证券代码：688439 证券简称：振华风光 公告编号：2025-031 贵州振华风光半导体股份有限公司 关于召开2025年第一次临时股东大会的通知 本公司董事会及全体董事保证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： ? 股东大会召开日期：2025年9月8日 ? 本次股东大会采用的网络投票系统：上海证券交易所股东大会网络投票 系统 一、 召开会议的基本情况 （一） 股东大会类型和届次 （二） 股东大会召集人：董事会 （三） 投票方式：本次股东大会所采用的表决方式是现场投票和网络投票相结 合的方式 （四） 现场会议召开的日期、时间和地点 召开日期时间：2025 年 9 月 8 日 14 点 00 分 召开地点：贵州省贵阳市高新区高纳路 819 号贵州振华风光半导体股份有 限公司 101 办公大楼 5 楼会议室 （五） 网络投票的系统、起止日期和投票时间。 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自2025 年 9 月 8 日 至2025 年 9 月 8 日 采用上海证券交易所网络投票系统，通过交易系统投票 ...

Core Viewpoint - Guizhou Zhenhua Wind Power Semiconductor Co., Ltd. reported a significant decline in revenue and profit for the first half of 2025 compared to the same period in 2024, indicating potential challenges in its operational performance [1]. Financial Summary - Total assets at the end of the reporting period amounted to CNY 5,527,710,536.44, reflecting a slight increase of 0.83% from CNY 5,482,189,235.33 at the end of the previous year [4]. - Operating revenue for the period was CNY 464,657,448.89, down 23.90% from CNY 610,568,886.61 in the same period last year [4]. - Total profit decreased by 77.12%, amounting to CNY 60,023,414.94 compared to CNY 262,342,889.39 in the previous year [4]. - Net profit attributable to shareholders was CNY 51,901,569.85, a decline of 76.07% from CNY 216,856,104.50 year-on-year [4]. Shareholder Information - As of the end of the reporting period, the total number of shareholders was 10,046 [6]. - The largest shareholder, China Zhenhua Electronics Group Co., Ltd., holds a significant stake in the company [7].

证券代码：688439 证券简称：振华风光 公告编号：2025-026 贵州振华风光半导体股份有限公司 第二届董事会第七次会议决议公告 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。 一、董事会会议召开情况 贵州振华风光半导体股份有限公司（以下简称"公司"）第二届董事会第七 次会议于 2025 年 8 月 22 日 14 时以现场结合通讯方式召开。本次会议通知于 2025 年 8 月 12 日以书面及电子邮件等方式通知全体董事。会议由董事长朱枝勇先生 主持，会议应到董事 7 人，实到董事 7 人。本次会议的召集和召开、表决方式、 决议内容符合《中华人民共和国公司法》 《上海证券交易所科创板股票上市规则》 等相关法律法规、规范性文件及《贵州振华风光半导体股份有限公司章程》的相 关规定，会议决议合法有效。 二、董事会会议审议情况 具 体 内 容 详 见 公 司 于 2025 年 8 月 23 日 在 上 海 证 券 交 易 所 网 站 （http://www.sse.com.cn）披露的《贵州振华风光半导体股份有限公司 202 ...

Core Viewpoint - The internal audit system of Guizhou Zhenhua Wind Power Semiconductor Co., Ltd. aims to enhance internal audit supervision and risk management, standardize internal audit work, protect company assets, and improve operational efficiency [1][2]. Group 1: Internal Audit Structure - The company establishes an audit committee under the board of directors, which is responsible for organizing and implementing internal audits [2]. - The audit committee consists of three members, with independent directors holding a majority and at least one being a professional accountant [2]. - The audit department, as a dedicated internal audit institution, reports to the audit committee and operates independently from other departments [2][3]. Group 2: Internal Audit Objectives and Basis - Internal audit targets include the company and its departments, subsidiaries, and other matters entrusted by the board and audit committee [3]. - The audit is based on relevant laws, company regulations, and resolutions from the shareholders' and board meetings [3][4]. Group 3: Responsibilities and Authority of the Audit Department - The audit department is responsible for formulating audit regulations, preparing annual audit plans, and supervising the authenticity and legality of fundraising projects [4][5]. - It has the authority to request necessary documents from audited units, inspect financial records, and investigate violations [5][6]. Group 4: Audit Procedures - The audit department develops an annual audit project plan based on company priorities and submits it to the audit committee for approval [7][8]. - Regular audits are conducted annually, while special audits are performed based on specific events or company focus [8][9]. Group 5: Audit Reporting and Follow-up - Audit reports are submitted to the audit committee for approval before being issued to the audited units [9][10]. - The audit department is responsible for follow-up on issues raised in audit reports to ensure corrective actions are taken [10][11]. Group 6: Internal Audit Personnel Requirements - Internal audit personnel must adhere to professional ethics, maintain objectivity, and possess relevant professional capabilities [12][13]. - They are required to understand internal audit standards, procedures, and the company's operational processes [12][13]. Group 7: Audit Documentation and Management - The audit department is responsible for establishing an audit archive management system, retaining documents for ten years [14][15]. - Audit documentation includes plans, reports, evidence, and decisions made by the audit committee [15][16].

