!"#$%&'()*+ , - ./0123456789: 2025 ;<=>?@5AB C D#EFG 上海市山西北路 99 号苏河湾中心 25-28 层 邮编：200085 25-28/F, Suhe Centre, No.99 North Shanxi Road, Shanghai 200085, China 电话/Tel: +86 21 5234 1668 传真/Fax: +86 21 5234 1670 网址/Website: http://www.grandall.com.cn 二零二五年九月 国浩律师（上海）事务所 关于北京金橙子科技股份有限公司 2025 年第二次临时股东会之 为出具本法律意见书，本所律师出席了本次股东会，审查了公司提供的有关 本次会议各项议程及相关文件，听取了公司董事会就有关事项所作的说明。 在审查有关文件的过程中，公司向本所律师保证并承诺，其向本所提供的文 件和所作的说明是真实的，有关副本材料或复印件与原件一致。 公司向本所律师保证并承诺，公司已将全部事实向本所披露，无任何隐瞒、 遗漏、虚假或误导之处。 本法律意见书仅用于为公司 2025 年第二次临时股东会见证之目的。本所 ...

Core Viewpoint - The stock of Beijing Jin Chengzi Technology Co., Ltd. has shown significant price movements and financial performance, indicating potential investment interest and market activity [1][2][3]. Group 1: Stock Performance - As of September 22, Jin Chengzi's stock price increased by 2.04% to 36.48 CNY per share, with a total market capitalization of 3.745 billion CNY [1]. - Year-to-date, the stock has risen by 90.44%, with a 2.99% increase over the last five trading days, a 1.27% decrease over the last 20 days, and an 11.39% increase over the last 60 days [2]. Group 2: Financial Performance - For the first half of 2025, Jin Chengzi reported revenue of 133 million CNY, reflecting a year-on-year growth of 21.56%, and a net profit of 27.7 million CNY, which is a 64.58% increase compared to the previous year [3]. - The company has distributed a total of 37.31 million CNY in dividends since its A-share listing [4]. Group 3: Shareholder and Institutional Holdings - As of September 10, the number of shareholders decreased by 1.28% to 6,878, while the average number of circulating shares per person increased by 1.29% to 4,894 shares [3]. - Notable institutional shareholders include Guangfa Technology Innovation Mixed A, which is the largest shareholder with 2.23 million shares, and several other new institutional investors [4].

Investment Rating - The report initiates coverage with an "Accumulate" rating for the company [3][7]. Core Views - The company is recognized as a national-level specialized "little giant" focusing on laser processing control technology, with a strong commitment to automation and intelligent development in advanced manufacturing [14]. - The company is expected to benefit from robust growth in industrial applications and emerging consumer applications, with significant potential for revenue and profit growth in the coming years [6][9]. - The planned acquisition of a 55% stake in Samit Optoelectronics is anticipated to create synergistic effects, enhancing the company's market position and operational efficiency [6][9]. Financial Data and Profit Forecast - Total revenue is projected to grow from 2.12 billion CNY in 2024 to 4.55 billion CNY in 2027, with a compound annual growth rate (CAGR) of approximately 31.5% [2]. - Net profit attributable to shareholders is expected to increase from 304.95 million CNY in 2024 to 830 million CNY in 2027, reflecting a CAGR of 35.8% [2]. - Earnings per share (EPS) is forecasted to rise from 0.30 CNY in 2024 to 0.81 CNY in 2027 [2]. Industrial Applications - The company is positioned to benefit from the increasing demand for laser processing in various sectors, including consumer electronics, new energy, and semiconductors, driven by domestic substitution and software-hardware synergy [6][9]. - The industrial-grade applications are expected to maintain steady growth, with the market for ultra-fast lasers projected to reach 4.61 billion CNY by 2024, growing at a CAGR of 13.48% from 2019 to 2024 [32]. Consumer Applications - The consumer-grade market is anticipated to open new growth avenues, with rapid expansion in 3D printing and laser engraving driven by overseas demand and the popularity of DIY products [6][9]. - The company is actively developing products for the consumer sector, leveraging its technological expertise from industrial applications to achieve breakthroughs in this new market [6][9]. Acquisition Plans - The company plans to acquire a 55% stake in Samit Optoelectronics, which is expected to enhance product offerings and customer resources, creating significant synergies [6][9]. Valuation and Comparison - The company's current price-to-earnings (PE) ratios for 2025-2027 are projected at 79, 60, and 44, respectively, which are below the average PE ratios of comparable companies [7]. - The report highlights that the company's valuation is attractive compared to peers, considering its growth potential and market position in the laser control sector [7].

