惠州市德赛西威汽车电子股份有限公司 2025 年度股东会 之 深圳市深南大道 6008 号特区报业大厦 24/31/41/42 层 邮编：518034 24/31/41/42F, Tequbaoye Building, 6008 Shennan Avenue, Shenzhen, Guangdong Province 518034, China 电话/Tel: (+86)(755) 83515666 传真/Fax: (+86)(755) 83515333 网址/Website:http://www.grandall.com.cn 邮箱/Email: grandallsz@grandall.com.cn 国浩律师（深圳）事务所 关于 法律意见书 GLG/SZ/A2577/FY/2026-211 致：惠州市德赛西威汽车电子股份有限公司 国浩律师（深圳）事务所（以下简称"本所"）接受惠州市德赛西威汽车电 子股份有限公司（以下简称"公司"）的委托，指派律师出席了公司 2025 年度股 东会（以下简称"本次股东会"）。 现根据《中华人民共和国公司法》《中华人民共和国证券法》《深圳证券交 易所上市公司自律监管指引第 1 ...

惠州市德赛西威汽车电子股份有限公司 证券代码：002920 证券简称：德赛西威 公告编号：2026-019 惠州市德赛西威汽车电子股份有限公司 第四届董事会第十八次会议决议公告 1 本公司及董事会全体成员保证公告内容的真实、准确和完整，没有虚假记载、 误导性陈述或重大遗漏。 一、董事会会议召开情况 惠州市德赛西威汽车电子股份有限公司（以下简称"公司"）第四届董事会第 十八次会议通知于 2026 年 3 月 23 日以电子邮件形式发出，并于 2026 年 3 月 26 日在公司会议室召开。本次会议由公司董事长高大鹏先生召集并主持，应到董事 9 人，实到 9 人。本次会议召集和召开程序符合《公司法》等法律、行政法规、 规范性文件以及《公司章程》的规定。 二、会议审议情况 1. 审议通过《关于修订 H 股发行上市后适用的<董事会专门委员会实施细 则>的议案》 公司拟发行 H 股股票并在香港联合交易所有限公司（以下简称"香港联交所"） 主板挂牌上市（以下简称"本次发行上市"或"本次发行"），为完成本次发行上市， 根据《中华人民共和国公司法》（以下简称"《公司法》"）《香港联合交易所有限 公司证券上市规则》（以下简称" ...

Investment Rating - The report maintains a "Recommended" investment rating for the Robotaxi industry, indicating a positive outlook for investment opportunities in this sector [3]. Core Insights - The Robotaxi industry is accelerating towards large-scale commercialization, driven by advancements in autonomous driving technology, favorable policies, and the maturation of the business ecosystem. Key players are rapidly iterating technologies and expanding globally, suggesting significant investment opportunities [1][10]. - Robotaxi represents a core application scenario for Level 4 (L4) autonomous driving, characterized by high technical challenges, clear business models, and substantial cost restructuring potential. The industry is expected to enter a phase of large-scale investment and application expansion from 2026 to 2030 [1][10]. Summary by Sections 1. High-Level Autonomous Driving Penetration - Autonomous driving is categorized from Level 0 to Level 5, with L3 and L4 being the focus of global regulatory and competitive landscapes. By 2025, the penetration rate of passenger cars with Level 2 and above in China is projected to reach approximately 66%, with significant growth in higher-level L2++ vehicles [14][21]. - The report highlights that the penetration of L2 and above vehicles is expected to cross 60% by 2025, marking a pivotal point for the widespread adoption of advanced driving assistance systems [21][22]. 2. Industry Catalysts - Multiple catalysts are propelling the Robotaxi industry towards commercialization: - **Policy Improvements**: Countries like China and the U.S. are gradually opening regions for L4 level paid operations, removing mandatory safety driver requirements, thus facilitating commercial operations [2][32]. - **Technological Advancements**: Hardware and algorithm iterations are enhancing safety redundancies, with companies like Waymo and Tesla leading the way in sensor fusion and vision-based approaches [2][32]. - **Cost Reductions**: The BOM (Bill of Materials) cost for vehicles has decreased significantly, enabling large-scale fleet deployments and reducing overall operational costs [2][32]. - **Unit Economics**: Robotaxi can save over 70% in labor costs, with some leading companies already achieving profitability in select cities, indicating a shift towards commercial viability [2][32]. 3. Competitive Landscape - The Robotaxi industry is characterized by a "U.S.-China dominance with multiple strong competitors" framework. In the U.S., Waymo and Tesla are leading, while in China, companies like Pony.ai, WeRide, and others are expanding aggressively [7][10]. - The report notes that the Robotaxi fleet size is increasing, with leading companies already operating fleets of over a thousand vehicles and expanding into more cities for paid operations [7][10]. 4. Market Size - The global autonomous driving mobility service market is projected to grow from $140 million in 2025 to $67.3 billion by 2030, with a compound annual growth rate (CAGR) of approximately 232.7%. In China, the market is expected to grow from $70 million to $39.4 billion during the same period, with a CAGR of about 253.6% [8][10].