Core Viewpoint - Guizhou Zhenhua Semiconductor Co., Ltd. has decided to abolish its supervisory board and amend its articles of association to enhance corporate governance and adapt to the requirements of the Sci-Tech Innovation Board [1][2]. Summary by Sections Cancellation of Supervisory Board - The company will no longer have a supervisory board, with its functions transferred to the audit committee of the board of directors, in accordance with the Company Law and relevant regulations [1][2]. Revision of Articles of Association - The company plans to revise its articles of association to improve its governance structure, aligning with the requirements for companies listed on the Sci-Tech Innovation Board [2][3]. - The revisions include changing terms related to the "shareholders' meeting" to "shareholders' assembly," removing references to "supervisors" and "supervisory board," and making various non-substantive adjustments [3][4]. Specific Amendments - The articles of association will see numerous changes, including the removal of terms related to the supervisory board and the introduction of terms related to the audit committee [3][4]. - The company will ensure that the revised articles maintain legal binding force on the company, shareholders, directors, and senior management [5][6]. Shareholder Rights and Responsibilities - Shareholders will retain rights to dividends, voting, and other benefits proportional to their shareholdings, and will have the right to request meetings and participate in decision-making processes [7][8]. - The company will ensure that shareholders can exercise their rights effectively, including the right to inspect company documents and participate in meetings [9][10]. Governance and Compliance - The company emphasizes compliance with laws and regulations during the transition, ensuring that the board of directors and audit committee fulfill their responsibilities diligently [11][12]. - The company will maintain transparency and uphold the interests of all shareholders throughout the governance changes [13][14].

Core Viewpoint - Guizhou Zhenhua Wind Semiconductor Co., Ltd. has released a semi-annual evaluation report on its 2025 "Quality Improvement and Efficiency Enhancement" action plan, highlighting significant progress in enhancing core competitiveness, operational efficiency, and investor relations [1][9]. Group 1: Focus on Core Business - The company has increased R&D investment to 76.9837 million yuan, a 7.98% increase year-on-year, representing 16.57% of revenue, up 4.89% from the previous year [1][2]. - A total of 36 patents were applied for, with breakthroughs in core technologies and a 50% improvement in yield rates for packaging processes [2][3]. - The company has established a leading collaborative design and simulation verification platform for analog integrated circuits [2]. Group 2: Operational Management Optimization - The company is focusing on technological innovation and market-oriented reforms, implementing a project manager system to enhance R&D vitality [3][4]. - A total of 150 new products were trialed and supplied, generating 150 million yuan in orders in new fields [4]. - Cost savings of over 3 million yuan were achieved through procurement negotiations and production efficiency improvements [4]. Group 3: Corporate Governance and Risk Management - The company is revising its governance structure to ensure stability and compliance with relevant laws and regulations [5][6]. - A comprehensive risk management system has been established to prevent significant risks from materializing [6]. - The company received an "A" rating from Wind for its ESG management, emphasizing sustainable development [6]. Group 4: Investor Communication and Returns - The company emphasizes investor relations, conducting over 40 investor communication activities and achieving a 100% response rate to inquiries [7]. - Cumulative cash dividends since listing amount to 249 million yuan, with a planned dividend of 1.63 yuan per 10 shares for 2024 [8]. - A market value management system has been established to stabilize stock prices and enhance investor confidence [8]. Group 5: Responsibility and Compliance - The company is reinforcing the responsibilities of key personnel to ensure compliance and effective operations [9]. - Training sessions for board members and senior management have been organized to enhance governance capabilities [9].

