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敏芯股份: 苏州敏芯微电子技术股份有限公司董事、高级管理人员薪酬管理制度
Zheng Quan Zhi Xing· 2025-08-29 17:03
Core Points - The article outlines the compensation management system for the board of directors and senior management of Suzhou Minxin Microelectronics Technology Co., Ltd, aiming to establish an effective incentive and restraint mechanism to enhance work motivation and promote sustainable development of the company [1][2]. Summary by Sections General Principles - The compensation management system is designed to ensure fairness, alignment of responsibilities and rights, long-term development, and a balance between incentives and constraints [1][2]. Compensation Management Structure - The Compensation and Assessment Committee of the board is responsible for managing the compensation and assessment of directors and senior management, including setting compensation standards and evaluating performance [1][2]. Compensation Standards - Directors' compensation includes allowances for non-independent directors and fixed allowances for independent directors, with all related expenses covered by the company [2][3]. - Senior management compensation consists of a basic annual salary, annual performance bonuses linked to company performance, and other benefits such as social insurance and housing funds [2][3]. Compensation Distribution - Compensation for directors and senior management is distributed according to the company's internal compensation management system, with independent director allowances paid quarterly after shareholder approval [3][4]. Compensation Adjustment - The compensation system will be adjusted based on the company's operational status, considering factors such as industry salary growth, inflation, profitability, organizational structure changes, and specific positions [4][5].
敏芯股份: 苏州敏芯微电子技术股份有限公司第四届董事会提名委员会关于公司第四届董事会非独立董事候选人的审查意见
Zheng Quan Zhi Xing· 2025-08-29 17:03
Core Viewpoint - The nomination committee of Suzhou Minxin Microelectronics Technology Co., Ltd. has reviewed and approved the candidacy of Mr. Zhang Bin as a non-independent director for the fourth board of directors [1][2] Summary by Relevant Sections Candidate Review - Mr. Zhang Bin does not hold any shares in the company and has no relationships with the controlling shareholders, actual controllers, or shareholders holding more than 5% of the company's shares [1] - He meets all qualifications as per the Company Law and relevant regulations, including not being subject to any market entry bans by the China Securities Regulatory Commission (CSRC) [1] - There are no records of administrative penalties or public criticisms against him by the CSRC or stock exchanges, nor is he under investigation for any criminal or regulatory violations [1] Committee Decision - The nomination committee agrees to nominate Mr. Zhang Bin as a candidate for the non-independent director position and will submit this matter for the board's review [2]
敏芯股份: 苏州敏芯微电子技术股份有限公司关于取消监事会、变更公司注册资本、修订公司章程并办理工商变更登记及制定、修订公司部分治理制度的公告
Zheng Quan Zhi Xing· 2025-08-29 17:02
Core Viewpoint - Suzhou Minxin Microelectronics Technology Co., Ltd. has announced the cancellation of its supervisory board, changes to its registered capital, and amendments to its articles of association, which will require approval from the shareholders' meeting for implementation [1][4]. Group 1: Cancellation of Supervisory Board - The company will no longer have a supervisory board or supervisors, with the audit committee of the board of directors assuming the powers previously held by the supervisory board [1][2]. - The existing rules related to the supervisory board will be abolished, and any references to the supervisory board in the company's regulations will no longer apply [1][2]. Group 2: Changes to Registered Capital - The company has approved the first exercise conditions for the stock options under the 2022 stock option incentive plan, with 27,441 options available for exercise, and 24,239 shares have been exercised, accounting for 88.33% of the total [2][3]. - Following the changes, the total number of shares will increase from 55,991,221 to 56,023,107, and the registered capital will rise from 55,991,221 yuan to 56,023,107 yuan [3]. Group 3: Amendments to Articles of Association - The articles of association will be revised in accordance with relevant laws and regulations, reflecting the cancellation of the supervisory board and the changes in registered capital [3][4]. - The amendments will primarily involve the removal of references to the supervisory board and adjustments to the terminology used, such as changing "shareholders' meeting" to "shareholders' assembly" [3][4]. Group 4: Governance System Revisions - The company has developed and revised several governance systems to enhance its governance structure and ensure compliance with legal requirements [5]. - These new and revised governance systems will be submitted for approval at the shareholders' meeting before they can take effect [5].
