杭州巨星科技股份有限公司 独立董事（签字）： 王刚： 陈智敏: 施虹： 二○二五年四月十八日 第六届董事会第三次独立董事专门会议的审核意见 根据《中华人民共和国公司法》、《上市公司独立董事管理办法》、《上市公 司治理准则》等相关法律法规、规范性文件以及《杭州巨星科技股份有限公司 章程》（以下简称"《公司章程》"）的有关规定，杭州巨星科技股份有限公司 （以下简称"公司"）的独立董事于 2025 年 4 月 18 日召开了第六届董事会第 三次独立董事专门会议，在认真审阅了拟提交第六届董事会第十二次会议的相 关议案后，发表如下审核意见： （以下无正文） （本页无正文，专为《杭州巨星科技股份有限公司第六届董事会第三次独立 董事专门会议的审核意见》之签字页） 一、关于 2025 年度日常关联交易的审核意见 经审阅，我们认为：公司与关联方发生的关联交易是按照"公平自愿，互 惠互利"的原则进行的，均系公司正常生产经营和业务发展所需，交易价格按 市场价格确定，定价公允，没有违反公开、公平、公正的原则，关联董事回避 表决，决策程序合法有效，不存在损害公司和中小股东的利益的行为。我们同 意将上述议案提交公司董事会审议。 ...

二〇二五年四月二十二日 经核查独立董事王刚、陈智敏、施虹的任职经历以及签署的相关自查文 件，上述人员未在公司担任除独立董事以外的任何职务，也未在公司主要股东 公司担任任何职务，与公司以及主要股东之间不存在利害关系或其他可能妨碍 其进行独立客观判断的关系，不存在影响独立董事独立性的情况，符合《上市 公司独立董事管理办法》《深圳证券交易所上市公司自律监管指引第 1 号—— 主板上市公司规范运作》中对独立董事独立性的相关要求。 杭州巨星科技股份有限公司董事会 关于独立董事独立性自查情况的专项意见 杭州巨星科技股份有限公司董事会 根据中国证券监督管理委员会《上市公司独立董事管理办法》、《深圳证券 交易所股票上市规则》《深圳证券交易所上市公司自律监管指引第 1 号——主 板上市公司规范运作》等要求，杭州巨星科技股份有限公司（以下简称"公 司"）董事会就公司在任独立董事王刚、陈智敏、施虹的独立性情况进行评估 并出具如下专项意见： ...

Financial Performance - The company's operating revenue for 2024 reached ¥14,795,453,293.25, representing a 35.37% increase compared to ¥10,929,992,802.32 in 2023[19] - Net profit attributable to shareholders for 2024 was ¥2,303,624,287.24, a 36.18% increase from ¥1,691,612,756.79 in 2023[19] - The basic earnings per share for 2024 was ¥1.9286, up 36.18% from ¥1.4162 in 2023[19] - The total assets at the end of 2024 amounted to ¥23,104,639,375.15, reflecting a 17.38% increase from ¥19,683,797,271.17 at the end of 2023[19] - The cash flow from operating activities for 2024 was ¥1,740,214,109.88, down 18.14% from ¥2,125,854,925.65 in 2023[19] - The company reported a weighted average return on equity of 14.53% for 2024, an increase of 2.64% from 11.89% in 2023[19] - The net profit after deducting non-recurring gains and losses for 2024 was ¥2,304,107,114.56, a 35.74% increase from ¥1,697,490,987.11 in 2023[19] - The company’s net assets attributable to shareholders at the end of 2024 were ¥16,402,655,855.37, a 10.47% increase from ¥14,847,980,075.62 at the end of 2023[19] Dividend Policy - The company plans not to distribute cash dividends or issue bonus shares for the year[5] Research and Development - The company invested 366 million yuan in R&D, resulting in the design of 1,937 new products during the reporting period[34] - Research and development expenses rose by 13.52% to 366,158,892.23 CNY, driven by increased investment in R&D projects[50] - The number of R&D personnel decreased by 0.45% to 1,100 in 2024, down from 1,105 in 2023[64] - The proportion of R&D personnel to total staff decreased from 10.23% in 2023 to 8.31% in 2024[64] Market Expansion and Sales - The company is expanding its manufacturing capacity in Southeast Asia and exploring production solutions in Mexico, Singapore, and Malaysia[34] - The company expanded its DTC (Direct To Customer) business, enhancing customer engagement and feedback for product innovation[38] - The Americas region generated CNY 9,386,789,108.12 in revenue, accounting for 63.44% of total revenue, with a growth of 34.70% year-on-year[42] - The company is focusing on expanding its product categories and enhancing its brand presence in non-US markets, particularly in Southeast Asia and the Belt and Road regions[39] Product Development and Innovation - The company’s innovative product development includes a series of 20V cordless lithium battery power tools, which received positive market feedback[34] - The company successfully launched a new series of 20V lithium battery tools, marking a significant breakthrough in the power tools market[40] - The company completed several new product developments, including a walnut wood dual-color installation hammer and various new specifications for tools, aimed at increasing product diversity and meeting customer demand[51] Operational Efficiency - The total operating cost for tools and hardware in 2024 was 10,013,591,820.11 CNY, a 34.90% increase from 7,423,231,250.13 CNY in 2023, maintaining a cost structure where 99.55% of costs were attributed to this segment[47] - Sales expenses increased by 14.52% to 