浙江六和律师事务所 关于浙江中晶科技股份有限公司 2025年第二次临时股东大会的 法律意见书 浙六和法意（2025）第1677号 致：浙江中晶科技股份有限公司 根据《中华人民共和国公司法》（下称"《公司法》"）、《中华人民共 和国证券法》（下称"《证券法》"）等法律、法规、规范性文件以及《浙江 中晶科技股份有限公司章程》（下称"《公司章程》"）的规定，浙江六和律 师事务所（下称"本所"）接受浙江中晶科技股份有限公司（下称"公司"） 的委托，指派高金榜律师、吕荣律师（下称"本所律师"）出席公司2025年第 二次临时股东大会（下称"本次股东大会"），对本次股东大会的召集、召开 程序、出席会议人员资格、召集人资格、会议的表决程序、表决结果的有效性 等事宜出具本法律意见书。 为出具本法律意见书，本所律师对本次股东大会所涉及的有关事项进行了 审查，查阅了本所律师认为出具本法律意见书所必须的文件、资料，并对有关 事实进行了必要的核查和验证。 本所律师同意将本法律意见书随公司本次股东大会决议一并公告，并依法 对本法律意见书承担相应的责任。 本所律师按照律师行业公认的业务标准、道德规范和勤勉尽责精神，现就 本次股东大会出具法 ...

Core Insights - The stock price of Zhongjing Technology closed at 37.65 yuan on August 25, down 0.87% from the previous trading day [1] - The company reported a revenue of 217 million yuan and a net profit of 25.74 million yuan in its mid-2025 report [1] - The controlling shareholder, Xu Yijun, reduced his stake by selling 1.5 million shares between July 29 and August 22, resulting in a combined holding of 36.42% with his concerted parties [1] Company Overview - Zhongjing Technology specializes in the research, production, and sales of semiconductor materials [1] - Key products include semiconductor silicon materials and discrete semiconductor devices [1] Market Activity - The trading volume on the day was 71,900 lots, with a transaction amount of 274 million yuan [1]

Core Viewpoint - The announcement details a reduction in shareholding by the controlling shareholder, Xu Yijun, in Zhejiang Zhongjing Technology Co., Ltd., in accordance with a previously disclosed reduction plan [1][2]. Summary by Sections Shareholding Changes - Xu Yijun and his concerted parties held a total of 48,704,630 shares before the reduction, representing 37.58% of the company's total share capital, excluding shares in the repurchase account [1]. - After the reduction, the shareholding decreased to 47,202,440 shares, accounting for 36.42% of the total share capital [1][2]. - The reduction involved selling 1,502,190 shares, which is a decrease of 1.16% [1]. Shareholding Composition - Among the total shares held before the reduction, 23,837,158 shares were unrestricted, making up 18.39%, while 24,867,472 shares were subject to restrictions, accounting for 19.19% [2]. - Post-reduction, the unrestricted shares decreased to 22,334,968 (17.23%) and the restricted shares remained the same at 24,867,472 (19.19%) [2]. Compliance with Regulations - The share reduction is in line with the previously disclosed plan dated June 24, 2025, which stated that Xu Yijun intended to reduce his holdings by up to 2,584,380 shares within a specified timeframe [2]. - The company confirms that the reduction does not violate any laws or regulations, including the Securities Law and the Management Measures for the Acquisition of Listed Companies [3].

本公司及董事会全体成员保证公告内容与信息披露义务人提供的信息一致。 浙江中晶科技股份有限公司（以下简称"公司"或"本公司"）于 2025 年 6 月 24 日在《证券时报》《证券日报》和巨潮资讯网（http://www.cninfo.com.cn） 上披露的《关于公司控股股东、实际控制人减持股份的预披露公告》（公告编号： 2025-035）。公司股东徐一俊先生计划自减持计划披露之日起 15 个交易日后的 3 个月内以集中竞价交易方式/大宗交易方式减持本公司股份不超过 2,584,380 股（占本公司剔除回购专用账户中的股份数量后总股本的 2%）。 现公司收到徐一俊先生出具的《关于浙江中晶科技股份有限公司股份减持计 划实施进展情况告知函》，本次权益变动前，徐一俊先生及其一致行动人合计持 有公司股份 4,870.4630 万股，占公司股本比例 37.58%，占总股本剔除回购专户 中的股份数量后的比例 37.69%。本次权益变动后，徐一俊先生及其一致行动人 合计持有公司股份 4,720.2440 万股，占公司股本比例 36.42%，占总股本剔除回 购专户中的股份数量后的比例 36.53%。现将有关情况公告如下： 证 ...

