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风华高科: 半年报监事会决议公告
Zheng Quan Zhi Xing· 2025-08-21 17:00
Group 1 - The meeting of the 10th Supervisory Board of Guangdong Fenghua High-tech Co., Ltd. was held on August 20, 2025, with all three supervisors present, and the meeting procedures complied with relevant laws and regulations [1] - The Supervisory Board approved the 2025 semi-annual report, confirming that the report accurately reflects the company's actual situation without any false statements or omissions [1][2] - The Supervisory Board also approved the special report on the use of raised funds for the first half of 2025, stating that it complies with relevant regulations and accurately reflects the company's fund usage [2] Group 2 - The Supervisory Board reviewed and approved a risk assessment report for Guangdong Guangsheng Financial Co., Ltd. for the first half of 2025, with one supervisor abstaining from the vote [2] - The Supervisory Board approved a proposal to reduce the investment scale of certain fundraising projects, stating that this decision is based on the actual situation of the projects and complies with relevant regulations [2]
风华高科: 半年报董事会决议公告
Zheng Quan Zhi Xing· 2025-08-21 17:00
Meeting Overview - The 2025 Fourth Meeting of the Tenth Board of Directors of Guangdong Fenghua High-tech Co., Ltd. was held on August 20, 2025, with all 9 directors present, ensuring compliance with legal and regulatory requirements [1] Resolutions Passed - The board approved the 2025 Half-Year Report and its summary with unanimous support (9 votes in favor) [2] - The board approved the Special Report on the Storage and Use of Raised Funds for the first half of 2025, also with unanimous support (9 votes in favor) [2] - The board approved the Risk Continuous Assessment Report for Guangdong Guangsheng Financial Co., Ltd. for the first half of 2025, with 7 votes in favor (2 directors abstained) [2] - The board approved the proposal to renew the accounting firm, with unanimous support (9 votes in favor) [3] - The board approved the proposal to change part of the directors of the Tenth Board, electing Wu Jianfeng and Zhang Jinyuan as non-independent director candidates, with unanimous support (9 votes in favor) [3] - The board approved the establishment of new internal control systems, including the Market Value Management System and Public Opinion Management System, with unanimous support (9 votes in favor) [4] - The board approved the proposal to set the performance assessment indicators for the management team for 2025, with 8 votes in favor (1 director abstained) [4] - The board approved the proposal to reduce the investment scale of certain fundraising projects, with unanimous support (9 votes in favor) [4] - The board approved the proposal to convene the 2025 First Extraordinary General Meeting on September 11, 2025, with unanimous support (9 votes in favor) [4] Documentation - The resolutions and decisions from the board meeting will be available for review, including the minutes from the board, supervisory board, and various committee meetings [5]
风华高科: 关于召开2025年第一次临时股东大会的通知
Zheng Quan Zhi Xing· 2025-08-21 17:00
证券代码:000636 证券简称:风华高科 公告编号:2025-33 广东风华高新科技股份有限公司 关于召开 2025 年第一次临时股东大会的通知 本公司及董事会全体成员保证公告内容的真实、准确、完整,没有虚假记载、 误导性陈述或重大遗漏。 一、召开会议基本情况 (一)股东大会届次 公司 2025 年第一次临时股东大会。 (二)股东大会的召集人 公司第十届董事会。 公司于 2025 年 8 月 20 日召开的第十届董事会 2025 年第四次会议审 议通过了《关于召开 2025 年第一次临时股东大会的议案》。本次召开股 东大会符合《公司法》 《上市公司股东会规则》等规范性文件和《公司章 程》的规定。 (四)会议召开的日期和时间 体时间为:2025 年 9 月 11 日 9:15—9:25、9:30—11:30、13:00—15:00; 通过互联网投票系统进行网络投票的具体时间为: —15:00 期间任意时间。 (五)会议召开的方式 本次股东大会采取现场投票和网络投票相结合的方式召开。公司将 通过深圳证券交易所交易系统和互联网投票系统向公司股东提供网络形 式的投票平台,股东可以在网络投票时间内通过上述系统行使表决 ...
风华高科: 关于计提资产减值准备的公告
Zheng Quan Zhi Xing· 2025-08-21 17:00
Summary of Key Points Core Viewpoint - The company has recognized asset impairment losses totaling 63.24 million yuan for the first half of 2025, reflecting a thorough analysis of potential impairment indicators and adherence to accounting standards [1][6]. Group 1: Asset Impairment Overview - The total impairment provision for various assets in the first half of 2025 amounts to 63.24 million yuan, with significant contributions from inventory and receivables [1][6]. - The breakdown of the impairment losses includes 5.07 million yuan for inventory write-downs and 12.52 million yuan for receivables [2][4]. Group 2: Impairment Provision Methodology - The company employs both individual and collective assessment methods for credit impairment provisions based on the nature of financial assets and customer credit risk characteristics [3][4]. - For the first half of 2025, the company recognized credit impairment losses totaling 12.52 million yuan across various receivables [3][4]. Group 3: Impact on Financials - The recognition of impairment provisions will reduce the net profit attributable to ordinary shareholders of the listed company by 53.73 million yuan for the first half of 2025, consequently affecting the equity of the company [6][7].
