二、核心骨干以及公司认为应当激励的其他员工名单 深圳市迪威迅股份有限公司 | 序号 | 姓名 | | --- | --- | | 1 | 姚伟容 | | 2 | 李东方 | | 3 | 刘桂花 | | 4 | 连艳涛 | | 5 | 熊广 | | 6 | 李敬华 | | 7 | 刘婕妤 | 2025 年限制性股票激励计划预留授予激励对象名单（预留授予日） 深圳市迪威迅股份有限公司 董事会 一、总体情况 | 姓名 | 职务 | 国籍/ | 获授的限制性股票 | 本激励计划拟 | 占公司当前 | | --- | --- | --- | --- | --- | --- | | | | | | 授予限制性股 | 股本总额的 | | 地区 | | | 数量（万股） | | | | | | | | 票总量的 | 比例 | | 核心骨干以及公司认为应当激励的其 | | | 576.88 | 20% | 1.60% | | 人） 他员工（7 | | | | | | 说明：1、上述任何一名激励对象通过全部在有效期内的股权激励计划获授的本公司股 票均未超过公司总股本的 1%。公司全部有效期内的激励计划所涉及的标的股票总数累计不 ...

深圳市迪威迅股份有限公司 董事会薪酬与考核委员会关于公司2025年限制性股票激励计划 预留授予激励对象名单的核查意见（预留授予日） 4、具有《公司法》规定的不得担任公司董事、高级管理人员情形的； 5、法律法规规定不得参与上市公司股权激励的； 6、中国证监会认定的其他情形。 1、最近 12 个月内被证券交易所认定为不适当人选； 2、最近 12 个月内被中国证监会及其派出机构认定为不适当人选； 3、最近 12 个月内因重大违法违规行为被中国证监会及其派出机构行政处罚 或者采取市场禁入措施； 二、列入本次激励计划预留授予部分的激励对象名单的人员符合《管理办法》 等文件规定的激励对象条件，符合本次激励计划规定的激励对象范围。本次激励 计划的预留授予激励对象均与公司具有聘用、劳务或劳动关系，不包括公司独立 1 董事； 本次激励计划的激励对象中不包含单独或合计持有公司 5%以上股份的股东 或实际控制人及其配偶、父母、子女。 深圳市迪威迅股份有限公司（以下简称"公司"）董事会薪酬与考核委员会 根据《中华人民共和国公司法》（以下简称"《公司法》"）、《中华人民共和 国证券法》（以下简称"《证券法》"）、《上市公司股权激励管理 ...

本公司及监事会全体成员保证信息披露的真实、准确、完整，没有虚假记 载、误导性陈述或重大遗漏。 深圳市迪威迅股份有限公司（以下简称"公司"）于 2025 年 9 月 8 日在公司 会议室召开第五届监事会第三十二次会议。应出席会议监事 3 人，实际出席监事 3 人。会议由公司监事会主席程皎先生主持。会议的召开符合《公司法》《公司 章程》及相关法律、法规的有关规定。会议审议并以现场表决方式通过以下决议： 一、审议通过了《关于向 2025 年限制性股票激励计划激励对象预留授予限 制性股票的议案》 表决结果：同意票 3 票，反对票 0 票，弃权票 0 票。 监事会对公司《2025 年限制性股票激励计划（草案）》（以下简称"《激 励计划（草案）》"）的预留授予条件进行核查，认为： 证券代码：300167 证券简称：ST 迪威迅 公告编号：2025-065 深圳市迪威迅股份有限公司 第五届监事会第三十二次会议决议公告 4、公司监事会对本次激励计划的预留授予日进行核查，认为预留授予日符 合《上市公司股权激励管理办法》以及公司《激励计划（草案）》中有关授予日 的相关规定。公司本次激励计划规定的预留授予条件已成就。 综上，监事会 ...

Market Overview - The Shanghai Composite Index closed at 3844.84 points, with a decline of 0.79% [1] - The total trading volume of A-shares reached 1,930.44 billion yuan [1] Stocks with Death Cross - A total of 43 A-shares experienced a death cross, where the 5-day moving average fell below the 10-day moving average [1] - Notable stocks with significant distance between their 5-day and 10-day moving averages include: - Zhongma Transmission (603767) with a distance of -3.93% [1] - Jifeng Technology (300022) with a distance of -1.30% [1] - Canqin Technology (688182) with a distance of -1.28% [1] Individual Stock Performance - Zhongma Transmission (603767) saw a decrease of 0.82% with a latest price of 29.01 yuan, which is 8.91% below the 10-day moving average [1] - Jifeng Technology (300022) decreased by 2.12%, latest price at 8.30 yuan, 4.39% below the 10-day moving average [1] - Canqin Technology (688182) dropped by 6.45%, latest price at 25.68 yuan, 7.56% below the 10-day moving average [1] - Other notable declines include: - Meiai Technology (688376) down 4.72% [1] - Jingxin Pharmaceutical (002020) down 2.82% [1] - Zhongyuan Media (000719) down 1.36% [1] Additional Stocks with Death Cross - Other stocks showing a death cross include: - Guomai Technology (002093) down 5.22% [2] - Nanfang Pump Industry (300145) down 5.30% [2] - ST Diweixun (300167) down 1.59% [2] - Aerospace Development (000547) down 3.00% [2] - The performance of these stocks indicates a broader trend of declining prices among companies experiencing a death cross [2]