Summary of Key Points Core Viewpoint - Zhongjing Technology's stock rose by 1.23% on August 22, closing at 37.98 yuan, with a total of 12 block trades amounting to 3,710.29 million yuan in transaction value [1][2]. Trading Details - The first three trades were executed at a price of 33.77 yuan, with a total of 12,000 shares traded in the first two transactions, each generating a transaction value of 405.24 million yuan and a premium rate of -11.08% [1][2]. - Subsequent trades continued at the same price of 33.77 yuan, with varying volumes and transaction values, consistently showing a premium rate of -11.08% [2][3]. - The total transaction volume for the last three months reached 4,310.32 million yuan, with the stock experiencing a 5.09% increase over the last five trading days, despite a net outflow of 296.73 million yuan from main funds [3].

Core Viewpoint - The company, Zhongjing Technology, reported a mixed performance in its 2025 semi-annual report, with a slight decline in revenue but significant growth in net profit and net profit excluding non-recurring items, driven by product structure optimization and capacity expansion from investment projects [1][2]. Financial Performance - Revenue for the first half of the year was 217 million yuan, a decrease of 1.62% year-on-year [1]. - Net profit attributable to shareholders reached 25.7366 million yuan, an increase of 144.05% year-on-year [1]. - Net profit excluding non-recurring items was 23.8549 million yuan, up 151.84% year-on-year [1]. Growth Drivers - The main drivers of performance growth included product structure optimization, capacity release from investment projects, and the acquisition of minority stakes in subsidiary Jiangsu Gaoxin, which enhanced profitability [1]. - The investment project "High-end Discrete Devices and Ultra-large Scale Integrated Circuit Monocrystalline Silicon Wafer Project" is currently in the process of increasing production and customer certification, leading to a richer product matrix [1]. Technological Advancements - Zhongjing Technology has developed several core technologies in semiconductor silicon material manufacturing, including MCZ crystal pulling technology and high-precision polishing silicon wafer processing technology [2]. - The company has established a complete production supply chain system and holds a leading market position in the domestic discrete device monocrystalline silicon rod and grinding silicon wafer sectors [2]. Future Outlook - The company plans to continue increasing R&D investment and introducing new products, further enriching its product structure as new projects progress [1]. - The subsidiary Jiangsu Gaoxin is also advancing new projects and products, with new factory construction and equipment installation currently underway [1].

Core Insights - Zhejiang Zhongjing Technology Co., Ltd. reported a slight decline in revenue but significant growth in net profit for the first half of 2025, indicating strong operational performance despite revenue challenges [2]. Financial Performance - The company achieved operating revenue of 217 million yuan, a year-on-year decrease of 1.62% [2]. - Net profit attributable to shareholders was 25.7366 million yuan, reflecting a year-on-year increase of 144.05% [2]. - After excluding non-recurring gains and losses, the net profit attributable to shareholders was 23.8549 million yuan, up 151.84% year-on-year [2]. Factors Driving Performance - The performance improvement was attributed to three main factors: 1. Capacity release from fundraising projects leading to increased production and a richer product matrix [2]. 2. Continuous implementation of lean management and efficient operations, enhancing product profitability through technological innovation [2]. 3. Acquisition of minority shareholder equity in Jiangsu Gaoxin Electronics Co., Ltd., which strengthened overall profitability [2]. Industry Position - The company has established a comprehensive production supply chain in the semiconductor single crystal silicon materials sector, maintaining a leading market position in domestic discrete device silicon rods, ground silicon wafers, and semiconductor power chips and devices [2]. Customer-Centric Approach - Zhongjing Technology adheres to a customer demand-oriented principle, offering customized production services based on specific performance parameters and specifications required by downstream clients [3]. - The company ensures high product quality and stable supply, aiding clients in improving product yield and performance [3]. Innovation and R&D - The company continues to implement an innovation-driven strategy, enhancing its intellectual property management system and strengthening forward-looking technology layout [3]. - Increased investment in research and development and expansion of high-end technical talent are prioritized to ensure orderly progress of R&D projects [3].

Group 1 - The company Zhongjing Technology (SZ 003026) held its fourth board meeting on August 20, 2025, to review the agenda including the "2025 Semi-Annual Report" and its summary [1] - The closing price of Zhongjing Technology on the day of the announcement was 37.52 yuan [1] Group 2 - The article discusses the decline of a prominent figure in the public fund industry, Ren Zesong, highlighting that the core product's net value has dropped to only 0.7 yuan [1]

证券日报网讯 8月21日晚间，中晶科技发布公告称，2025年半年度公司实现营业收入217，194，321.89 元，同比下降1.62%；归属于上市公司股东的净利润为25，736，635.26元，同比增长144.05%。 （编辑 何成浩） ...

Core Viewpoint - The announcement from Zhongjing Technology indicates that the company's fourth supervisory board meeting has approved a proposal and its summary [2] Group 1 - Zhongjing Technology held its fourth supervisory board's tenth meeting on August 21 [2] - The meeting resulted in the approval of a specific proposal, although details of the proposal are not disclosed in the announcement [2]