Summary of Automotive Industry Conference Call Industry Overview - The automotive industry is facing dual pressure on volume and profit in Q1 2026, with wholesale volume expected to decline by approximately 8% year-on-year, while new energy vehicle sales are projected to slightly decrease. Exports are the only bright spot, with a year-on-year increase of 55% [1][2][3]. Key Points Performance Expectations - **Overall Industry Performance**: Q1 2026 is anticipated to be the low point for volume and profit in the passenger car sector, with most automakers expected to see profit declines exceeding 20% year-on-year due to rising costs from copper, aluminum, lithium carbonate, and the appreciation of the RMB [1][2][3]. - **Geely Auto**: Expected to report profits exceeding 4 billion yuan, with a quarter-on-quarter increase of over 10%, driven by the high profitability of the Geely 9X model and a year-on-year export growth of 140% [1][4]. - **Heavy Truck Sector**: Strong export performance with a year-on-year increase of 30% in January-February 2026. China National Heavy Duty Truck Corporation (CNHTC) is expected to see a profit increase of 60% to 500 million yuan [1][2][3]. Segment Performance - **Intelligent Vehicle Sector**: Outperforming the overall vehicle sector, with Huayang Group expected to see a nearly 20% year-on-year growth, benefiting from Xiaomi's automotive sales and new product lines [1][7]. - **Parts Sector**: Mixed performance with leading companies like Fuyao Glass and Xingyu maintaining lower pressure due to strong overseas expansion. Companies like Kingood are expected to benefit from the rising aluminum prices [1][6]. Sales and Profitability - **Sales Disparities**: Despite overall industry decline, companies like NIO and Seres are expected to show significant sales growth due to new model launches, while BYD and XPeng are facing larger declines [2][3][4]. - **Profit Expectations**: Most passenger car companies are expected to see a year-on-year profit decline of over 20%. Geely is projected to stand out with a profit of over 4 billion yuan [4][5]. Market Trends - **Two-Wheeler Sector**: The sector continues to show strong growth in large-displacement exports, with Chuanfeng Power's exports expected to increase by 60% year-on-year, although overall performance is expected to remain flat due to tariff impacts [1][10]. Additional Insights - **Investment Strategy**: The investment strategy for 2026 focuses on performance and valuation, with recommendations in areas such as AIGC-enabled "power shortage," L4-level intelligence, and robotics. Key companies recommended include Weichai Power, Xpeng Motors, and Top Group [2]. - **Challenges**: The industry faces challenges from rising raw material costs and currency fluctuations, which are expected to negatively impact profitability in Q1 2026 [3][4]. This summary encapsulates the key insights and performance expectations for the automotive industry as discussed in the conference call, highlighting both opportunities and challenges within various segments.

Investment Rating - The industry investment rating is Neutral (maintained) [5] Core Insights - Energy security will promote the export of new energy vehicles from China, with domestic brands expected to capture overseas markets due to their technological, cost, and supply chain advantages [2][9] - The upcoming launch of several key new energy models is anticipated to boost demand in the passenger car market, with a gradual recovery expected as consumer sentiment improves [10] - The IPO application of Yushun Technology has been accepted, indicating strong growth potential in the humanoid robot sector, which may positively influence market sentiment [11] Summary by Sections Investment Suggestions and Targets - Strong alpha vehicle and parts companies are expected to withstand industry risks and achieve revenue and profit growth; focus on companies in the gas power generation chain, humanoid robotics, liquid cooling, and advanced driving industries [12] - Recommended vehicle-related stocks include BYD, Geely, SAIC Motor, JAC Motors, and Seres; gas generator stocks include Yinlun and Weichai Power; liquid cooling stocks include InvoTech, Yinlun, Top Group, Feilong, and Chuanhuan Technology; robotics stocks include Xinquan, Top Group, Yinlun, Daimai, Sanhua Intelligent Control, Zhejiang Rongtai, Xusheng Group, and others; advanced driving stocks include Jingwei Hirain, Bertel, and Desay SV [13]