974,899,236.57 CNY in 2024, primarily due to higher personnel salaries, advertising, and office expenses[50] - The company aims to reduce operational costs by 10% through improved supply chain management[121] Cash Flow and Investments - The company's operating cash inflow increased by 29.65% to ¥15.35 billion in 2024, compared to ¥11.84 billion in 2023[66] - Investment cash inflow surged by 1,317.38% to ¥3.89 billion in 2024, compared to ¥0.27 billion in 2023[66] - The net cash flow from financing activities increased by 129.06% to ¥357.90 million in 2024, compared to a net outflow of ¥1.23 billion in 2023, driven by increased financing[67] Corporate Governance - The board of directors consists of nine members, including three independent directors, ensuring compliance with governance regulations[106] - The company has a dedicated supervisory board that monitors major transactions and financial conditions to protect shareholder interests[107] - The company adheres to strict information disclosure practices, ensuring transparency and timely communication with investors[108] Shareholder Engagement - The participation rate in the 2024 first extraordinary general meeting was 48.80%[112] - The participation rate in the 2023 annual general meeting was 46.59%[112] - The company has established a three-year shareholder return plan (2024-2026) approved at the annual general meeting on May 31, 2024, considering profitability and shareholder returns[138] Environmental and Social Responsibility - The company has implemented various measures to reduce carbon emissions, including the establishment of energy management guidelines and the promotion of green products[149] - The company has not faced any administrative penalties due to environmental issues during the reporting period[149] Risk Management - The company has established risk management measures to address market, liquidity, credit, operational, and legal risks related to foreign exchange transactions[82] - The company closely monitors exchange rate fluctuations to manage risks associated with foreign exchange transactions[82] Strategic Acquisitions - The company completed the acquisition of 100% equity in TESA Measurement Systems for a total investment of CNY 271.633 million[75] - The company has ongoing non-equity investments, including a project for an annual production capacity of 1 million sets of new energy power tools, with a total investment of CNY 24.03 million[76] Employee Development - The company conducted a total of 205 training sessions in 2024, with 5,418 participants and a cumulative total of 12,246 hours of training[137] - The average employee salary for 2024 is higher than the provincial average salary in Zhejiang, with a comprehensive salary adjustment completed once a year and three quarterly adjustments[137] Future Outlook - The company provided a future outlook with a revenue guidance of 2,900 million for the upcoming quarter, reflecting a growth strategy[115] - New product development initiatives are underway, focusing on enhancing product offerings to capture market share[115] - The company is planning market expansion efforts, targeting new geographical regions to increase its customer base[115]

4月16日，巨星科技连续4个交易日下跌，区间累计跌幅-9.27%。杭州巨星科技股份有限公司成立于1993年,是全球领先的工具企业。 财报显示，睿远基金旗下睿远成长价值混合A为巨星科技前十大股东，去年四季度减持。今年以来收益率-6.33%，同类排名4090(总4559)。 | 阶段涨幅 李度涨幅 | 今年以来各阶段业绩及同类排名 年度涨幅 | | | | | --- | --- | --- | --- | --- | | | 近1周 近1月 | 近3月 | | 新功能:"小天 | | 阶段涨幅 | 7.04% -12.35% | -2.41% | | 型,智能问答 | | 同类平均0 | 5.91% -7.13% | 2.38% | | 准、专业的问 | | 沪深300 | 2.33% -5.83% | -0.73% | | | | 同类排名 3 | 1425 4632 4052 4623 3647 4566 380 | | | | | 四分位排名 > | | The Later | 图片来源:天天基金网 2025/4/16 | | 睿远成长价值混合A基金经理分别为傅鹏博、朱璘。 简历显示，傅鹏博先生:硕士,1 ...