敏芯股份: 苏州敏芯微电子技术股份有限公司2025年半年度募集资金存放、管理与实际使用情况的专项报告
Zheng Quan Zhi Xing· 2025-08-29 17:02
| 证券简称:敏芯股份 公告编号:2025-044 | 证券代码:688286 | | | | --- | --- | --- | --- | | 苏州敏芯微电子技术股份有限公司 | | | | | 项报告 | | | | | 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。 | | | | | 根据《上市公司募集资金监管规则》 | | | | | 《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》等相关文件的规 | | | | | 2025 年半年度募集资金存放与使用情况专项说明如下: | 定,将本公司 | | | | 一、募集资金基本情况 | | | | | (一)实际募集资金金额和资金到账时间 | | | | | 中国证券监督管理委员会于 2023 年 11 月 7 日出具《关于同意苏州敏芯微电子 | | | | | 技术股份有限公司向特定对象发行股票注册的批复》(证监许可〔2023〕2504 号), | ...
敏芯股份: 苏州敏芯微电子技术股份有限公司关于变更会计师事务所的公告
Zheng Quan Zhi Xing· 2025-08-29 17:02
Core Viewpoint - The company intends to change its accounting firm from Tianjian to RSM China, citing the need for a more suitable audit partner for its business development and future audit requirements [1][4]. Group 1: Accounting Firm Change - The new accounting firm to be appointed is RSM China, while the previous firm was Tianjian [1]. - The change is based on regulations from the Ministry of Finance, State-owned Assets Supervision and Administration Commission, and the China Securities Regulatory Commission, as well as the company's internal selection system [4]. - Tianjian has no objections to the change, and the company has communicated thoroughly with both the outgoing and incoming firms [4][5]. Group 2: RSM China Overview - RSM China was established in 1981 and has 239 partners and 1,359 certified public accountants as of the end of the previous year [1][2]. - The firm reported total revenue of 2.614 billion yuan, with audit service revenue of 2.103 billion yuan and securities service revenue of 482 million yuan [1][2]. - RSM China has 297 clients and has not faced any civil liability in the last three years related to its professional conduct [2][3]. Group 3: Audit Committee and Board Approval - The audit committee has reviewed RSM China's professional competence, independence, and integrity, concluding that the firm is suitable for the company's audit needs [5]. - The board has approved the proposal to appoint RSM China for the 2025 financial audit and internal control audit, pending shareholder approval [5][6]. - The appointment will take effect upon approval from the shareholders' meeting [6].
