北京市天元律师事务所 关于探路者控股集团股份有限公司 2026 年限制性股票激励计划（草案）的 法律意见 北京市天元律师事务所 | N | | --- | | 九、结论意见 23 | | --- | 释 义 除非本法律意见明确另有所指，下述词语在本法律意见中具有如下含义： | 探路者、上市公 | 指 | 探路者控股集团股份有限公司 | | --- | --- | --- | | 司或公司 | | | | 《激励计划（草 | 指 | 《探路者控股集团股份有限公司 年限制性股票激励计划（草案）》 2026 | | 案）》 | | | | 本激励计划、本 次激励计划 | 指 | 探路者控股集团股份有限公司 2026 年限制性股票激励计划 | | | | 按照本次激励计划规定获授限制性股票的公司董事（不包括公司独立董 | | 激励对象 | 指 | 事）、高级管理人员、管理人员及核心技术（业务）人员（含中国台湾 | | | 籍员工） | | | | | 公司根据本激励计划规定的条件和价格，授予激励对象一定数量的公司 | | 限制性股票 | 指 | 股票，该等股票设置一定期限的限售期，在达到本激励计划规定的解除 | | ...

探路者控股集团股份有限公司 第一条 考核目的 为保证股权激励计划的顺利实施，现根据《中华人民共和国公司法》《中华 人民共和国证券法》《上市公司股权激励管理办法》《深圳证券交易所创业板股票 上市规则》等有关法律、法规和规范性文件以及公司章程、公司限制性股票激励 计划的相关规定，并结合公司的实际情况，特制定本办法。 进一步完善公司法人治理结构，建立和完善公司激励约束机制，保证公司股 权激励计划的顺利实施，并在最大程度上发挥股权激励的作用，进而确保公司发 展战略和经营目标的实现。 2026 年限制性股票激励计划实施考核管理办法 第二条 考核原则 考核评价必须坚持公正、公开、公平的原则，严格按照本办法和考核对象的 业绩进行评价，以实现股权激励计划与激励对象工作业绩、贡献紧密结合，从而 提高管理绩效及公司整体业绩，实现公司与全体股东利益最大化。 探路者控股集团股份有限公司（以下简称"公司"）为进一步完善公司法人 治理结构，健全公司的激励约束机制，形成良好均衡的价值分配体系，充分调动 公司核心团队的积极性，使其更诚信勤勉地开展工作，确保公司发展战略和经营 目标的实现，公司拟实施 2026 年限制性股票激励计划（以下简称" ...

Core Insights - The conference themed "Exploring New Journeys Together" highlighted the achievements of the company in 2025 and outlined plans for 2026, focusing on the dual main businesses of "outdoor + chips" and emphasizing the mission of "serving the country through technology and leading a high-quality lifestyle" [1] Group 1: 2025 Achievements - The company maintained steady revenue growth in 2025, successfully integrating strategic acquisitions in core chip assets and enhancing the outdoor product line through smart equipment [1] - The company emphasized the importance of technology innovation and the integration of the innovation chain and industry chain, aiming for high-quality development in both the outdoor and chip industries [1] - The company formed a strategic partnership with Beijing Chuan Yue Zhe Manned Space Technology Co., aiming to create an "Aerospace + Outdoor + Chips" ecosystem [1] Group 2: 2026 Plans - In 2026, the company plans to fully embrace AI technology across its outdoor and chip business segments, focusing on the development of AI-related chip products for various applications [1] - The company aims to build a "technology-industry-society" ecosystem through dual business collaboration, global layout, and sustainable development [1] Group 3: Business Developments - The company successfully integrated Shenzhen Betel and Shanghai Tongtu, marking a transition from a linear chain to a more dynamic and potential-rich ecosystem in its chip business [1] - The outdoor business has seen improvements in product technology, brand connection, and channel experience, leading to a healthier business structure and expansion in second-tier cities [1] - The chip business reported significant achievements, including advancements in transparent screens and small-pitch products, as well as successful collaborations with strategic partners [1] Group 4: Recognition and Awards - The conference recognized outstanding teams and individuals who contributed significantly to the company's development in 2025, encouraging all employees to learn from these exemplary figures [1]