Investment Rating - The report maintains a "Recommended" rating for the automotive industry [1] Core Insights - The automotive industry is experiencing a structural transformation with opportunities in high-end domestic brands and accelerated penetration of smart technologies. Despite challenges such as the reduction of new energy vehicle purchase tax incentives, the overall sentiment for 2026 remains optimistic [4][13] - The report highlights significant growth in companies like Yushu Technology, which reported a revenue of 1.71 billion yuan in 2025, a year-on-year increase of 335.4%, and a net profit of 600 million yuan, up 674.3% [11] - Xiaomi's new generation SU7 was launched with advanced safety and intelligent driving features, indicating a trend towards enhanced vehicle technology [12] Summary by Sections Recent Trends - The automotive sector's performance from March 16 to March 20 shows a decline of 4.4%, with passenger vehicles increasing by 0.8% while commercial vehicles decreased by 4.0% [14] - The report notes that the A-share automotive sector outperformed the Shanghai Composite Index during this period [14] Key Companies and Earnings Forecast - The report provides a detailed earnings forecast for key companies, recommending stocks such as BYD, Geely, and Great Wall Motors, with various ratings from "Buy" to "Increase" based on their projected earnings per share (EPS) and price-to-earnings (PE) ratios [6][54] - For instance, BYD is projected to have an EPS of 5.33 in 2026 with a "Buy" rating, while Great Wall Motors is expected to have an EPS of 1.70 with an "Increase" rating [54] Industry Indicators - In February 2026, the automotive production and sales figures were reported at 1.672 million and 1.805 million units respectively, showing a year-on-year decline of 20.5% and 15.2% [34] - New energy vehicles accounted for approximately 42.4% of total new vehicle sales, indicating a significant market share despite the overall decline [34]

Investment Rating - The industry investment rating is Neutral (maintained) [5] Core Insights - Energy security will promote the export of new energy vehicles from China, with opportunities for domestic brands to capture overseas markets due to rising oil prices and geopolitical tensions [2][9] - The upcoming launch of several key new energy models is expected to boost demand in the passenger car market, with a gradual recovery anticipated as consumer sentiment improves [10] - The IPO application of Yushun Technology has been accepted, indicating strong growth potential in the humanoid robot sector, which may positively influence market sentiment [11] Summary by Sections Investment Suggestions and Targets - Strong alpha vehicle and parts companies are expected to withstand industry risks and achieve revenue and profit growth; focus on companies in the gas power generation chain, humanoid robotics, liquid cooling, and advanced driving industries [12] - Recommended vehicle-related stocks include BYD, Geely Automobile, SAIC Motor, JAC Motors, and Seres; gas generator stocks include Yinlun Holdings and Weichai Power; liquid cooling stocks include InvoTech, Yinlun Holdings, Top Group, Feilong Shares, and Chuanhuan Technology; robotics stocks include Xinquan Shares, Top Group, Yinlun Holdings, Daimai Shares, Sanhua Intelligent Control, Zhejiang Rongtai, Xusheng Group, and others; advanced driving stocks include Jingwei Hirain, Bertel, and Desay SV [13]

Investment Rating - The report does not explicitly state an investment rating for the company Core Insights - The core focus of the report is on the revenue growth acceleration potential of the company [1] - The company, Desay SV, has achieved significant progress, ranking 58th among the top 100 global automotive parts suppliers in 2025, an increase of 16 places year-on-year [4][5] Summary by Sections Business Performance - In 2025, Desay SV achieved total revenue of 32.557 billion, a year-on-year increase of 17.9% [9] - The net profit attributable to shareholders reached 2.454 billion, growing by 22.4% year-on-year [12] - The smart cockpit segment generated revenue of 20.585 billion, with a year-on-year growth of 12.9%, accounting for approximately 63.2% of total revenue [13] - The smart driving segment achieved revenue of 9.7 billion, a year-on-year increase of 32.6%, with its revenue share rising to 29.8% [15] - The total annualized sales of new project orders exceeded 35 billion, a year-on-year growth of about 30% [17] Market Position and Trends - Desay SV holds the top market share in the domestic smart cockpit and smart driving markets, with shares of 21.7% and 26.7% respectively in 2024 [8] - The penetration rates for smart driving and smart cockpit are expected to rise to 64% and 82% respectively by 2025, indicating significant growth potential [21] - The market size for smart driving and smart cockpit is projected to grow to 213 billion and 300 billion respectively by 2029, with corresponding CAGR of 20.2% and 18.4% [22] Product Development and Innovation - The average unit price for smart driving products increased from 313 to 904 per unit from 2021 to 2024, while the average unit price for smart cockpit products rose from 656 to 960 per unit [27] - The introduction of the fifth-generation smart cockpit platform based on a new AI chip is expected to enhance product value [29] - The company plans to list on the Hong Kong stock exchange in 2026 to enhance its international brand influence [30] Shareholder Activity - The second-largest shareholder, Huizhou Innovation Investment Co., Ltd., reduced its stake by 4.8% in 2025, cashing out approximately 2.8 billion [33] - The largest shareholder, Guangdong Desay Group Co., Ltd., has also announced plans to reduce its stake by 1.2% in early 2026 [36]