敏芯股份: 苏州敏芯微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 17:02
Core Viewpoint - The company is committed to enhancing quality and efficiency while returning value to shareholders, as outlined in its action plans for 2024 and 2025, focusing on optimizing operations and governance to share development dividends with shareholders [1] Group 1: Business Performance - The company achieved total revenue of 30,398.73 million yuan, a year-on-year increase of 47.82% [2] - The net profit attributable to the parent company was 2,519.08 million yuan, with a net profit of 2,152.54 million yuan after deducting non-recurring gains and losses [2] - The comprehensive gross profit margin for the company's products was 31.64%, an increase of 10.21 percentage points year-on-year [5] Group 2: Product Development - The company focuses on MEMS sensors and has developed a diverse product structure, achieving significant growth in its pressure product line, which generated sales of 13,324.76 million yuan, up 67.05% year-on-year [2] - The inertial sensor product line saw sales revenue of 1,975.6 million yuan, a substantial increase of 98.82% compared to the previous year [3] - The company is expanding its product offerings to include high signal-to-noise ratio acoustic sensors and other innovative products to meet emerging market demands [6] Group 3: Research and Development - The company invested 3,863.03 million yuan in R&D, with 179 R&D personnel, accounting for 33.52% of the total workforce [5][7] - The company holds 162 domestic and international invention patents and 336 utility model patents, with 287 invention patents and 419 utility model patents pending [7] - The company emphasizes continuous innovation and has made significant progress in developing next-generation products, including MEMS gyroscopes and ASIC chips [6] Group 4: Financial Management - The company has implemented cost management strategies to improve profitability, including enhancing supplier management and reducing production costs [8] - The comprehensive gross profit margin reached 36.16% in the second quarter, marking a significant increase compared to previous years [5] Group 5: Corporate Governance - The company has established a governance structure that includes a shareholders' meeting, board of directors, supervisory board, and management team, ensuring clear responsibilities and coordination [9] - The company actively engages in training for key personnel to enhance their understanding of legal regulations and improve governance standards [9] Group 6: Investor Relations - The company prioritizes information disclosure and maintains open communication with investors through various channels, including investor hotlines and meetings [10] - The company has conducted over 20 investor engagement activities and has a 100% response rate to inquiries on the Shanghai Stock Exchange's interactive platform [10] Group 7: Share Buyback and Management Incentives - The company has initiated a share buyback program, repurchasing 425,399 shares at an average price of 37.602 yuan per share, totaling approximately 15.996 million yuan [11] - The management team holds a significant stake in the company, aligning their interests with those of shareholders [12]
敏芯股份: 苏州敏芯微电子技术股份有限公司关于计提资产减值准备的公告
Zheng Quan Zhi Xing· 2025-08-29 17:02
Core Viewpoint - The company has announced the provision for asset impairment, reflecting a cautious approach to accurately represent its financial status as of June 30, 2025 [1][4]. Summary by Sections Asset Impairment Provision Overview - The company conducted impairment testing on its assets as of June 30, 2025, in accordance with accounting standards, resulting in a total recognized asset impairment loss of 3,915,691.49 yuan for accounts receivable and other receivables [1][2]. Specifics of Asset Impairment Provision - The company assessed inventory for impairment based on the lower of cost and net realizable value, leading to the recognition of inventory write-downs when the cost exceeded the net realizable value [1][2]. - For long-term assets, including equity investments and fixed assets, the company estimated recoverable amounts and recognized impairment losses when necessary [2]. - The total amount of impairment losses recognized in this instance was 2,765,058.80 yuan [2][3]. - The company calculated expected credit losses for accounts receivable based on historical data and future economic forecasts, resulting in a credit impairment loss of 1,150,632.69 yuan [3]. Impact of Asset Impairment Provision - The total provision for asset impairment will be recorded under asset impairment losses and credit impairment losses, impacting the company's financial results [3]. Board and Supervisory Committee Opinions - The board of directors affirmed that the asset impairment provision complies with accounting standards and accurately reflects the company's financial condition and operational results as of June 30, 2025 [4]. - The supervisory committee also agreed with the board's assessment, confirming that the decision-making process adhered to legal requirements and did not harm the interests of shareholders, particularly minority shareholders [4].
敏芯股份: 苏州敏芯微电子技术股份有限公司关于召开2025年半年度业绩说明会的公告
Zheng Quan Zhi Xing· 2025-08-29 17:02
苏州敏芯微电子技术股份有限公司 证券代码:688286 证券简称:敏芯股份 公告编号:2025-049 关于召开 2025 年半年度业绩说明会的公告 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。 重要内容提示: ? 会议召开时间:2025 年 9 月 10 日(星期三)16:00-17:00 ?会议召开地点:上海证券交易所上证路演中心(网址: https://roadshow.sseinfo.com/) ? 会议召开方式:上证路演中心网络互动 ? 投资者可于 2025 年 9 月 3 日(星期三)至 9 月 9 日(星期二)16:00 前 登录上证路演中心网站首页点击"提问预征集"栏目或通过公司邮箱 ir@memsensing.com 进行提问。公司将在说明会上对投资者普遍关注的问题进行 回答。 苏州敏芯微电子技术股份有限公司(以下简称"公司")已于 2025 年 8 月 一、说明会类型 本次投资者说明会以网络互动形式召开,公司将针对 2025 年半年度的经营 成果及财务指标的具体情况与投资者进行互动交流和沟通,在信息披 ...