Core Viewpoint - The company is a leading player in the domestic laser processing control system market, focusing on automation and intelligence in advanced manufacturing, with a diverse product range applicable in various industries such as consumer electronics, new energy, semiconductors, and automotive [1][2]. Group 1: Industrial Applications - The company benefits from domestic substitution and the synergistic development of hardware and software, with increasing demand for control systems and galvanometers driven by applications in ultra-fast lasers across sectors like consumer electronics, lithium batteries, photovoltaics, and semiconductors [1]. - The company leverages its long-term R&D experience in laser galvanometer control systems to enhance the localization of high-precision galvanometers, which are currently reliant on imports [1]. Group 2: Consumer Applications - The consumer market for 3D printing and laser engraving/marking is rapidly growing, driven by overseas demand and the popularity of DIY trends, presenting significant growth potential for the company [2]. - The company is actively developing products for the consumer sector, utilizing its industrial experience to achieve breakthroughs in product and customer acquisition, with expectations of establishing a second growth curve in the consumer market [2]. Group 3: Acquisition Plans - The company plans to acquire a 55% stake in Samit Optoelectronics through a combination of share issuance and cash payment, aiming to raise additional funds [2]. - The acquisition is expected to create significant synergies in product systems, customer resources, technology development, and supply chains between the company and Samit Optoelectronics, both operating in the optical control field [2]. Group 4: Financial Projections - The company is projected to achieve net profits of 46 million, 61 million, and 83 million yuan for the years 2025 to 2027, with corresponding PE ratios of 79, 60, and 44 times [3]. - Compared to peer companies, the company's PE levels are lower than the average, indicating potential for growth, especially with the anticipated successful integration of Samit Optoelectronics [3].

Investment Rating - The report initiates coverage with an "Accumulate" rating for the company [4][8]. Core Views - The company is recognized as a national-level specialized "little giant" focusing on laser processing control technology, with a strong commitment to automation and intelligent development in advanced manufacturing [18]. - The company is expected to benefit from both industrial and consumer applications, with significant growth potential in the consumer market driven by trends such as DIY culture and 3D printing [7][10]. - The planned acquisition of a 55% stake in Samit Optoelectronics is anticipated to create synergistic effects, enhancing the company's market position and operational efficiency [10][8]. Financial Summary - The company’s total revenue is projected to grow from 2.12 billion yuan in 2024 to 4.55 billion yuan in 2027, with a compound annual growth rate (CAGR) of 31.5% [2]. - The net profit attributable to the parent company is expected to increase from 304.95 million yuan in 2024 to 830 million yuan in 2027, reflecting a CAGR of 35.8% [2]. - The earnings per share (EPS) is forecasted to rise from 0.30 yuan in 2024 to 0.81 yuan in 2027 [2]. Industry Insights - The laser processing control system market is experiencing robust growth, driven by the increasing demand for precision in various sectors such as consumer electronics, new energy, and semiconductors [10][36]. - The consumer-grade application market is poised for explosive growth, with the company actively developing products to capture this emerging demand [10][41]. - The company is positioned to leverage the ongoing shift towards domestic alternatives in high-precision components, enhancing its competitive edge in the laser processing industry [10][37]. Acquisition Strategy - The company plans to acquire a 55% stake in Samit Optoelectronics, which is expected to enhance its product offerings and customer resources, creating significant synergies [10][8]. - This acquisition aligns with the company's strategy to strengthen its position in the optical control sector and expand its market reach [10][8]. Valuation Metrics - The current price-to-earnings (PE) ratios for 2025-2027 are projected at 79, 60, and 44, respectively, which are below the average PE ratios of comparable companies [8]. - The company’s valuation reflects its status as a "little giant" in the domestic laser control field, with expectations of sustained revenue and profit growth [8].

