广东信达律师事务所 股东会法律意见书 2024年年度股东会的 法律意见书 中国 深圳 福田区益田路 6001 号太平金融大厦 11、12 楼 邮政编码：518038 11,12/F, Taiping Finance Tower, Yitian Road 6001, Futian District, Shenzhen, P. R. China 电话(Tel.)：(0755) 88265288 传真(Fax.)：(0755)88265537 网址(Website)：https://www.sundiallawfirm.com 广东信达律师事务所 信达科会字(2025)第027号 关于江苏泛亚微透科技股份有限公司 致：江苏泛亚微透科技股份有限公司（下称"贵公司"、"公司"） 二、关于出席本次股东会的人员资格及召集人资格 1、经查验，出席本次股东会现场会议的股东及股东代理人以及通过网络投 票表决的股东共35人，共代表有表决权股份28,495,934股，占贵公司有表决权股 份总数的40.7084%。其中出席本次股东会现场会议的股东及股东代理人10人，代 表有表决权股份23,100,740股，占贵公司有表决权股份总数的3 ...

Investment Rating - The report does not explicitly state the investment rating for Pan Asian Microvent Tech (Jiangsu) [1]. Core Viewpoints - Pan Asian Microvent Tech is a leading enterprise in ePTFE materials in China, having achieved localized substitution of TRT film and focusing on R&D, production, and sales across various niche markets including automotive, new energy, consumer electronics, and aerospace [2][3]. - The company has seen continuous revenue and profit growth, with projected revenues of 364 million, 411 million, and 515 million yuan for 2022, 2023, and 2024 respectively, reflecting year-on-year growth rates of +15.11%, +12.64%, and +25.39% [4]. - The rise in revenue and profits is attributed to product diversification, ongoing R&D of core technologies, optimization of customer structure, and advancements in intelligent manufacturing and cost reduction measures [4][5]. Summary by Relevant Sections Company Overview - Founded in November 1995 and listed on the Science and Technology Board in July 2021, the company specializes in ePTFE micro-permeable products, CMD and gas management products, SiO₂ aerogel products, and high-performance wiring harness products [2][3]. - The main products account for 31.57% of the company's revenue in 2024, with CMD and gas management products forming the second growth curve, and aerogel products gradually building the third growth curve [2][3]. Financial Performance - The company's revenue for 2022-2024 is projected at 364 million, 411 million, and 515 million yuan, with net profits of 31 million, 87 million, and 99 million yuan respectively, showing significant growth in 2023 [4]. - The profit growth in 2023 is particularly notable at +176.08% year-on-year, following a decline in 2022 [4]. Market Position and Strategy - The company benefits from the trend of domestic substitution and the expansion of niche markets for high-performance composite materials, particularly in sectors like new energy vehicles and aerospace [5]. - The strategy includes a focus on product diversification and market niches, alongside the promotion of intelligent manufacturing and automation to enhance production capacity and consistency [5].

Core Insights - The company achieved a total revenue of 515 million yuan in 2024, representing a year-on-year increase of 25.39% [1] - The net profit attributable to shareholders for 2024 was 99 million yuan, up 14.58% year-on-year [1] - The company is focusing on import substitution, with significant growth in core technology product revenues [2] Financial Performance - In Q4 2024, the company reported total revenue of 162 million yuan, a year-on-year increase of 33.18% and a quarter-on-quarter increase of 28.62% [1] - The net profit attributable to shareholders in Q4 2024 was 33 million yuan, reflecting a year-on-year increase of 17.47% and a quarter-on-quarter increase of 35.90% [1] - In Q1 2025, total revenue was 131 million yuan, up 26.60% year-on-year but down 19.19% quarter-on-quarter [1] Product Development and Market Strategy - The company is advancing import substitution, with ePTFE micro-permeable products and CMD and gas management products showing sales growth of 15.8%, 97.4%, and 49.8% respectively in 2024 [2] - The company established an automotive wiring harness division in 2024, leveraging customer resource advantages to launch high-performance automotive wiring harness products [2] - The company is committed to a "market niche, product diversification" strategy, continuously developing new products and applications in various fields, including automotive and aerospace [3] Future Outlook - The company is expected to see rapid growth in new business areas, with projected net profits for 2025-2027 being 141 million, 180 million, and 226 million yuan respectively, with year-on-year growth rates of 42.04%, 27.56%, and 25.99% [3]

