第八届董事会第二十三次会议决议公告 证券代码：002139 证券简称：拓邦股份 公告编号：2026001 深圳拓邦股份有限公司 第八届董事会第二十三次会议决议公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假 记载、误导性陈述或重大遗漏。 深圳拓邦股份有限公司（以下简称"公司"）第八届董事会第二十三次会议 于 2026 年 1 月 5 日下午 14:30 时以现场、通讯相结合的方式在公司会议室召开。 召开本次会议的通知已于 2025 年 12 月 30 日以书面、电话、电子邮件等方式通知 各位董事。本次会议由董事长武永强先生主持，会议应参会的董事 7 名，实际参 会的董事 7 名。会议符合《中华人民共和国公司法》和《公司章程》的有关规定。 会议表决情况如下： 一、审议通过了《关于与深圳市吉之光电子有限公司签订<采购框架协议>的 议案》 表决结果：关联董事武永强回避表决，有表决权的非关联董事 6 人，同意 6 票，反对 0 票，弃权 0 票。 二、审议通过了《关于开展远期外汇交易业务的议案》 公司及部分子公司与深圳市吉之光电子有限公司（以下简称"吉之光"）签 订了 2026 年度总额不超过 ...

深圳拓邦股份有限公司章程 深圳拓邦股份有限公司 Shenzhen Topband Co., Ltd 章 程 （2026 年 1 月修订） | 第一章 | 总则 1 | | | --- | --- | --- | | 第二章 | 经营宗旨和范围 2 | | | 第三章 | 股份 3 | | | 第一节 | 股份发行 3 | | | 第二节 | 股份增减和回购 4 | | | 第三节 | 股份转让 5 | | | 第四章 | 股东和股东会 6 | | | 第一节 | 股东的一般规定 6 | | | 第二节 | 控股股东和实际控制人 9 | | | 第三节 | 股东会的一般规定 | 10 | | 第四节 | 股东会的召集 12 | | | 第五节 | 股东会的提案与通知 | 14 | | 第六节 | 股东会的召开 16 | | | 第七节 | 股东会的表决和决议 | 18 | | 第五章 | 董事会 22 | | | 第一节 | 董事 22 | | | 第二节 | 董事会 26 | | | 第三节 | 独立董事 30 | | | 第四节 | 董事会专门委员会 | 33 | | 第六章 | 高级管理人员 35 | | ...

Core Viewpoint - The company is actively expanding its collaboration with leading firms in the robotics and dexterous hand industry, aiming to develop next-generation dexterous hand drive components and integrate core parts into a micro-drive system [2]. Group 1: Company Developments - The company has confirmed that it is in the process of expanding its relationship with Tesla, specifically regarding the hollow cup motors [2]. - By 2025, the company plans to deepen its partnerships with top enterprises in the robotics sector to co-develop new products [2]. - The company successfully launched an integrated micro-drive system that combines a hollow cup motor, gearbox, screw, and encoder into one unit [2]. Group 2: Market Opportunities - The company aims to continue exploring collaboration opportunities with global core customers in the robotics field [2]. - There is a focus on identifying and leveraging incremental opportunities both domestically and internationally [2].

Core Viewpoint - The company is actively integrating advanced AI technologies into its terminal products, enhancing its capabilities in edge computing and intelligent control systems [1] Group 1: AI Technology Integration - The company has incorporated core technologies such as large language models (LLM), AIGC, and RAG knowledge base interactions into its vertical application scenarios [1] - Through structured data, prompt engineering, and intelligent agent frameworks, the company has achieved rapid deployment of AI capabilities in terminal products [1] Group 2: Edge Computing Solutions - A comprehensive management platform covering the entire process from data annotation to model training, testing, and efficient deployment has been established for resource-constrained edge computing scenarios [1] - The platform has successfully implemented modules for edge-side data prediction, fault warning diagnosis, and high-precision voice recognition, significantly enhancing the intelligence level of edge computing [1] Group 3: Product Applications - The company's AI intelligent controllers are currently applied in various terminal products, including temperature controllers, kitchen and bathroom appliances, BMS, and robots [1] - Continuous investment in "edge AI" and "terminal intelligence" is being made to support the upgrade of industrial intelligence as technology evolves and market expansion accelerates [1]

Core Viewpoint - China Mobile has announced a centralized procurement project for lithium iron phosphate batteries for communication from 2026 to 2028, with a procurement scale of approximately 8.229 billion Ah (2.633 GWh) [2][4]. Group 1: Procurement Details - The number of winning bidders is set to be between 9 to 10, with share allocations varying based on the number of bidders. If 9 companies win, the shares will be 17.07%, 14.63%, 13.41%, 12.20%, 10.98%, 9.76%, 8.54%, 7.32%, and 6.09%. If 10 companies win, the shares will be 15.63%, 13.54%, 12.50%, 11.46%, 10.42%, 9.38%, 8.33%, 7.29%, 6.25%, and 5.20% [2][4][5]. - The highest bid limit is set based on the average market price of lithium iron phosphate and electrolyte as of the last pricing cycle before the bid submission deadline [5]. Group 2: Bidder Qualifications - Bidders must be legally established independent entities within the People's Republic of China and must be manufacturers, as agent bids and joint bids are not accepted [6][7]. - Bidders must provide a complete range of capacity specifications for the lithium iron phosphate battery products, with a sales performance of no less than 50 million RMB in the domestic market from July 1, 2022, to June 30, 2025 [6][7]. Group 3: Submission and Evaluation Process - Bids must be submitted electronically through China Mobile's procurement system, with a deadline set for February 9, 2026, at 10:00 AM [11]. - The evaluation of bids will include a qualification review, and any bids that do not pass this review will be rejected [10].