Fundraising Overview - The company raised a total of RMB 3,349,500,000.00 from its initial public offering, with a net amount of RMB 3,259,500,000.00 after deducting issuance costs [1] - As of June 30, 2025, the balance in the fundraising account was RMB 108,424,311.28, which includes interest income after deducting fees [1] Fund Management - The company has established a management system for the use of raised funds, ensuring compliance with relevant laws and regulations [1] - A tripartite supervision agreement has been signed with the underwriter and banks to manage the funds securely [1] Fund Utilization - The company approved the use of up to RMB 160,000,000 of temporarily idle funds for cash management, investing in low-risk financial products [2] - As of June 30, 2025, the balance of idle funds in cash management was RMB 151,600,000 [2] Use of Surplus Funds - The company approved the use of RMB 50,000,000 of surplus funds to permanently supplement working capital, which accounts for 24.28% of the total surplus funds [2] - A total of RMB 34,688.47 million of surplus funds was allocated for acquiring land use rights and construction projects from a controlling shareholder [3] Remaining Funds - The company decided to permanently supplement working capital with surplus funds from the completed R&D center project, although the exact amount has not yet been finalized [4] - The company has replaced self-funded expenditures for the R&D center project with raised funds, totaling RMB 5,256.33 million [4] Compliance and Reporting - The company has confirmed that its fundraising usage disclosures align with actual usage, with no violations reported [5] - The total amount raised, after deducting issuance costs, was RMB 325,992.36 million, with RMB 19,607.81 million invested in the current year [6]

Core Viewpoint - The report evaluates the risk assessment of China Electronics Finance Co., Ltd. (中电财务公司) by Guizhou Zhinhua Photovoltaic Semiconductor Co., Ltd., highlighting the company's financial stability, internal control mechanisms, and compliance with regulatory requirements [1][10]. Group 1: Company Overview - China Electronics Finance Co., Ltd. has a registered capital of 2.5 billion RMB, increased from 1.901 billion RMB following a capital increase approved by the National Financial Supervision Administration [1]. - The major shareholder, China Electronics Information Industry Group Co., Ltd., holds 81.27% of the shares after acquiring a 23.61% stake from Nanjing Zhongdian Panda Information Industry Group Co., Ltd. [1]. Group 2: Internal Control and Risk Management - The company has established a governance structure with a board of directors, supervisory board, and management team, ensuring clear responsibilities and checks and balances [1]. - A comprehensive risk management system is in place, including internal audits and risk assessment protocols tailored to different business activities [2][3]. Group 3: Financial Performance - As of June 30, 2025, China Electronics Finance Co., Ltd. reported bank deposits of 215 million RMB and a net profit of 161 million RMB [7]. - The company's financial indicators comply with regulatory requirements, indicating sound financial health [8]. Group 4: Loan and Investment Management - The company implements a strict loan management system, only lending to members of China Electronics Information Industry Group Co., Ltd., with a comprehensive credit management process [4]. - Investment management includes fixed-income securities and stock investments, governed by specific operational guidelines to mitigate risks [5][6]. Group 5: Compliance and Regulatory Adherence - The company operates in accordance with the regulations set forth by the National Financial Supervision Administration, with no significant deficiencies identified in its risk management systems [10].

Group 1 - The company will hold a performance briefing on September 8, 2025, from 15:00 to 17:00 at the Shanghai Stock Exchange Roadshow Center [1][2] - The briefing will be conducted in a format that includes graphic presentations and online interactive Q&A [2][3] - Investors can submit questions from September 1 to September 5, 2025, before 16:00 through the Roadshow Center website or via the company's email [3] Group 2 - The purpose of the briefing is to provide a comprehensive understanding of the company's 2025 semi-annual operating results and financial status [1] - The company aims to address common investor concerns during the briefing [2] - After the briefing, investors can access the main content and outcomes of the event on the Roadshow Center website [3]

证券代码：688439 证券简称：振华风光 公告编号：2025-029 贵州振华风光半导体股份有限公司 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。 一、本次计提资产减值准备情况概述 根据《企业会计准则》《上海证券交易所科创板股票上市规则》和公司会计 政策、会计估计的相关规定，为客观、公允地反映公司截至2025年6月30日的财 务状况及2025年第二季度的经营成果，基于谨慎性原则，公司对合并报表范围内 的各类资产进行了减值测试，对其中存在减值迹象的资产相应计提减值损失。 单位：人民币元 | 项 目 | 第二季度计提金额 | 2025年度已累计计提金额 | | --- | --- | --- | | 其中：应收票据坏账准备 | -12,662,661.06 | -11,263,795.69 | | 应收账款坏账准备 | 43,608,383.27 | 71,225,140.05 | | 其他应收款坏账准备 | 42,842.23 | 41,107.34 | | 其中：存货跌价准备 | 4,102,642.64 | 6,11 ...