Core Viewpoint - The stock of Beijing Jin Chengzi Technology Co., Ltd. has shown significant volatility and growth in 2023, with a year-to-date increase of 88.71% and notable trading activity, indicating investor interest and market dynamics [2][3]. Group 1: Stock Performance - As of September 16, Jin Chengzi's stock price rose by 2.06% to 36.15 CNY per share, with a total market capitalization of 3.711 billion CNY [1]. - The stock has experienced a 3.34% increase over the last five trading days, a 7.87% decrease over the last 20 days, and a 61.38% increase over the last 60 days [2]. - The company has appeared on the "龙虎榜" (a stock trading leaderboard) 11 times this year, with the most recent appearance on August 14, where it recorded a net buy of -82.1551 million CNY [2]. Group 2: Financial Performance - For the first half of 2025, Jin Chengzi reported a revenue of 133 million CNY, reflecting a year-on-year growth of 21.56%, and a net profit attributable to shareholders of 27.7016 million CNY, which is a 64.58% increase [3]. - Since its A-share listing, the company has distributed a total of 37.3085 million CNY in dividends [4]. Group 3: Shareholder and Institutional Holdings - As of September 10, the number of shareholders decreased by 1.28% to 6,878, while the average number of circulating shares per person increased by 1.29% to 4,894 shares [3]. - As of June 30, 2025, the largest circulating shareholder is Guangfa Technology Innovation Mixed A, holding 2.2302 million shares, followed by other new institutional shareholders [4]. Group 4: Business Overview - Jin Chengzi, established on January 14, 2004, specializes in the research and sales of motion control systems for laser processing equipment, providing comprehensive solutions and technical services for various laser processing scenarios [2]. - The company's main revenue sources include laser processing control systems (69.95%), laser system integration hardware (20.27%), and laser precision processing equipment (8.95%) [2].

证券代码：688291 证券简称：金橙子 北京金橙子科技股份有限公司 2025 年第二次临时股东会会议资料 北京金橙子科技股份有限公司 北京金橙子科技股份有限公司 2025 年第二次临时股东会会议资料 2025 年 9 月 北京金橙子科技股份有限公司 2025 年第二次临时股东会会议资料 北京金橙子科技股份有限公司 2025 年第二次临时股东会会议资料目录 | 2025 | 年第二次临时股东会参会须知 2 | | --- | --- | | 2025 | 年第二次临时股东会会议议程 4 | | 2025 | 年第二次临时股东会会议议案 6 | | | 议案一：关于 2025 年半年度利润分配方案的议案 6 | 1 2025 年第二次临时股东会参会须知 为了维护全体股东的合法权益，确保股东会的正常秩序和议事效率，保证会议的顺 利进行，根据《中华人民共和国公司法》《中华人民共和国证券法》《上市公司股东会 规则》以及《北京金橙子科技股份有限公司章程》等相关规定，北京金橙子科技股份有 限公司（以下简称"公司"）特制定 2025 年第二次临时股东会参会须知。 一、为保证股东会的严肃性和正常秩序，切实维护与会股东（或股东 ...