Macro and Strategy Research - Long-term care insurance (referred to as "long-term care insurance") is designed to mitigate the financial risks associated with long-term disabilities, providing economic security or service payments to individuals requiring ongoing personal care and medical assistance. There are three models in practice: social insurance, commercial insurance, and care allowances. To address the medical care needs arising from an aging population, China's long-term care insurance system has been piloted in 49 cities, transitioning from a "pilot" phase to a "promotion" phase during the 14th Five-Year Plan period [2][4]. - Japan's long-term care insurance was implemented in 2000, mandating that individuals over 40 must enroll. Funding is shared equally between public funds (taxes) and insurance premiums. Care service costs are generally covered 90% by the insurance, with individuals responsible for 10%, and some high-income groups covering 20-30%. The application process for care services follows a detailed recognition process, ensuring that public resources are prioritized for those in greatest need. As of April 2024, approximately 6.7% of the insured population utilizes care services, indicating that the insurance primarily addresses the low-frequency, high-risk care needs of the elderly [3]. - Currently, China's long-term care insurance system is still in the "pilot" stage, with only 0.8% of beneficiaries among participants as of 2024. Under the directive to "promote long-term care insurance" during the 14th Five-Year Plan, provinces like Hainan, Yunnan, and Hebei have released implementation plans. The insured groups include employees, retirees, flexible workers, and unemployed rural residents, with payment ratios of approximately 70% for employees and around 50% for non-employed rural residents [4]. - In comparison, there are notable differences between China's long-term care insurance and Japan's system in terms of funding sources, insured groups, benefit systems, and protected populations. Japan's long-term care insurance has undergone eight rounds of reforms, emphasizing a "prevention-first" approach, which can help control costs and establish community prevention and intervention systems for mild disabilities, serving as a significant reference for China's long-term care insurance system [5]. Fund Research - The public fund market saw a total scale exceeding 280 billion yuan, with the equity market experiencing a downturn. During the week from February 2 to February 6, 2026, all major equity indices declined, with the largest drop being 5.76% in the STAR 50 index. Among 31 primary industries, 18 saw gains, with the top five performing sectors being food and beverage, beauty care, electrical equipment, comprehensive, and transportation [6][8]. - The average decline for equity funds was 2.27%, with only 18.81% achieving positive returns. Fixed-income plus funds fell by an average of 0.23%, with 40.77% showing positive returns. Pure bond funds increased by 0.08%, with a remarkable 98.70% positive return rate. The average decline for pension target funds was 0.73%, with only 3.52% achieving positive returns. QDII funds also saw an average decline of 2.54%, with 13.95% showing positive returns [8]. - The ETF market experienced a net inflow of 14.899 billion yuan, with only cross-border ETFs achieving net inflows of 21.624 billion yuan. The average daily trading volume in the ETF market reached 619.629 billion yuan, with an average turnover rate of 9.49% [8]. Industry Research - The report highlights the importance of the upcoming Spring Festival consumption, with a focus on the potential recovery of valuations in the home furnishing sector. Nine departments have jointly issued a document to create a festive consumption atmosphere during the Spring Festival [10][13]. - From February 2 to February 6, the light industry manufacturing sector outperformed the CSI 300 index by 2.29 percentage points, while the textile and apparel sector outperformed by 2.66 percentage points [10]. - The Ministry of Commerce and other departments have launched the "2026 'Happy Shopping Spring' Special Activity Plan," which will take place from February 15 to 23, aiming to stimulate consumption through innovative cross-sector collaborations and incentives to enhance consumer participation. This policy is expected to positively impact the consumption of home appliances and home decoration products during the implementation period [13].

