chairman Liu Qiangdong elaborates on the company's strategy, emphasizing supply chain management and local e-commerce for international business [12] - Hezhang Technology's profit forecast has drastically changed, with a reported net loss of 5.636 million yuan, reflecting internal control deficiencies [13] - The market is witnessing a surge in interest for brain-computer interface technology, with several companies reporting significant stock price increases [16] Group 5 - National Electric Power's subsidiaries have won contracts totaling 1.061 billion yuan for power cable projects, representing 19.29% of the company's projected annual revenue [28]

Economic Indicators - Multiple economic indicators showed improvement in May, with a significant rebound in consumption growth [1][11] - The market is experiencing rapid rotation among sectors, indicating clear structural opportunities despite a background of reduced trading volume [1][11] Stock Market Performance - US stock markets experienced a decline, with major indices falling: Dow Jones down 299.29 points (-0.7%), S&P 500 down 50.39 points (-0.84%), and Nasdaq down 180.12 points (-0.91%) [4][3] - Technology stocks faced pressure, with Tesla leading the decline at nearly 4%, and other major companies like Apple, Microsoft, and Amazon also experiencing losses [4] Foreign Exchange Market - In May, the foreign exchange market in China remained stable, with a net inflow of $33 billion from non-bank sectors [5] - The demand for foreign exchange decreased, while the willingness to settle foreign exchange remained stable, indicating a rational and orderly market [5] Commodity Market - Oil prices rebounded significantly due to risks in the Middle East, with WTI crude oil futures rising 4.3% to $73.27 per barrel and Brent crude oil increasing 4.4% to $76.45 [4] - Gold prices faced a slight decline, with COMEX gold futures down 0.3% to $3406.9 per ounce [4] Corporate Developments - BOE announced plans to acquire a 30% stake in Rainbow Optoelectronics for a base price of 4.849 billion yuan, aiming to enhance competitiveness [8] - Guoxin Technology successfully tested a new quantum-resistant encryption card, indicating advancements in information security products [9] - Rongchang Bio's drug, Tai Itasip, received orphan drug designation from the EU, which will provide policy support for its development [10]

Core Viewpoint - Multiple companies in the Shanghai and Shenzhen stock markets have announced significant developments, including acquisitions, new product launches, and changes in management, which may present investment opportunities and risks for investors [2] Group 1: Major Announcements - BOE Technology Group plans to acquire a 30% stake in Rainbow Optoelectronics for a base price of 4.849 billion yuan, aiming to enhance its competitive edge [3] - Taihe Intelligent intends to acquire 100% of Sunshine Yuchu for 45.8 million yuan, with the transaction being an affiliated deal [5][6] - Guoxin Technology successfully tested a new quantum-resistant encryption card, which combines quantum-resistant algorithms with traditional national encryption algorithms [7] Group 2: Stock Performance and Risks - Dongxin Peace reported a significant stock price increase of over 20% in two consecutive trading days, while acknowledging uncertainties in its blockchain and digital wallet projects [4] - Huayang New Materials warned of irrational speculation risks due to significant stock price fluctuations, clarifying that it does not possess rare earth permanent magnet attributes [8] Group 3: Management Changes - Guodian Nanrui elected Zheng Zongqiang as the chairman of its board of directors [9] - Daqin Railway appointed Zhang Hongyi as the new general manager following the retirement of the previous manager [10] Group 4: Financial Performance - Jingyi Equipment expects a revenue increase of 36.54% to 42.48% year-on-year for the first half of 2025, projecting revenue between 690 million and 720 million yuan [11] Group 5: Shareholding Changes - Enhua Pharmaceutical's chairman increased his stake by purchasing 237,900 shares, which will not affect the company's control or governance structure [12] - Yunlu Co. plans for its executives to collectively increase their holdings by 4 million to 12 million yuan within six months [13][14] Group 6: Share Buybacks - Guangda Special Materials' chairman proposed a share buyback plan with a total amount between 200 million and 400 million yuan to support employee stock ownership plans or convertible bonds [15] Group 7: Major Contracts - Zhongchao Holdings announced that its subsidiaries won multiple power cable projects with a total bid amount of 1.061 billion yuan, representing 19.29% of the company's audited revenue for 2024 [16]