Investment Rating - The investment rating for the company is "Buy" (maintained) [6] Core Viewpoints - The recent announcement of "reciprocal tariffs" by the Trump administration poses both challenges and opportunities for the company, which has strong global capabilities and can better withstand risks during tariff cycles [1][2] - The company has a clear path for managing tariff impacts, with a significant portion of its revenue coming from ODM business, where tariff costs are borne by customers. The company plans to mitigate costs through manufacturing efficiency and product innovation [1][2] - The company is expected to benefit from a favorable mid-term landscape, as its overseas production capabilities remain advantageous compared to local U.S. production, which faces higher costs [2][3] - The anticipated interest rate cuts in the U.S. are expected to boost demand in the real estate sector, positively impacting the tools industry [4] Summary by Sections Tariff Impact and Company Strategy - The company is positioned to manage the impact of the new tariffs effectively, with a focus on maintaining customer relationships and product pricing strategies [1][2] - The company has initiated price increases to cover the additional tariff costs, demonstrating its ability to pass on costs to consumers [1] Mid-term Industry Dynamics - The comparative advantage of non-U.S. production, particularly in Southeast Asia, remains significant despite the narrowing of tariff differentials [2] - The company is well-placed to capture market share due to its established global supply chain and production capabilities [3] Demand and Economic Outlook - Historical data suggests that the company and the industry have shown resilience during previous tariff impacts, with stable demand expected despite short-term challenges [4] - The expected reduction in interest rates is likely to enhance housing demand, further supporting the tools market [4] Financial Projections - The company is projected to see significant growth in net profit from 2024 to 2026, with estimates of 2.41 billion, 2.85 billion, and 3.49 billion respectively, reflecting year-on-year increases of 42.5%, 18.4%, and 22.2% [10] - The current market valuation indicates that the company is undervalued compared to its peers, with a projected P/E ratio of 13.6, 11.5, and 9.4 for the years 2024 to 2026 [10]

Summary of Conference Call Industry or Company Involved - The discussion primarily revolves around the impact of U.S. trade policies and tariffs on the manufacturing industry, specifically focusing on a company referred to as "巨星科技" (Star Technology) and its operations in the ODM (Original Design Manufacturer) and OBM (Original Brand Manufacturer) sectors. Core Points and Arguments 1. **U.S. Trade Policies**: The U.S. government's approach to tariffs is characterized as trade protectionism rather than true equality in trade, which is expected to lead to a decline in U.S. economic hegemony rather than a resurgence of manufacturing in the U.S. [2][3][4] 2. **Revenue Projections**: Star Technology anticipates a revenue of approximately $2 billion in 2024, with exports to the U.S. accounting for about $1.3 to $1.4 billion, representing 65% to 70% of total revenue. [3][4] 3. **Impact of Tariffs on ODM and OBM**: The ODM business is less affected by tariffs since customers bear the tariff costs, while the OBM segment faces significant challenges due to direct tariff payments to the U.S. government. [4][5] 4. **Current Tax Burden**: The effective tax burden for the company is reported to be around 79%, making it unsustainable for manufacturing in the U.S. [4][5] 5. **Vietnam's Competitive Advantage**: Vietnam's manufacturing sector is highlighted as having a competitive edge over China due to lower tariffs, despite recent increases. The tariff difference has decreased from 45% to 33%, but Vietnam remains competitive. [5][6] 6. **Lobbying Efforts**: The company is engaging in lobbying efforts with major U.S. retailers to address the negative impacts of global tariffs on manufacturing countries. [6][7] 7. **Price Adjustments**: The company plans to raise prices in response to tariffs, with a consensus among industry players to start price increases imminently. [19][20] 8. **Long-term Industry Outlook**: The company anticipates a challenging environment with rising prices and declining sales volumes, but