Investment Rating - The investment rating for the light industry manufacturing and textile apparel sectors is maintained at "Neutral" [7][43]. Core Insights - The report highlights the upcoming "2026 'Le Gou New Spring' Special Activity Plan" issued by nine departments, aimed at boosting consumption during the Spring Festival from February 15 to 23, which is expected to stimulate demand in key consumer sectors such as home furnishings, home appliances, and home decoration [6][42]. - The report notes a price increase of 50 yuan/ton for various paper products, including kraft and corrugated paper, effective from March 2, driven by changes in market supply and demand dynamics [6][15]. - The light industry manufacturing sector outperformed the CSI 300 index by 2.29 percentage points during the period from February 2 to February 6, with a sector performance of 0.96% compared to the CSI 300's -1.33% [4][35]. - The textile and apparel sector also outperformed the CSI 300 index by 2.66 percentage points during the same period, with a sector performance of 1.32% [4][39]. Summary by Sections Industry News - The "2026 'Le Gou New Spring' Special Activity Plan" aims to enhance consumption through innovative cross-sector collaborations and incentives to stimulate immediate consumer spending [6][15]. - The report mentions a price adjustment in the paper industry, indicating a recovery in the corrugated paper market due to various factors including reduced production and low inventory levels [6][15]. Key Company Recommendations - The report recommends "Buy" ratings for companies such as Oppein Home (603833), Sophia (002572), and Semir Apparel (002563) [4][43]. - The report also highlights the performance of companies like Tianan New Materials and Jian Sheng Group, noting their recent share buybacks and shareholder actions [3][34]. Market Performance - The light industry manufacturing sector's performance was bolstered by factors such as changes in control and acquisitions, while some companies faced adjustments due to previous overvaluation [4][36]. - The textile and apparel sector saw significant gains in specific companies, with notable increases in stock prices for firms like Cai Bai Co. and Bang Jie Co. [4][39].