Core Viewpoint - The core focus is on whether revenue growth can accelerate, which is a key concern for the industry and the company [1] Group 1: Policy and Market Position - In December 2025, the Ministry of Industry and Information Technology officially announced the first batch of L3 conditional autonomous driving vehicle permits in China, marking a significant step for the intelligent connected vehicle industry [4] - Following policy developments, leading company Desay SV (002920.SZ) reported its 2025 annual results, ranking 58th among the world's top automotive parts suppliers, an increase of 16 places year-on-year [5] Group 2: Business Performance - Desay SV achieved total revenue of 32.557 billion yuan in 2025, a year-on-year increase of 17.9% [9] - The net profit attributable to shareholders reached 2.454 billion yuan, up 22.4% year-on-year [11] - The intelligent cockpit segment generated revenue of 20.585 billion yuan, growing 12.9% year-on-year, accounting for approximately 63.2% of total revenue [13] - The intelligent driving segment achieved revenue of 9.7 billion yuan, a year-on-year increase of 32.6%, raising its revenue share to 29.8% [14] Group 3: Market Trends and Projections - By 2024, the domestic market for intelligent driving and intelligent cockpits is projected to reach 85 billion yuan and 129 billion yuan, respectively, with expected growth to 213 billion yuan and 300 billion yuan by 2029, corresponding to CAGRs of 20.2% and 18.4% [19] - The penetration rates for intelligent driving and intelligent cockpits are expected to rise to 64% and 82% by 2025, with further increases to 97% and 94% by 2029 [17] Group 4: Pricing and Value Growth - From 2021 to the first three quarters of 2024, the average selling price (ASP) of intelligent driving products increased from 313 yuan/unit to 904 yuan/unit, while the ASP for intelligent cockpits rose from 656 yuan/unit to 960 yuan/unit [25] - The continuous increase in unit value for both intelligent driving and intelligent cockpit products is expected to drive future growth, especially for the intelligent cockpit segment, which is nearing an 80% penetration rate [25] Group 5: Shareholder Activity - In 2025, the second-largest shareholder, Huizhou Innovation Investment Co., Ltd., reduced its holdings by 26.71 million shares, amounting to 4.8% of the total share capital, raising 2.8 billion yuan [28] - As of the end of 2025, Huizhou Innovation's shareholding dropped to 20.2% [29] - The major shareholder, Guangdong Desay Group, plans to reduce its holdings by up to 710,630 shares, representing 1.2% of the total share capital [31]

2025年持续督导培训情况报告 二、上市公司的配合情况 中信证券股份有限公司 关于惠州市德赛西威汽车电子股份有限公司 深圳证券交易所： 中信证券股份有限公司（以下简称"中信证券"、"保荐人"）作为惠州市德赛 西威汽车电子股份有限公司（以下简称"德赛西威"、"公司"）向特定对象发行A 股股票的保荐人，根据《深圳证券交易所上市公司自律监管指引第13号——保荐 业务》《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》 等有关法律法规和规范性文件的要求，对公司进行了2025年度持续督导培训，报 告如下： 一、本次持续督导培训的基本情况 （一）保荐机构：中信证券股份有限公司 （七）培训内容：根据中国证券监督管理委员会、深圳证券交易所发布的法 规、指引、通知、办法等相关规定，对募集资金运用、股份减持及内幕交易监管 等进行培训。本次持续督导培训总体上加深了公司董事、高级管理人员等相关人 员对上市公司规范运作重要性及资本市场的理解，有助于提高公司的规范运作水 平。 2 （本页无正文，为《中信证券股份有限公司关于惠州市德赛西威汽车电子股 份有限公司 2025 年持续督导培训情况报告》之签章页） 保荐代表人: ...