Group 1 - The company, Zhuoyue Technology (002369), announced on September 25 that it has no overdue external guarantees, no external guarantees involved in litigation, and no losses to be borne due to judgments from guarantees [1]

深圳市卓翼科技股份有限公司关于为全资子公司提供担保的进展公告 证券代码：002369 证券简称：卓翼科技 公告编号：2025-039 深圳市卓翼科技股份有限公司 关于为全资子公司提供担保的进展公告 本公司及董事会、监事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或重大遗漏。 一、担保情况概述 | 担保方 | 被担保方 | 担保调剂 | 调剂前担 | 本次调 | 调剂后担保 | 截至目前担保余额 | | --- | --- | --- | --- | --- | --- | --- | | | | 方向 | 保额度 | 剂额度 | 额度 | （含本次） | | 资产负债率为 | 70%以上的全资子公司 | | | | | | | 公司 | 卓翼智造 | 调出方 | 10,000 | -1,000 | 9,000 | 0 | | | 卓博机器人 | 调入方 | 0 | 1,000 | 1,000 | 1,000 | 深圳市卓翼科技股份有限公司关于为全资子公司提供担保的进展公告 因卓翼智造与卓博机器人均为资产负债率 70%以上的担保对象，因此可在担 保额度内互相调剂。担保额度调剂及提供担 ...

Core Viewpoint - Shenzhen Zhuoyue Technology Co., Ltd. has announced a postponement of the board and supervisory board elections to ensure continuity and stability in governance as the nomination process and reform work are not yet completed [1][2]. Group 1 - The current term of the sixth board and supervisory board will expire on September 25, 2025, and the company plans to amend its articles of association and related systems for the upcoming elections [1]. - The postponement of the elections will not affect the normal operations of the company, and the current board and supervisory board will continue to fulfill their duties until the new elections are completed [2]. - The company will actively promote the election of the new board and the reform of the supervisory board while adhering to relevant disclosure obligations [2].

Core Viewpoint - The company announced a postponement of its board of directors' re-election due to ongoing work related to the nomination of new candidates and reforms in the supervisory board, ensuring continuity and stability in its operations [1] Group 1 - The postponement of the board re-election includes the board of directors, its specialized committees, the supervisory board, and senior management [1] - The term of the current board and management will be extended accordingly due to the delay in the re-election process [1]

深圳市卓翼科技股份有限公司关于董事会、监事会延期换届的提示性公告 深圳市卓翼科技股份有限公司（以下简称"公司"）第六届董事会、监事会 任期将于 2025 年 9 月 25 日届满。根据新修订的《中华人民共和国公司法》《上 市公司章程指引》及《关于新<公司法>配套制度规则实施相关过渡期安排》等要 求，公司拟修订《公司章程》等相关制度并进行换届选举。鉴于公司新一届董事 会候选人提名、监事会改革等工作尚未完成，为保证相关工作的连续性和稳定性， 公司董事会将延期换届，公司董事会、董事会各专门委员会、监事会及高级管理 人员的任期将相应顺延（以上统称"延期换届"）。 在新一届董事会换届选举及监事会改革完成之前，公司第六届董事会、董事 会各专门委员会、监事会及高级管理人员将依照法律、行政法规和《公司章程》 的相关规定，继续履行相应的职责和义务。 本次延期换届不会影响公司的正常运营。公司将积极推进董事会换届选举、 监事会改革等工作，并按照相关规定及时履行信息披露义务。 特此公告。 深圳市卓翼科技股份有限公司 董事会 证券代码：002369 证券简称：卓翼科技 公告编号：2025-038 深圳市卓翼科技股份有限公司 关于董事会 ...

Core Viewpoint - The announcement indicates a significant change in the ownership structure of Zhuoyue Technology, resulting in the company having no controlling shareholder or actual controller following the judicial auction of shares held by former controlling shareholder Xia Chuanwu [2][3]. Group 1: Shareholder Changes - Xia Chuanwu's shareholding decreased from 37,783,242 shares (6.66%) to 1,563,242 shares (0.28%) after the judicial auction of 36,220,000 shares [2]. - The new largest shareholder is Heshan Future (Shenzhen) Investment Partnership, holding 25,513,032 shares, which is 4.5% of the total share capital [3]. - The company currently has no shareholder holding more than 50% of the shares, nor any shareholder with the ability to control more than 30% of the voting rights [3]. Group 2: Impact on Operations - Despite the change in controlling shareholder, the company asserts that this will not adversely affect its daily operations or production activities [3]. - The management team remains stable, and the company maintains a sound corporate governance structure and independent operational capability [3][4]. - There are no reported instances of non-operational fund occupation or illegal guarantees by the former controlling shareholder that would harm the interests of the listed company [3]. Group 3: Future Development - The change in ownership structure marks a new development phase for Zhuoyue Technology, with future strategic direction relying more on management's decision-making and execution capabilities [4].