Core Viewpoint - The shareholders of Pan-Asia Micro-Pore (688386.SH) plan significant share reductions, citing personal funding needs and long-term investment recovery as reasons for the divestment [1][2]. Shareholder Reduction Plan - Shareholders Changzhou Sequoia High-tech Venture Capital Center and Jiangsu Southern Precision Engineering hold 8.36% and 7.34% of the company, respectively, and plan to reduce their holdings by up to 280,000 shares and 210,000 shares, representing 4% and 3% of the total share capital [1]. - The reduction will occur within three months after the announcement, through centralized bidding and block trading [1]. Stock Performance - Since the beginning of the year, the stock price of Pan-Asia Micro-Pore has increased from approximately 28 CNY per share to a peak of 59.49 CNY per share, more than doubling [2]. - As of May 7, the closing price was 54.04 CNY per share, and if the maximum reduction occurs, the shareholders could realize approximately 265 million CNY [2]. Financial Performance - In 2020, the company reported revenues of 278 million CNY and a net profit of 55.27 million CNY, marking year-on-year growth of 13.23% and 26.37% [3]. - In 2021, revenue continued to grow, but net profit decreased by 52.79% in 2022 to 31.34 million CNY despite revenue growth to 364 million CNY [3]. - In 2023, the company reversed its fortunes with revenues of 411 million CNY and a net profit of 86.54 million CNY, reflecting year-on-year growth of 12.64% and 176.08% [3]. - Projections for 2024 indicate further growth, with expected revenues of 515 million CNY and a net profit of 99.16 million CNY, representing increases of 25.39% and 14.58% [3]. Cash Flow and Operational Insights - In Q1 2023, the company reported a negative operating cash flow of -2.83 million CNY, a decline of 118.60% year-on-year [4]. - The increase in net profit is attributed to higher sales of core technology products, including ePTFE micro-pore products and aerogel products, while cash flow issues stem from reduced receivables and increased payroll expenses [4].

Group 1 - Dashi Intelligent signed a smart hospital project contract worth 58.12 million yuan with the First Affiliated Hospital of Bengbu Medical College and Bengbu Urban Construction Investment Development Co., Ltd. [1] - The project aims to create a comprehensive tumor specialty hospital integrating medical care, research, teaching, preventive health care, and rehabilitation, which is expected to positively impact the company's future performance [1] Group 2 - Huahong Company reported a net profit of 22.76 million yuan for Q1 2025, a year-on-year decrease of 89.73%, despite a revenue increase of 18.66% to 3.913 billion yuan [2] - The company specializes in the development and application of embedded/non-volatile memory, power devices, and other semiconductor technologies [2] Group 3 - Jindi Group announced a signed area of 214,000 square meters in April, a year-on-year decrease of 55.14%, with a signed amount of 2.78 billion yuan, down 55.45% [3] - The company focuses on real estate development and sales, commercial real estate, and property management [3] Group 4 - Jinlong Automobile reported a bus production of 4,361 units in April, a year-on-year decrease of 5.79%, with sales of 3,611 units, down 3.91% [4][5] - The company is engaged in the production and sales of bus products [5] Group 5 - Sanyou Medical established a joint venture with CGBio Co., Ltd. with a registered capital of 60 million yuan, focusing on innovative cell biological materials and regenerative medicine [6][7] - The company specializes in the research, production, and sales of orthopedic implant consumables [7] Group 6 - Jinzhi Technology won a bid for projects related to the State Grid with a total amount of 90.73 million yuan, accounting for 5.12% of the company's projected revenue for 2024 [9][10] - The company focuses on smart energy and smart city businesses [10] Group 7 - Pinggao Electric won multiple procurement projects from the State Grid, totaling approximately 1.751 billion yuan, which is 14.12% of the company's projected revenue for 2024 [10] - The company specializes in high-voltage switchgear and power engineering contracting [10] Group 8 - Luantang Pharmaceutical received approval for the raw material drug Celecoxib, which is a selective COX-2 inhibitor with fewer gastrointestinal side effects compared to traditional NSAIDs [11][12] - The company is involved in the research, production, and sales of pharmaceutical products [12] Group 9 - Dongjie Intelligent obtained seven patent certificates related to AGV and conveyor system technologies [13][14] - The company specializes in the research, design, manufacturing, installation, and debugging of intelligent logistics systems [14] Group 10 - XJH Holdings received a government subsidy of 8.69 million yuan, which accounts for 38.67% of the company's projected net profit for 2024 [15][16] - The company focuses on the recycling and dismantling of waste electrical products [16] Group 11 - Huaihua Pharmaceutical's subsidiary received approval for the clinical trial of HZ-J001 ointment for treating non-segmental vitiligo [17][19] - The company is engaged in the research, production, and sales of pharmaceutical products [19] Group 12 - ST Aonong reported a pig sales volume of 132,800 heads in April, a year-on-year decrease of 14.42%, while the stock of pigs increased by 15.06% [22][23] - The company is involved in feed, pig farming, food, and trade [23] Group 13 - Beibu Gulf Port reported a cargo throughput of 31.75 million tons in April, a year-on-year increase of 20.32% [24][25] - The company specializes in port loading, storage, and related services [25] Group 14 - Dongfang Iron Tower won a bid for State Grid projects totaling approximately 100 million yuan, which is 2.39% of the company's projected revenue for 2024 [26] - The company focuses on steel structures and related businesses [26] Group 15 - Huanxu Electronics reported a consolidated revenue of 4.641 billion yuan in April, a year-on-year increase of 0.72% [27] - The company provides design, manufacturing, and related services for brand customers [27] Group 16 - Jincheng Co. announced that part of its bank accounts has been frozen, involving approximately 32.97 million yuan due to contract disputes [28][29] - The company specializes in high-end intelligent equipment for photovoltaic and smart port sectors [29] Group 17 - NAIKE Equipment announced the departure of core technical personnel Wang Xiangguo [30][31] - The company focuses on semiconductor packaging equipment and related products [31] Group 18 - Jiaojian Co. won a construction project in Hefei with a bid amount of approximately 704 million yuan, covering residential buildings and related infrastructure [32][33] - The company specializes in infrastructure construction and related services [33] Group 19 - Hongyuan Green Energy plans to transfer a 27.07% stake in Inner Mongolia Xinyuan Silicon Material Technology Co., Ltd. for 1.245 billion yuan [34][35] - The company focuses on the research, production, and sales of aviation electromechanical products [35] Group 20 - Poly Development reported a signed amount of 24.622 billion yuan in April, a year-on-year decrease of 25.44% [46][48] - The company specializes in real estate development and sales [48]