Group 1 - The mechanical sector has shown strong performance in 2025, with the Shenwan Mechanical Equipment Index rising by 36.11%, outperforming the Shanghai Composite Index by 19.74 percentage points and the Shenzhen Component Index by 8.78 percentage points [4][16][19] - In the first three quarters of 2025, the mechanical industry reported revenues of 15,135.34 billion yuan, a year-on-year increase of 7.35%, and a net profit attributable to shareholders of 1,080.76 billion yuan, up 16.80% year-on-year [4][22][27] - The public fund allocation ratio for the mechanical equipment sector increased by 0.25 percentage points in Q3 2025 compared to Q3 2024, indicating improved fundamentals and positive policy impacts [29] Group 2 - The equipment manufacturing industry has maintained export resilience, with significant growth in new overseas markets. From January to October 2025, the export delivery value of general equipment, specialized equipment, and transportation equipment reached 6,173.20 billion yuan, 5,319.30 billion yuan, and 4,124 billion yuan respectively, with year-on-year growth rates of 5.5%, 9.3%, and 24.20% [5][33][36] - The overseas sales of engineering machinery continued to grow, with a year-on-year increase of 11.84% in export value from January to October 2025, driven by technological innovation and diversified market strategies [37][41] - The motorcycle industry has established a strong competitive advantage in overseas markets, with exports reaching 1,101.85 million units and 7.278 billion USD in value from January to October 2025, reflecting a year-on-year increase of 22.28% and 28.2% respectively [42][43] Group 3 - The emergence of new manufacturing scenarios signifies a profound transformation from "single technology upgrades" to "systematic ecological restructuring," enhancing production efficiency, product quality, and innovation capabilities [5][46] - Human-shaped robots are expected to address customization challenges in traditional manufacturing, with a market space projected to expand significantly as they transition from industrial applications to household use [47][54] - The intelligent logistics equipment market in China is expected to grow rapidly, with a projected market size of 1,261 billion yuan in 2025, driven by advancements in IoT and AI technologies [64][72]

Group 1 - The core viewpoint of the news highlights a decline in various indices related to robotics, IoT, smart electric vehicles, and consumer electronics, with the National Robotics Industry Index down by 2.0% and the Consumer Electronics Index down by 3.0% [1] - The E Fund Robotics ETF (159530) saw a net subscription of 42 million units, marking a total net inflow of 240 million yuan over the past three trading days [1] - The National Robotics Industry Index underwent a component stock adjustment, adding five companies from the robotics parts supply chain, which enhances its correlation with humanoid robots [1] Group 2 - The Consumer Electronics ETF tracks the CSI Consumer Electronics Theme Index, focusing on AI hardware, which is a major category of smart terminal products [4] - The CSI Consumer Electronics Theme Index experienced a decline of 3.0% and has a rolling price-to-earnings ratio of 55.6 times since its inception [5] - The IoT ETF tracks the CSI IoT Theme Index, which is essential for achieving connectivity among smart terminals, comprising stocks from companies involved in information collection and transmission [6] Group 3 - The CSI IoT Theme Index also saw a decline of 2.3% and has a rolling price-to-earnings ratio of 32.3 times since its establishment [6]

Core Viewpoint - The company, Tuobang Co., has been deeply engaged in the motor industry for nearly two decades, showcasing its leading capabilities in design, simulation verification, and NVH analysis [2] Group 1: Company Capabilities - The company offers a one-stop solution for various types of motors, including brushless DC motors, hollow cup motors, servo motors, and stepper motors [2] - Tuobang Co. has extensive applications for its products across multiple sectors such as power tools, garden tools, new energy vehicles, healthcare, home appliances, entertainment, sports, and industrial automation [2] Group 2: Product Applications - The brushless DC motors and lithium battery products are specifically noted for their applications in delivery and plant protection drones [2]

Core Insights - The company, Tuobang Co., has been deeply engaged in motor technology for many years, with motors being widely applied in the electric vehicle and robotics industries [2] - The application of onboard motors primarily includes lidar, intelligent cockpit actuators, and thermal management systems, with rapid business growth in collaboration with major domestic automotive manufacturers [2] - The company has achieved mass production and delivery of over one million units for both thermal management system motors and lidar motors, while motors for industrial robots have also reached mature mass production [2]

Group 1 - The company indicates that favorable tariff policies are beneficial for the healthy development of international trade, allowing it to actively seize industry opportunities and expand both domestic and international markets to increase market share [2] - Orders for humanoid robots are proceeding normally, reflecting the company's ongoing commitment to its product lines [2] - The company's stock price is influenced by multiple factors, and it aims to enhance operational quality and strengthen communication with investors to steadily improve core competitiveness and intrinsic value, ultimately creating long-term sustainable returns for shareholders [2]