believes that the demand for home maintenance will continue to grow, leading to opportunities for new product development. [16][17] 9. **Global Manufacturing Strategy**: The company is exploring manufacturing options in Southeast Asia, India, and North Africa, but faces challenges due to rising costs and tariffs in these regions. [25][26][27] 10. **U.S. Manufacturing Costs**: The cost of manufacturing in the U.S. is significantly higher (300% more) compared to other regions, which is unsustainable under current tariff conditions. [28][29] Other Important but Possibly Overlooked Content 1. **Historical Context**: The discussion references historical trade policies and their impacts, drawing parallels to past economic conditions and suggesting that current policies may lead to similar outcomes. [31][32] 2. **Consumer Impact**: There is concern about how rising prices will affect U.S. consumers, potentially leading to decreased demand and economic strain. [30][34] 3. **Market Dynamics**: The company emphasizes the interconnectedness of global trade and the potential for tariffs to disrupt supply chains, leading to increased costs and reduced competitiveness. [9][10][11] 4. **Future Projections**: The company expresses uncertainty about future demand and the need to adapt product offerings to meet changing market conditions. [36][37] This summary encapsulates the key points discussed during the conference call, highlighting the challenges and strategic responses of the company in light of evolving trade policies and market dynamics.

Group 1: Company Insights - Giant Star Technology anticipates industry-wide price increases and has already begun raising prices following tariff changes, with a focus on Southeast Asia for new production capacity due to its low-cost advantages [1] - Yangjie Technology is implementing cost control measures to offset short-term pressure on gross margins from price adjustments, with optimistic growth in automotive electronics and a focus on expanding its Vietnam factory [2] - Kidswant plans to open 30 franchise stores by March 2025, aiming for a total of 500, and is collaborating with various partners to enhance its product offerings and services in the maternal and infant industry [3] Group 2: Market Trends - The shift towards domestic alternatives in low-voltage power chips is expected to drive market growth in the coming years, despite strict verification cycles [2] - The collaboration between Kidswant and partners in the live-streaming and AI technology sectors aims to improve service quality and promote healthy industry development [3]

Group 1: Company Overview and Market Context - Giant Star Technology's revenue from the U.S. market accounts for approximately 65% of total revenue, with part of the products shipped from China and Southeast Asia [2] - The company has around $100 million in production capacity in the U.S. [2] - The new tariffs have resulted in cumulative tariffs of 79% on tool products exported from China to the U.S., while Vietnam, Thailand, and Cambodia face tariffs of 46%, 36%, and 49% respectively [2][3] Group 2: Impact of Tariffs - The tariffs are expected to increase manufacturing costs in the U.S., leading to inflation and overall cost increases across the industry [2] - The company anticipates that the new tariffs will not significantly impact the overall market size, despite potential price increases and decreased sales volume [3] - The company plans to absorb some of the tariff costs through price increases, particularly for OBM products, which are currently subject to a 79% tariff [3][4] Group 3: Strategic Opportunities - The company sees opportunities arising from the demand for maintenance and repair services, which may increase due to inflation and a shift towards DIY projects [3] - There is a potential for market entry into new product categories that were previously difficult to penetrate, particularly in supermarket supply chains [3] - The company aims to focus on developing high-cost performance products to capture market share [3] Group 4: Future Considerations - The company is considering the establishment of production facilities in Mexico or the U.S. but acknowledges that production costs in Southeast Asia remain competitive [4] - Current construction of additional capacity in Southeast Asia will continue, as demand remains strong [4] - The company believes that the challenges posed by tariffs present more opportunities than risks, reinforcing its confidence in becoming a global manufacturing and R&D entity [4]