Macro News - The People's Bank of China announced a reduction in the reserve requirement ratio by 0.5 percentage points and a decrease in policy interest rates by 0.1 percentage points, along with adjustments to structural monetary policy tools [3] - The National Financial Regulatory Administration plans to enhance the role of insurance funds as patient and long-term capital, introducing measures to support capital market stability and activity [3] - The China Securities Regulatory Commission (CSRC) is set to implement reforms for the Sci-Tech Innovation Board and the Growth Enterprise Market, and will revise the management measures for major asset restructuring of listed companies [3] Industry News - China's gold reserves reached 73.77 million ounces at the end of April, marking an increase of 70,000 ounces and continuing a six-month trend of gold accumulation [6] - The CSRC has issued an action plan to promote the high-quality development of public funds, which includes adjusting management fees and establishing a performance-based assessment system for fund managers [6] - Shanghai announced a reduction in personal housing provident fund loan rates, effective from May 8, 2025, with rates for first-time homebuyers set at 2.1% for loans under five years and 2.6% for loans over five years [6] Company News - Geely Automobile announced a proposal to privatize Zeekr at a price of $2.57 per share [9] - Kweichow Moutai reported a share buyback of 934,800 shares in April, with a total expenditure of 1.44 billion yuan [10] - BeiGene reported a net loss of 94.5 million yuan in the first quarter [10] - Qingdao Beer plans to acquire 100% equity of Jimo Huangjiu [10] - Hive Storage confirmed that its LPDDR4X and eMMC storage products are being used in the Go2 intelligent robotic dog developed by Yushu Technology [10]

Group 1 - Geely Auto proposed to privatize Zeekr with an offer of $2.57 per share, representing a 13.6% premium over the last trading price [1] - The offer also includes a premium of 20.0% over the volume-weighted average price of the last 30 trading days [1] - Geely currently holds approximately 65.7% of Zeekr's issued share capital [1] Group 2 - Sun Group announced the U.S. Department of Commerce has revoked its investigation into steel wheels made in Vietnam using Chinese components [2] - The revocation is expected to positively impact the company's export orders and future overseas business layout [2] Group 3 - Qingdao Beer plans to acquire 100% equity of Jimo Yellow Wine for a total consideration of RMB 665 million [3] - The acquisition aims to enhance industry synergy, competitiveness, and expand product lines and market channels [3] Group 4 - BeiGene reported a net loss of 94.503 million yuan in Q1 2025, a reduction in loss compared to the previous year [4] - The company achieved total revenue of 8.048 billion yuan, a year-on-year increase of 50.2%, driven by sales growth of its self-developed products [4] Group 5 - Daqin Railway reported a 0.99% year-on-year increase in cargo transportation volume for April [5] - Shaanxi Coal's self-produced coal sales reached 13.1033 million tons in April, up 0.76% year-on-year [5] Group 6 - Shennong Group sold 227,300 pigs in April, marking a 32.85% year-on-year increase [6] - Poly Developments reported a 25.44% year-on-year decrease in contracted sales amounting to 24.622 billion yuan in April [6] Group 7 - Hainan Development plans to acquire 51% equity of Wangying Technology [7] - Huafeng Measurement Control's shareholders plan to transfer 2.9% of shares at an initial price of 121.42 yuan per share [7] Group 8 - Various companies reported significant stock price fluctuations, with Changshan Pharmaceutical's injection not yet on the market and facing regulatory uncertainties [8] - The company is in the professional review stage for its diabetes treatment application [8]