Industry Overview - In 2024, China's smart wrist-worn device market is expected to reach sales of 57.04 million units, representing a year-on-year growth of 14.2% [1] - By 2025, this figure is projected to exceed 71 million units, with an estimated growth rate of approximately 24% [1] - The global consumer-grade wearable market is anticipated to reach a size of $36.273 billion by 2025, with a compound annual growth rate (CAGR) of 15.15% from 2025 to 2032, potentially rising to $97.371 billion by 2032 [1] Company Profile - Founded in 2004, the company initially focused on producing network communication products such as ADSL modems and wireless routers, later expanding into smartphones and smart wearables [2] - The company has built a strong manufacturing experience and technical capability through long-term partnerships with well-known brands, including Huawei and Xiaomi [2] - The company has established a comprehensive R&D innovation system, enabling it to develop a wide range of smart terminal products [2] Technological Advancements - The company leverages advanced wireless communication and IoT technologies to provide efficient and stable network solutions for wearable devices [3] - The production of Wi-Fi 7 products has commenced, which is expected to enhance high-speed data transmission for smart wearables [3] - The company has achieved breakthroughs in Bluetooth 5.3 technology, improving power efficiency and data transmission stability for wearable devices [3] - The company possesses core technologies in sensor technology, such as millimeter-wave sensors, which accurately collect physiological and motion data [3] Product Diversification - The company offers a diverse range of products in the smart wearable sector, including smart bands and smartwatches, which are well-received by consumers for their stylish design and functionality [4] - Products feature essential functions like activity tracking, sleep monitoring, and heart rate monitoring, along with convenient features such as Bluetooth calling and mobile payments [4] - The company has also made strides in the TWS earphone market, providing high-quality audio and comfort for various user scenarios [4] - With increasing consumer focus on health and quality of life, the company has introduced smart wearables with health monitoring capabilities, offering real-time physiological data tracking [4] - The growing demand for smart wearables is expected to benefit the company as technologies like 5G and AI become more prevalent [4]

Core Viewpoint - The change in the shareholding structure of Zhuoyue Technology will not adversely affect the company's daily operations or disrupt its normal production and business order [1][3]. Group 1: Shareholding Structure Changes - On September 22, Zhuoyue Technology announced a significant change in its shareholding structure, with the original controlling shareholder, Xia Chuanwu, losing his status as the controlling shareholder due to a judicial auction of 36,220,000 shares, reducing his holding from 6.66% to 0.28% [3]. - He Shansheng Future (Shenzhen) Investment Partnership has become the largest shareholder, holding 25,513,032 shares, which accounts for 4.5% of the total share capital, providing important support for the stability of the company's shareholding structure [3]. Group 2: Company Operations and Governance - Zhuoyue Technology has established a sound corporate governance structure, with a complete and efficient operational model in decision-making, execution processes, and supervision systems, enabling it to operate independently [1]. - The company emphasizes that its stable management team, standardized governance structure, and solid business foundation will allow it to continue to deepen its core areas and seize industry development opportunities, thereby enhancing its core competitiveness [1].

Core Viewpoint - Zhuoyue Technology (002369.SZ) has undergone a significant change in its ownership structure, with the former controlling shareholder, Xia Chuanwu, losing his controlling stake due to a judicial auction of 36.22 million shares, resulting in a reduction of his shareholding to 0.28% [1] Group 1 - The judicial auction of 36.22 million shares has been completed, leading to Xia Chuanwu's loss of controlling shareholder status [1] - The company now has no controlling shareholder or actual controller, which is expected to have no adverse impact on its daily operations [1] - The new largest shareholder is Heshan Future (Shenzhen) Investment Partnership (Limited Partnership), holding 4.5% of the company's shares [1]

深圳市卓翼科技股份有限公司 简式权益变动报告书 上市公司名称：深圳市卓翼科技股份有限公司 股票上市地点：深圳证券交易所 股票简称：卓翼科技 股票代码：002369 信息披露义务人姓名：夏传武 住所、通讯地址：广东省深圳市南山区科技南路 股份变动性质：因股份被司法拍卖导致持股比例减少 签署日期：2025 年 9 月 18 日 信息披露义务人声明 二、信息披露义务人签署本报告书已获得必要的授权和批准，其履行亦不违 反信息披露义务人章程或内部规则中的任何条款，或与之相冲突。 三、依据《中华人民共和国证券法》《上市公司收购管理办法》《公开发行证 券的公司信息披露内容与格式准则第 15 号——权益变动报告书》的规定，本报 告书已全面披露了信息披露义务人在上市公司中拥有权益的股份变动情况。 四、截至本报告书签署之日，除本报告书披露的持股信息外，信息披露义务 人没有通过任何其他方式增加或减少其在上市公司中拥有权益的股份。 五、本次权益变动是根据本报告书所载明的资料进行的，除信息披露义务人 外，没有委托或者授权任何其他人提供未在本报告书中列载的信息和对本报告书 做出任何解释或者说明。 六、信息披露义务人承诺本报告书及相关申报 ...