Group 1 - Hailanxin (300065) benefits from the collaborative development of the capital urban area port cluster and the intelligent upgrade of shipping, leading to strong growth momentum for the company [1][34] - The company specializes in marine electronic information systems and marine engineering equipment, with a leading position in domestic navigation technology [1][34] - The demand for technology support is expected to increase due to the acceleration of intelligent transformation at key ports like Tianjin and Tangshan [1][34] Group 2 - Jingtou Development (600683) focuses on the development of rail transit properties, leveraging the construction of a cross-regional rail transit network to unlock land value along the routes [2][36] - The company has developed a mature "rail + property" model and holds multiple patents in core technologies related to rail property [2][36] - The ongoing construction in key areas like Beijing's sub-center and Xiong'an New Area aligns with the demand for residential and industrial support due to population relocation [2][36] Group 3 - Chengjian Development (600266) is positioned to benefit from the accelerated urban renewal and non-capital function relief, which creates sustained demand for urban development and infrastructure projects [3][37] - The company has extensive experience in old city renovation and affordable housing construction, participating deeply in the quality upgrade projects of core cities [3][37] - The company’s land reserves and project resources in key areas can directly meet the housing and industrial space needs arising from population relocation [3][37] Group 4 - Langfang Development (600149) is strategically positioned in the land development business in the Beijing area, benefiting from the integration of Tongzhou and the North Three Counties [4][38] - The company can leverage local resource advantages to undertake land consolidation and infrastructure construction projects [4][38] - The demand for land development is expected to be rigidly released due to the implementation of cross-regional demonstration policies [4][38] Group 5 - Julisi (002342) sees a surge in demand for engineering equipment and rigging due to large-scale infrastructure projects in the urban area [5][39] - The company specializes in engineering rigging and lifting equipment, widely used in construction scenarios such as bridges and ports [5][39] - The integration of transportation in the Beijing-Tianjin-Hebei region is expected to drive significant growth in the company's product demand [5][39] Group 6 - Huasheng Tiancai (600410) focuses on cloud computing and digital services, capitalizing on the digital infrastructure upgrade and industrial digital transformation in the urban area [6][40] - The company has a comprehensive digital technology system and rich industry service experience [6][40] - The demand for digital services is expected to grow as the region develops smart transportation and digital governance applications [6][40] Group 7 - Jinyu Group (601992) is a leading supplier of building materials in the Beijing-Tianjin-Hebei region, benefiting from the ongoing construction boom and urban renewal [7][41] - The company’s product offerings include cement, concrete, and aggregates, with a strong supply chain advantage [7][41] - The demand for building materials is expected to rise significantly due to large-scale infrastructure and housing projects [7][41] Group 8 - Jidong Equipment (000856) is positioned to benefit from the upgrade of traditional industries and the demand for equipment renewal in the building materials sector [8][42] - The company specializes in cement equipment manufacturing and engineering services, with a strong technical capability [8][42] - The demand for high-end cement equipment and environmental renovation technology is expected to grow as the region pushes for green upgrades [8][42] Group 9 - Fushi Holdings (300071) focuses on brand marketing and public relations, benefiting from the growing demand for brand promotion in the urban area [9][43] - The company has a full-chain marketing service capability and serves clients across multiple industries [9][43] - The demand for customized marketing solutions is expected to rise as many enterprises establish and upgrade their brands [9][43] Group 10 - Huaxia Happiness (600340) specializes in the development and operation of industrial new towns, benefiting from the influx of industries due to non-capital function relief [10][44] - The company has a mature operational model that integrates industrial introduction and urban support [10][44] - The value of industrial new towns is expected to increase as the region enhances transportation and public services [10][44] Group 11 - Hongqiang Co., Ltd. (002809) sees a rigid growth in demand for concrete additives due to large-scale infrastructure projects [11][45] - The company specializes in concrete additives and new building materials, with stable product performance [11][45] - The demand for concrete is expected to rise significantly, driving the growth of the additives market [11][45] Group 12 - Siwei Tuxin (002405) is positioned to benefit from the rapid development of smart transportation and the growth of the connected vehicle and autonomous driving industries [12][46] - The company specializes in navigation maps and connected vehicle services, with leading technology in high-precision mapping [12][46] - The demand for smart transportation solutions is expected to grow as the region promotes intelligent upgrades in transportation systems [12][46] Group 13 - Leike Defense (002413) focuses on radar systems and electronic countermeasures, benefiting from the dual growth in defense and civilian security demands [13][48] - The company has core technologies and intellectual property rights in the defense and civilian security sectors [13][48] - The demand for security solutions is expected to increase as the region enhances its security capabilities [13][48] Group 14 - Aerospace Technology (000901) is involved in the aerospace equipment manufacturing sector, benefiting from the integration of innovation resources and the upgrade of high-end manufacturing [14][49] - The company leverages its aerospace technology advantages to participate in regional aerospace projects [14][49] - The demand for aerospace technology applications is expected to grow as the region develops its aerospace industry [14][49] Group 15 - Keri International (300662) focuses on human resources services, benefiting from the accelerated flow of talent and the growing demand for high-end talent in the urban area [15][50] - The company provides comprehensive human resources services, covering various industries [15][50] - The demand for customized human resources solutions is expected to rise as enterprises upgrade and expand [15][50] Group 16 - Tanshijia (300005) is positioned to benefit from the growth in outdoor leisure demand and the development of ecological tourism resources [16][51] - The company specializes in outdoor apparel and equipment, with a strong brand presence in the outdoor products industry [16][51] - The demand for outdoor products is expected to grow as consumer awareness of outdoor activities increases [16][51] Group 17 - Gangyan Gaona (300034) focuses on high-temperature alloy materials, benefiting from the rapid development of aerospace and new energy sectors [17][52] - The company specializes in the research and production of high-end alloy materials, with leading technology in the field [17][52] - The demand for high-temperature alloys is expected to grow as the region promotes high-end manufacturing upgrades [17][52] Group 18 - Electronic City (600658) focuses on the development and operation of technology parks, benefiting from the demand for innovation resources and the establishment of tech enterprises [18][53] - The company has extensive experience in park operation and enterprise incubation [18][53] - The demand for technology parks is expected to grow as the region promotes innovation and collaboration [18][53] Group 19 - Shangda Co., Ltd. (301522) specializes in the processing of special steel materials, benefiting from the growing demand for high-end materials in traditional industries [19][54] - The company focuses on the deep processing of special steel, with significant advantages in material processing technology [19][54] - The demand for special steel products is expected to rise as the region promotes the upgrade of manufacturing industries [19][54] Group 20 - Jikai Co., Ltd. (002691) focuses on mining equipment and intelligent upgrades, benefiting from the demand for efficient resource development [20][55] - The company specializes in mining machinery and technical services, with a strong service network [20][55] - The demand for intelligent mining equipment is expected to grow as the region promotes equipment renewal [20][55] Group 21 - Xinhua News (603888) focuses on news dissemination and digital content services, benefiting from the growing demand for media and cultural industries [21][56] - The company has authoritative information channels and strong content creation capabilities [21][56] - The demand for customized media solutions is expected to rise as the region promotes cultural integration and digital transformation [21][56]

从资金流向上来看，当日服装家纺板块主力资金净流出4133.81万元，游资资金净流出140.18万元，散户 资金净流入4273.99万元。服装家纺板块个股资金流向见下表： | 代码 | 名称 | 主力净流入(元) | 主力净占比 游资净流入(元) | | 游资净占比 散户净流入(元) | | 散户净占比 | | --- | --- | --- | --- | --- | --- | --- | --- | | 003041 | 直要美家 | -2104.41万 | 7.69% | -121.61万 | -0.44% | -1982.80万 | -7.25% | | 300952 恒辉安防 | | 2036.83万 | 6.10% | -1573.68万 | -4.71% | -463.15万 | -1.39% | | 300005 | 探路者 | 1980.36万 | 3.23% | -338.27万 | -0.55% | -1642.09万 | -2.68% | | 603557 | ST起步 | 1489.75万 | 26.11% | -818.87万 | -14.35% | -670.87万 | -11. ...