Core Viewpoint - Several listed companies in the Shanghai and Shenzhen markets announced significant developments, including share buybacks, acquisitions, and changes in shareholding structures, which may present investment opportunities and insights into market trends [2]. Group 1: Share Buybacks - Kweichow Moutai repurchased a total of 934,800 shares in April 2025, amounting to 1.44 billion yuan, representing 0.0744% of its total share capital, with a maximum purchase price of 1,575 yuan per share [3] - As of the end of April 2025, Kweichow Moutai has repurchased 2.0175 million shares, accounting for 0.16% of its total share capital, with a total expenditure of 3.039 billion yuan [3] Group 2: Acquisitions - Hainan Development signed an agreement to acquire 51% of Wangying Technology for no more than 450 million yuan, aiming to transition into a digital economy service provider [4] - Qingdao Beer plans to acquire 100% of Jimo Yellow Wine for 665 million yuan, which will enhance its product line and market channels in the fermented beverage sector [8] Group 3: Shareholding Changes - Yonggui Electric announced that independent director Liu Jian was placed under detention, but this matter does not involve the company directly [5] - Haohai Biological's controlling shareholder Jiang Wei is under investigation for insider trading, which is not expected to impact the company's operations [6] - Zhongchao Holdings experienced a stock price fluctuation, with its actual controller Yang Fei selling 0.11% of the company's shares during this period [7] Group 4: Shareholding Reductions and Increases - Pan-Asia Micro透 announced that shareholders Sai Fu Venture and Southern Precision plan to collectively reduce their holdings by up to 7% [9] - Xinya Da's actual controller and major shareholder plan to reduce their holdings by a total of 327,000 shares [10] - China Railway Industry's controlling shareholder plans to increase its stake in the company by 160 million to 300 million yuan, with a maximum increase of 2% of the total share capital [12]

证券代码：688386 证券简称：泛亚微透 公告编号：2025-025 江苏泛亚微透科技股份有限公司 股东减持股份计划公告 本公司董事会、全体董事及相关股东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： 股东持有的基本情况 截止本公告披露日，股东常州赛富高新创业投资中心（有限合伙）(以下简 称"赛富创投") 持有江苏泛亚微透科技股份有限公司（以下简称"公司"或 "泛 亚微透"）股份 5,850,363 股，占公司总股本比例为 8.36%；江苏南方精工股份 有限公司（以下简称"南方精工"）持有公司股份 5,136,057 股，占公司总股本 比例为 7.34%。上述股份来源于公司首次公开发行前持有的股份,且已于 2021 年 10 月 18 日起上市流通。 减持计划的主要内容 1、赛富创投计划自本公告披露之日起十五个交易日后的 3 个月内，通过集 中竞价交易、大宗交易方式减持所持有的公司的股票合计不超过 2,800,000 股， 即不超过公司总股本的 4% 。其中通过大宗交易的方式减持所持有公司的股票不 超过 1,400,000 ...

【品大事】 永贵电器公告称，公司独立董事刘建被相关监察机关实施留置，经初步了解，刘建所涉事项与公司无 关。刘建为公司第五届董事会独立董事，不参与公司日常生产经营管理工作。目前公司其他董事、监事 及高级管理人员均正常履职，公司生产经营及管理一切正常。 3连板中超控股：异动期间公司实控人杨飞卖出0.11%公司股票 5月7日晚间，沪深两市多家上市公司发布公告，以下是第一财经对一些重要公告的汇总，供投资者参 考。 永贵电器：独立董事刘建被留置 青岛啤酒公告，公司与新华锦集团、鲁锦集团及山东即墨黄酒厂有限公司（"即墨黄酒"）签订《股权转 让协议》，本公司拟从新华锦集团和鲁锦集团处受让其合计持有的即墨黄酒100%股权，相关对价为 6.65亿元和价格调整期损益金额之和。即墨黄酒与本公司同属发酵酒类行业，随着即墨黄酒的加入，将 进一步丰富本公司产品线，拓宽市场渠道，为广大消费者提供更加多元化的选择。 【增减持】 泛亚微透：赛富创投和南方精工拟合计减持不超过7%公司股份 信雅达公告，公司实控人郭华强及控股股东电子公司计划通过集中竞价交易方式减持其所持有的公司股 份。其中郭华强拟减持的数量不超过127万股，占公司当前总股本的0. ...