敏芯股份: 苏州敏芯微电子技术股份有限公司2025年半年度报告
Zheng Quan Zhi Xing· 2025-08-29 16:53
Core Viewpoint - Suzhou Memsensing Microsystems Co., Ltd. reported significant growth in revenue and profit for the first half of 2025, driven by increased sales in new product lines and effective cost management. Financial Performance - Revenue for the first half of 2025 reached approximately 303.99 million yuan, a 47.82% increase from 205.65 million yuan in the same period last year [3][5] - Total profit amounted to approximately 25.75 million yuan, a significant recovery from a loss of 35.87 million yuan in the previous year [4][5] - Net profit attributable to shareholders was approximately 25.19 million yuan, compared to a loss of 35.16 million yuan in the same period last year [4][5] - The net cash flow from operating activities improved by approximately 39.41 million yuan, reflecting increased sales and collection of receivables [5] Business Overview - The company specializes in MEMS (Micro-Electro-Mechanical Systems) sensor products, focusing on design, manufacturing, and sales [6][9] - Key product lines include MEMS acoustic sensors, pressure sensors, and inertial sensors, with a strong emphasis on R&D and market expansion [6][9] - The company aims to become a leading platform enterprise in the MEMS chip industry, leveraging its technological capabilities and market presence [6][12] Industry Context - The MEMS industry is experiencing rapid growth, with a projected global market size of approximately 22.25 billion USD by 2027, reflecting a compound annual growth rate of 9.30% from 2018 to 2027 [10][11] - The demand for MEMS sensors is driven by advancements in IoT, AI, and 5G technologies, which require low-power, high-performance sensing solutions [11][19] - The company is well-positioned to capitalize on emerging opportunities in various sectors, including consumer electronics, automotive, industrial control, and healthcare [12][19] Technological Advancements - The company has developed proprietary technologies in MEMS sensor design, wafer manufacturing, packaging, and testing, ensuring a competitive edge in the market [17][18] - It holds a significant number of patents, with 162 granted and 287 pending, indicating a strong commitment to innovation and intellectual property development [17][18] - The company is actively involved in national and provincial research projects, enhancing its technological capabilities and industry standing [17][18]
敏芯股份: 苏州敏芯微电子技术股份有限公司2025年半年度报告摘要
Zheng Quan Zhi Xing· 2025-08-29 16:53
苏州敏芯微电子技术股份有限公司2025 年半年度报告摘要 公司代码:688286 公司简称:敏芯股份 苏州敏芯微电子技术股份有限公司 苏州敏芯微电子技术股份有限公司2025 年半年度报告摘要 第一节 重要提示 规划,投资者应当到上海证券交易所网站(www.sse.com.cn)网站仔细阅读半年度报告全文。 公司已在本报告中详细阐述公司在经营过程中可能面临的风险,敬请查阅本报告第三节"管 理层讨论与分析"之"四、风险因素"。 完整性,不存在虚假记载、误导性陈述或重大遗漏,并承担个别和连带的法律责任。 无 □适用 √不适用 第二节 公司基本情况 公司股票简况 公司股票简况 | 股票种类 | 股票上市交易所 | | 股票简称 | | 股票代码 | 变更前股票简称 | | --- | --- | --- | --- | --- | --- | --- | | | 上海证券交易所科 | | | | | | | A股 | | 敏芯股份 | | 688286 | 不适用 | | 创板 公司存托凭证简况 □适用 √不适用 联系人和联系方式 | 联系人和联系方式 | 董事会秘书(信息披露境内代表) | 证券事务代表 | | - ...