国投证券股份有限公司 关于北京金橙子科技股份有限公司 2025 年半年度持续督导跟踪报告 国投证券股份有限公司（以下简称"国投证券"或"保荐机构"）作为北京 金橙子科技股份有限公司（以下简称"金橙子"或"公司"）首次公开发行股票 并在科创板上市及持续督导的保荐机构，根据《证券发行上市保荐业务管理办法》 《上海证券交易所科创板股票上市规则》《上海证券交易所上市公司自律监管指 引第 11 号——持续督导》等相关规定，就金橙子 2025 年半年度（以下简称"本 持续督导期"）持续督导跟踪情况报告如下： | 序号 | 工作内容 | 实施情况 | | --- | --- | --- | | 1 | 建立健全并有效执行持续督导工作制度，并 | 保荐机构已建立健全并有效执行了 | | | 针对具体的持续督导工作制定相应的工作 | 持续督导制度，并制定了相应的工作 | | | 计划。 | 计划。 | | 2 | 根据中国证监会相关规定，在持续督导工作 | | | | 开始前，与上市公司或相关当事人签署持续 | 保荐机构已与金橙子签订《保荐协 | | | 督导协议，明确双方在持续督导期间的权利 | 议》，该协议明确了双方在持续 ...

Investment Rating - The report maintains a "Buy" rating for the company [10]. Core Viewpoints - The company is a leader in the domestic laser galvanometer control system market, with a diverse range of applications including marking, cutting, and welding, and has established strong partnerships with over a thousand downstream customers [2][18]. - The company's performance significantly improved in the first half of 2025, with revenue and net profit reaching 133 million yuan and 28 million yuan, respectively, representing year-on-year growth of 21.56% and 64.58% [6][41]. - The company is expanding its product offerings by acquiring Samit to enter the fast-response mirror market and is also focusing on 3D printing to enhance long-term growth potential [6][8]. Summary by Sections Company Overview - The company has over 20 years of experience in the laser processing control system field and maintains a market share leadership in the laser galvanometer control system segment, with approximately 70% of its revenue coming from this core business [6][18]. - The company has a comprehensive product system that includes laser processing control systems, system integration hardware, and precision laser processing equipment, which are essential for various industrial applications [21][22]. Market Dynamics - The demand for laser equipment is growing rapidly due to the transformation and upgrading of the manufacturing industry, with laser processing technology becoming a key choice for industrial applications due to its high precision and low energy consumption [7][49]. - The company is well-positioned to benefit from the increasing demand for high-precision and flexible processing solutions, particularly in the 3C application sector and emerging fields such as new energy materials and semiconductor manufacturing [7][54]. Financial Performance - The company's revenue has shown a compound annual growth rate (CAGR) of 42.81% from 2018 to 2021, with revenue increasing from 70 million yuan to 203 million yuan [41]. - In the first half of 2025, the company achieved a gross profit margin of 59.3% and a net profit margin of 20.7%, indicating a recovery in profitability [43][41]. Strategic Initiatives - The company is actively expanding its business both horizontally and vertically, enhancing its competitive edge in high-end optical control through strategic acquisitions and product development [8][37]. - The company has implemented a stock incentive plan to motivate key personnel and support sustainable growth [39].

Core Points - The announcement details a change in the name and other business information of a significant shareholder of Beijing Jinchengzi Technology Co., Ltd. [1] - The shareholder, previously known as Suzhou Keruizi Technology Development Center (Limited Partnership), has changed its name to Nanjing Keruizi Venture Capital Partnership (Limited Partnership) [1] - The change in business registration does not affect the shareholder's stake in the company and will not impact the company's operations or control structure [1] Summary by Sections - **Shareholder Information** - The significant shareholder's new name is Nanjing Keruizi Venture Capital Partnership (Limited Partnership) [1] - The unified social credit code for the new entity is 91110106MA003E9RXG [1] - The registered capital of the partnership is 30 million RMB [1] - **Business Operations** - The partnership was established on January 26, 2016 [1] - The business scope includes venture capital investment limited to unlisted companies [1] - The change in registration does not require any approval for the business activities [1]