Summary of the Conference Call for Giant Technology Company Overview - **Company**: Giant Technology - **Industry**: Manufacturing, specifically in the ODM (Original Design Manufacturer) and OBM (Own Brand Manufacturer) sectors Key Points and Arguments Impact of U.S. Tariff Policies - The U.S. tariff policy is viewed as a form of trade protectionism, aiming to eliminate trade surpluses, which is deemed nearly impossible in the modern economy [3][4] - Giant Technology's exports to the U.S. account for 65% to 70% of its total revenue, approximately $1.3 to $1.4 billion, with a significant impact on its OBM business due to a tax burden of 79% [5][4] - The company is actively lobbying to reduce global manufacturing costs and develop new products that can adapt to high tariffs [4][7] Production Cost Challenges - The imposition of a 25% tariff on global steel products has led to a 33% increase in domestic steel prices, raising production costs for manufacturers like Giant Technology [8][4] - The production cost of a specific product is projected to rise from $11.942 in late 2024 to $13.034 in early 2025, marking a 9.14% increase due to tariffs [8][10] - The company plans to accelerate the closure of U.S. factories to mitigate losses from rising production costs [12][4] Market Dynamics in Vietnam - The Vietnamese market is experiencing high demand, with prices expected to remain stable as global capacity is limited [13][4] - Giant Technology has informed clients that prices will not decrease, and orders are already booked until 2026 [13][4] Strategic Shifts and Opportunities - The company aims to transition from an export-focused entity to a global production, manufacturing, sales, and R&D organization [15][4] - There is a growing demand for home maintenance and DIY projects in the U.S., which benefits ODM manufacturers like Giant Technology [15][4] - The company is exploring new product areas such as electric tools and small appliances, leveraging its strong R&D capabilities [15][4] Future Industry Trends - The U.S. market size has grown from $15 billion in 2008 to $50 billion currently, with expectations of entering a stable phase by 2025 [14][4] - The overall industry is not expected to decline, despite challenges from high inflation and tariffs [14][4] Pricing Strategies and Market Adjustments - Other companies in the industry anticipate price increases starting in Q3 2025, while Giant Technology plans to adjust its supply chain to capture market share [16][4] - The company will not lower prices due to the current market conditions, and it is developing low-cost products to meet changing market demands [22][4] Production Base Considerations - Giant Technology will not establish new factories in Mexico or the U.S. due to high production costs and tariffs [17][4] - The company is focusing on increasing production capacity in Thailand, which offers a more favorable cost structure compared to other regions [19][4] Economic Outlook and Challenges - The current U.S. economic situation is described as precarious, with concerns about the Federal Reserve's ability to respond effectively [24][4] - The company believes that the current challenges present more opportunities than risks, and it is optimistic about future growth [27][4] Conclusion - Giant Technology is navigating a complex landscape shaped by U.S. trade policies, rising production costs, and shifting market dynamics. The company is strategically positioning itself to leverage opportunities in the evolving market while managing the challenges posed by tariffs and competition.