风华高科: 公司2025年半年度募集资金存放与使用情况的专项报告
Zheng Quan Zhi Xing· 2025-08-21 17:00
Fundraising Overview - The company raised a total of RMB 4,972,899,910.31 through a private placement of A-shares, with a net amount of RMB 4,971,231,532.86 after deducting issuance costs [1][4] - The funds were received on April 8, 2022, and the verification report was issued by Zhongxi Accounting Firm on April 12, 2022 [1][4] Fund Utilization - As of June 30, 2025, the total amount utilized from the raised funds was RMB 3,477,587,407.20, with a remaining balance of RMB 981,614,306.59 [1][4] - The company has not made any early investments or replacements with the raised funds during the reporting period [4][8] Fund Management - The company has established a management system for the raised funds, ensuring compliance with relevant regulations and protecting investor rights [1][4] - A tripartite supervision agreement has been signed with several banks to manage the raised funds in a dedicated account [1][4] Project Updates - The company plans to reduce the investment scale of the Xianghe project to optimize resource allocation and improve fund utilization efficiency [1][4] - The project is expected to reach full operational status by 2026, aligning with the company's strategic development plans [6][7] Remaining Funds - The remaining funds as of June 30, 2025, are all stored in dedicated accounts, with no other uses reported [4][8] - The company has approved the permanent allocation of surplus funds from the "New Monthly Production of 28 Billion Chip Resistors" project to supplement working capital [7][8]
风华高科: 关于对广东省广晟财务有限公司2025年半年度的风险持续评估报告
Zheng Quan Zhi Xing· 2025-08-21 17:00
Core Viewpoint - Guangdong Fenghua High-tech Co., Ltd. conducted a risk assessment report on Guangdong Guangsheng Financial Co., Ltd. for the first half of 2025, evaluating its operational qualifications, business, and risk status based on provided financial documents and regulatory approvals [1]. Company Overview - Guangdong Guangsheng Financial Co., Ltd. is a financial institution approved by the National Financial Supervision and Administration Bureau, with a registered capital of 1.09922 billion RMB. The major shareholder is Guangdong Guangsheng Holding Group Co., Ltd. [1]. - The company provides financial services to member enterprises within the group, including deposit acceptance, loan processing, bill discounting, and financial consulting [1]. Internal Control Structure - The governance structure includes a shareholders' meeting, a board of directors, and senior management, with clear responsibilities and separation of duties among various departments [2][3]. - The board of directors is responsible for strategic planning, financial budgeting, and risk management, while the audit committee oversees compliance and internal controls [5][8]. Risk Management - The company focuses on identifying and managing credit risk, operational risk, liquidity risk, and compliance risk through a structured internal control system [12][14]. - Specific measures include separation of incompatible duties, authorization controls, and regular audits to ensure compliance with regulatory requirements [14][16]. Financial Management - The company adheres to strict financial management principles, ensuring liquidity, safety, and profitability through comprehensive budget management and daily financial planning [14][15]. - It maintains a robust system for managing member enterprise deposits and ensures secure and efficient transaction processing through an intelligent financial platform [15][16]. Investment Operations - The investment activities primarily involve fixed-income securities, with the board of directors setting investment principles and strategies [19][20]. - The investment decision committee is responsible for approving specific investment operations and managing associated risks [20][21]. Information Technology and Security - The company has established a comprehensive information system control framework to ensure data security and operational stability [22][23]. - Measures include multi-layered security protocols, data encryption, and strict access controls to protect sensitive information [23].
风华高科: 关于部分募集资金投资项目缩减投资规模的公告
Zheng Quan Zhi Xing· 2025-08-21 17:00
Core Viewpoint - The company has decided to reduce the investment scale and adjust the construction period of the "Xianghe Industrial Park High-end Capacitor Base Project" due to changes in market demand and its own business planning [4][5][7]. Fundraising Overview - The company raised a total of RMB 4,999,999,910.00 through a non-public stock issuance, with a net amount of RMB 4,971,231,532.86 after deducting fees [1]. - The funds are stored in a dedicated account with regulatory agreements in place to protect investor interests [2][3]. Project Investment Details - The total planned investment for the Xianghe project was originally RMB 750,516,000, which has now been adjusted to RMB 527,181,460 [4]. - The commitment for the raised funds remains at RMB 397,698,520, while the construction period has been extended from 52 months to 64 months [4]. Reasons for Investment Scale Reduction - The decision to reduce the investment scale is based on the rapid development of the industry and changes in the macroeconomic environment, leading to a shift in demand within the consumer electronics sector [4][5]. - The company aims to focus on high-end markets such as automotive electronics and industrial control, while cautiously managing the production capacity for small-sized MLCCs [5][6]. Impact on the Company - The reduction in investment scale is expected to enhance management efficiency and resource allocation, aligning with the company's long-term development strategy [6][7]. - The company assures that this decision will not adversely affect its normal operations and complies with relevant regulations [6][7]. Review and Approval Process - The proposal to reduce the investment scale has been approved by the company's board and supervisory committee, and it will be submitted for shareholder approval [7].