行 行业月报 业 地产链估值修复可延续，白卡、瓦楞纸迎涨价 研 ——轻工制造&纺织服饰行业 2 月投资策略展望 | | | 袁艺博 | SAC | NO： | S1150521120002 | | 年 | | 日 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | 分析师： | | | | | | | | | | | | | | | | 2026 | | | | | | | | | | | | 02 | | | | | | | | | | | | 月 03 | | | 究 | | | | | | | | | | 轻工制造 纺织服饰 投资要点： 行业要闻 证券分析师 （1）多家房企称已不被要求上报三道红线，仍需提交资产负债率指标。 袁艺博 yuanyb@bhzq.com （2）2025 年造纸和纸制品业实现利润总额 443.0 亿元，同比下降 13.6%。 022-23839135 行业发展情况 研子究行助业理评级 （1）2025 年，社会消费品零售总额家具类为 2,091.90 亿元，同比增长 14.62%。 证 家居用品 中 ...

Core Viewpoint - Jiangfeng Electronics plans to acquire control of Kaide Quartz through a cash transaction, which will make Kaide Quartz a subsidiary of Jiangfeng Electronics, enhancing its precision components business in the semiconductor sector [1][2]. Company Overview - Jiangfeng Electronics, established in 2005, specializes in ultra-pure metal sputtering targets and has achieved mass application in chip manufacturing at technology nodes of 7nm, 5nm, and 3nm, serving major clients like TSMC and SMIC. It is projected to rank first in sputtering target shipment volume and second in shipment value globally by 2024 [2][3]. - Kaide Quartz, founded in 1997, focuses on the R&D, production, and sales of quartz glass products, which are essential materials in semiconductor and photovoltaic industries. Its subsidiaries include Kaixin New Materials, Kaide Xinbei, and Kaimei Quartz, which cater to various sectors including semiconductor and aerospace [3]. Financial Performance - In the first three quarters of the previous year, Jiangfeng Electronics reported revenue of 3.291 billion yuan, a year-on-year increase of 25.37%, and a net profit of 400 million yuan, up 39.72% [3]. - Conversely, Kaide Quartz has experienced a decline in net profit since 2023, with a year-on-year decrease of 29.61% in 2023 and 13.31% in 2024. In the first three quarters of 2025, it reported revenue of 222.2 million yuan, down 4.22%, and a net profit of 22.24 million yuan, down 24.57% [4]. Industry Trends - The semiconductor industry is witnessing an acceleration in mergers and acquisitions, driven by policies and the need for technological advancements. The "New National Nine Articles" and "Merger Six Articles" are expected to invigorate the capital market and enhance industrial development [5][6]. - Strategic mergers in the semiconductor sector are becoming mainstream, with companies focusing on vertical integration to strengthen supply chain resilience and enhance collaborative effects within the industry [6][7].

Group 1 - The core viewpoint of the news is that Tanshan's stock has shown significant growth in 2023, with a year-to-date increase of 31.76% and a notable rise of 48.18% over the past 60 days [1] - As of January 29, Tanshan's stock price reached 14.27 yuan per share, with a total market capitalization of 12.61 billion yuan [1] - The company's main business segments include outdoor apparel (63.31% of revenue), chip business (17.13%), outdoor footwear (13.29%), outdoor equipment (3.71%), and other services (2.56%) [1] Group 2 - As of September 30, Tanshan had 41,100 shareholders, a decrease of 29.16% from the previous period, while the average number of circulating shares per person increased by 41.16% to 21,485 shares [2] - For the period from January to September 2025, Tanshan reported operating revenue of 953 million yuan, a year-on-year decrease of 13.98%, and a net profit attributable to shareholders of 33.04 million yuan, down 67.53% year-on-year [2] - Tanshan has distributed a total of 509 million yuan in dividends since its A-share listing, with cumulative distributions of 30.42 million yuan over the past three years [3]