Group 1: Stock Performance and Risks - Huayang New Materials (600281.SH) has experienced significant stock price fluctuations, with a cumulative increase that deviates from the industry average, indicating potential irrational speculation risks [1] - The company clarified that its main business does not involve rare earth permanent magnets, focusing instead on precious metal recovery and processing, which is facing rising raw material costs due to increasing precious metal prices [1] - Jinniu Chemical (600722.SH) reported that its methanol sales prices have not changed significantly despite a 20% increase in stock price over three trading days, indicating stable market conditions [4] Group 2: New Product Developments - Guoxin Technology (688262.SH) successfully tested its new quantum-resistant password card, CCUPHPQ01, and has sent samples to multiple clients for application development [2] - Rongchang Biopharmaceutical (688331.SH) received orphan drug designation from the EU for its product Tai Itasip, which is the first dual-target fusion protein drug for treating myasthenia gravis, providing policy support for its development in the EU [8] Group 3: Corporate Actions and Financial Updates - Lakala (300773.SZ) is in discussions regarding its H-share listing, which faces significant uncertainty in approval and regulatory processes [3] - Dematech (688360.SH) entered a strategic cooperation agreement with Shanghai Zhiyuan New Technology to explore innovative applications of embodied intelligent robots in logistics [9] - Yashi Chuangneng (603378.SH) announced a potential forced reduction of 3% of its shares due to a margin call affecting its major shareholder [10] - Siwei Technology (688213.SH) reported a decrease in the shareholding ratio of its major shareholder, the National Integrated Circuit Industry Investment Fund II, from 7.35% to 6.99% [11] - Jingyi Equipment expects a revenue increase of 36.54% to 42.48% year-on-year for the first half of 2025, projecting revenue between 690 million to 720 million yuan [12]

Mergers and Acquisitions - Taihe Intelligent plans to acquire 100% equity of Anhui Sunshine Youchu New Energy for a cash consideration of 45.8 million yuan [1] - Tianwei Vision has completed the acquisition of 70% equity in Tianqing Digital [1] Share Buybacks and Equity Transfers - Huahai Qingke's chairman proposed a share buyback of 50 million to 100 million yuan [2] - Guoda Special Materials' actual controller proposed a share buyback of 200 million to 400 million yuan [2] - New Han New Materials' controlling shareholder intends to transfer 3% of the company's shares through inquiry [2] External Investments and Daily Operations - Guoxin Technology's anti-quantum password card new product has successfully passed internal testing and samples have been sent to multiple clients [3] - Rongchang Bio's Tai Tasi Pu has received orphan drug designation from the EU [3] - Chipcore Microelectronics signed seven equipment purchase contracts totaling 146 million yuan [3] - Zhonggong International signed a contract for the second phase of a soda ash plant project in Kazakhstan worth 337 million USD [3] - Dema Technology has reached a strategic cooperation intention with Zhiyuan Innovation to explore innovative applications of embodied intelligent robots in logistics [3] - Zhongchao Holdings' subsidiary won multiple power cable project bids with a total bid amount of 1.061 billion yuan [3] - Yahua Group plans to integrate lithium business company equity and transfer it to Yahua Lithium Industry Group [3] - Lens Technology's overseas listing of foreign capital shares (H shares) has been filed with the China Securities Regulatory Commission [3] - Chengjian Development received a dividend payment from Guoxin Securities amounting to 90.2169 million yuan, which will be included in the company's investment income for 2025 [3] - Haitian Flavor Industry has set the final price for its H-share issuance at 36.30 HKD per share [3] Performance Changes - Dameng Data expects to achieve a year-on-year revenue growth of 63% to 45.74% for the first half of the year [4] - Jingyi Equipment anticipates a year-on-year revenue increase of 36.54% to 42.48% for the first half of the year [5]

Group 1 - Guoxin Technology successfully tested its new quantum-resistant password card product CCUPHPQ01, which combines quantum-resistant algorithms with classical national encryption algorithms [3] - The product supports various national encryption algorithms such as SM1, SM2, SM3, SM4, and mainstream quantum-resistant algorithms like Kyber and Dilithium [3] - Guoxin Technology has sent samples to multiple clients, who are developing information security applications based on the new product [3] Group 2 - Huayang New Materials issued a risk warning regarding irrational speculation, clarifying that it does not possess rare earth permanent magnet attributes and its main business is precious metal recycling [4] - The company noted significant stock price fluctuations, with a cumulative increase that deviated from the industry average, indicating potential irrational market behavior [4] - Huayang New Materials faces rising raw material procurement costs due to increasing precious metal prices [4] Group 3 - Guodian Nanrui elected Zheng Zongqiang as the chairman of its ninth board of directors [5] - Daqin Railway appointed Zhang Hongyi as the new general manager following the retirement of the previous general manager [6] Group 4 - Jingyi Equipment expects a year-on-year revenue increase of 36.54% to 42.48%, projecting revenue between 690 million to 720 million yuan for the first half of 2025 [8] Group 5 - Enhua Pharmaceutical's chairman, Sun Pengsheng, increased his stake by purchasing 237,900 shares of the company [10] - Yunlu Co., Ltd. announced that its directors and senior management plan to collectively increase their holdings by 4 million to 12 million yuan [11][12] Group 6 - Guoda Special Materials' chairman proposed a share buyback plan with a total amount between 200 million to 400 million yuan [14] Group 7 - Zhongchao Holdings' subsidiaries won multiple power cable projects with a total bid amount of 1.061 billion yuan, representing 19.29% of the company's audited revenue for 2024 [16]