风华高科: 半年度非经营性资金占用及其他关联资金往来情况汇总表
Zheng Quan Zhi Xing· 2025-08-21 17:00
Summary of Key Points Core Viewpoint - The report provides detailed financial data regarding the inter-company transactions and fund usage of Guangdong Fenghua High-tech Co., Ltd, highlighting significant amounts involved in both operational and non-operational transactions with related parties. Group 1: Financial Data Overview - The total amount of funds occupied from January to June 2025 reached 573,656.46 million RMB, with a balance of 229,529.48 million RMB as of June 30, 2025 [1][2]. - The report includes various categories of transactions, such as accounts receivable and other receivables, indicating the nature of the financial interactions with related parties [1]. Group 2: Related Party Transactions - Significant amounts were recorded in accounts receivable from related parties, including 233.08 million RMB from Liuzhou Guige Fuxuan Technology Co., Ltd and 221.82 million RMB from Foshan Lighting Zhenchang Optoelectronics Co., Ltd, both categorized as operational transactions [1]. - The company also reported non-operational transactions, with amounts such as 500.00 million RMB for equity transfer payments and 104.04 million RMB for factory rent from Guangdong Fenghua New Energy Co., Ltd [1]. Group 3: Inter-company Financial Relationships - The report outlines various inter-company financial relationships, including operational and non-operational transactions with subsidiaries and affiliated companies, emphasizing the interconnectedness of the financial activities [1]. - The total amount of operational transactions was significant, with various companies under the same actual controller involved, indicating a structured financial ecosystem within the group [1].
风华高科: 关于拟续聘会计师事务所的公告
Zheng Quan Zhi Xing· 2025-08-21 17:00
广东风华高新科技股份有限公司(以下简称"公司")于 2025 年 8 月 20 日召开的第十届董事会 2025 年第四次会议审议通过了《关 于拟续聘会计师事务所的议案》,公司拟续聘信永中和为公司 2025 年度审计机构,本事项尚需提交公司 2025 年第一次临时股东大会审 议。现将有关事项公告如下: 一、信永中和会计师事务所概况 (一)机构信息 名称:信永中和会计师事务所(特殊普通合伙) 证券代码:000636 证券简称:风华高科 公告编号:2025-29 广东风华高新科技股份有限公司 公司及董事会全体成员保证公告内容的真实、准确、完整,没有虚假记载、 误导性陈述或重大遗漏。 特别提示: 合伙)(以下简称"信永中和")。 委、证监会印发的《国有企业、上市公司选聘会计师事务所管理办法》 (财会〔2023〕4 号)的规定。 成立日期:2012 年 3 月 2 日(京财会许可【2011】0056 号) 组织形式:特殊普通合伙企业 注册地址:北京市东城区朝阳门北大街 8 号富华大厦 A 座 8 层 首席合伙人:谭小青先生 截至 2024 年 12 月 31 日,信永中和合伙人(股东)259 人,注 册会计师 1,78 ...
风华高科: 2025年半年度财务报告
Zheng Quan Zhi Xing· 2025-08-21 16:59
Financial Overview - The total assets of the company at the end of the reporting period amounted to CNY 16,693,786,032.90, an increase from CNY 16,252,206,820.15 at the beginning of the period, reflecting a growth of approximately 2.7% [1][2][3] - Total liabilities increased to CNY 4,224,649,584.99 from CNY 3,884,865,059.91, representing an increase of about 8.7% [2][3] - The total equity of the company rose to CNY 12,469,136,447.91 from CNY 12,367,341,760.24, indicating a growth of approximately 0.8% [2][3] Revenue and Profitability - The total operating revenue for the first half of 2025 was CNY 2,771,527,694.20, compared to CNY 2,390,876,742.46 in the same period of 2024, marking an increase of about 15.9% [3][4] - Total operating costs increased to CNY 2,576,466,342.50 from CNY 2,166,460,771.62, which is an increase of approximately 19% [3][4] - The net profit for the first half of 2025 was CNY 274,802,294.69, compared to CNY 170,663,039.76 in the previous year, reflecting a significant increase of about 60.9% [4][5] Cash Flow - The net cash flow from operating activities was CNY 363,152,629.67, a substantial increase from CNY 165,064,059.88 in the previous year [6][7] - Cash and cash equivalents at the end of the period were CNY 4,572,434,524.06, up from CNY 4,271,856,729.60 at the beginning of the period, indicating a growth of approximately 7.1% [6][7] Expenses - Research and development expenses increased to CNY 124,015,210.25 from CNY 100,179,289.18, representing a growth of about 23.7% [4][5] - Management expenses decreased to CNY 130,479,895.59 from CNY 146,995,107.33, showing a reduction of approximately 11.3% [4][5] Shareholder Equity - The company's retained earnings at the end of the reporting period were CNY 3,161,844,756.57, slightly down from CNY 3,167,139,322.68 at the beginning of the period [2][3] - The total comprehensive income attributable to the parent company's shareholders was CNY 273,293,856.52, compared to CNY 178,661,685.40 in the previous year, indicating a significant increase [5][6]