Financial Performance - The company reported a total revenue of 257 million yuan for the first half of 2025, representing a year-on-year increase of 16.32% [1] - The net profit attributable to shareholders was -3.175 million yuan, showing an improvement of 87.55% compared to the previous year [1] - The gross profit margin decreased to 15.9%, down 7.02% year-on-year, while the net profit margin improved to -0.42%, an increase of 96.34% [1] Accounts Receivable and Cash Flow - Accounts receivable accounted for 49.53% of the latest annual revenue, indicating a significant amount of outstanding payments [1] - The company’s cash flow per share was -0.05 yuan, a decrease of 575.24% year-on-year, suggesting worsening cash flow conditions [1] Cost Management - Total selling, administrative, and financial expenses amounted to 31.4629 million yuan, which is 12.24% of revenue, a decrease of 43.93% year-on-year [1] - The company’s operating expenses have shown a significant reduction, indicating improved cost management [1] Historical Performance and Investment Considerations - The company's historical return on invested capital (ROIC) has been weak, with a median ROIC of -7.19% over the past decade and a particularly poor performance in 2023 at -125.53% [3] - The company has reported losses in 8 out of 13 years since its listing, raising concerns about its long-term viability [3]

Core Points - The company reported a revenue of 257,067,988.53 yuan for the first half of 2025, representing a 16.32% increase compared to 221,002,690.08 yuan in the same period last year [2] - The net profit attributable to shareholders was -3,174,952.47 yuan, showing an improvement of 87.55% from -25,510,998.14 yuan year-on-year [2] - The net cash flow from operating activities was -16,308,890.02 yuan, a significant decline of 575.24% compared to 3,431,683.47 yuan in the previous year [2] - The basic earnings per share were -0.0088 yuan, an improvement of 87.57% from -0.0708 yuan in the same period last year [2] - The weighted average return on net assets was 9.28%, down 61.04% from 70.32% in the previous year [3] Financial Summary - Total assets at the end of the reporting period were 538,207,848.77 yuan, a decrease of 9.87% from 597,138,940.17 yuan at the end of the previous year [3] - The net assets attributable to shareholders were 32,608,834.31 yuan, down 8.87% from 35,783,786.78 yuan at the end of the previous year [3] Shareholder Information - The top shareholder, Shanghai Sayohong Consulting Service Partnership, holds 7.85% of the shares, amounting to 28,156,613 shares [4] - Other significant shareholders include Huang Zejian with 3.35% (12,008,000 shares) and Wang Junhua with 2.79% (9,999,900 shares) [4] Important Matters - The company has received an audit report with a significant uncertainty regarding its ability to continue as a going concern, as indicated by the auditor's report for the 2024 fiscal year [4] - The company has been subject to ongoing risk warnings due to negative net profits for the last three accounting years, with the most recent year's audit report highlighting uncertainties in its operational viability [4]

Core Viewpoint - Shenzhen Dvision Co., Ltd. reported a significant improvement in its financial performance for the first half of 2025, with a 16.32% increase in revenue compared to the same period last year, while also reducing net losses by 87.55% [4][9]. Company Overview and Financial Indicators - The company, listed on the Shenzhen Stock Exchange under the stock code 300167, has not declared any cash dividends or stock bonuses for the reporting period [2]. - The total revenue for the reporting period was approximately 257.07 million yuan, up from 221.00 million yuan in the previous year [4][9]. - The net loss attributable to shareholders decreased to approximately 3.17 million yuan from 25.51 million yuan, marking an 87.55% improvement [4][9]. - The company reported a basic and diluted earnings per share of -0.0088 yuan, an improvement of 87.57% compared to -0.0708 yuan in the previous year [4][9]. Business Performance and Strategy - The company is focusing on enhancing its delivery system and service quality to build long-term trust with existing clients while expanding its customer base [5][6]. - The software industry in China is experiencing steady growth, with a reported revenue of 1.37276 trillion yuan in 2024, reflecting a 10% year-on-year increase [5]. - The company aims to leverage its expertise in artificial intelligence and cloud computing to provide tailored solutions to clients, ensuring efficient execution and competitive advantage in the market [6][7]. Financial Data and Analysis - The company's operating costs increased by 18% to approximately 216.20 million yuan, aligning with the revenue growth [10]. - Research and development expenses rose by 76.45% to approximately 10.62 million yuan, reflecting the company's commitment to innovation [10]. - The net cash flow from operating activities was negative at -16.31 million yuan, a significant decline compared to a positive cash flow of 3.43 million yuan in the previous year [10]. Competitive Position and Market Outlook - The company has established a strong competitive edge through years of accumulation in the digital economy, focusing on digitalization, data accumulation, and artificial intelligence capabilities [7][8]. - Despite facing challenges such as accounts receivable issues, the company has maintained a solid reputation and continues to receive support from high-quality clients [8]. - The company is actively seeking partnerships within the industry to enhance service quality and operational efficiency, thereby solidifying its market position [6][7].

Core Viewpoint - The company held its 44th meeting of the 5th Board of Directors on August 25, 2025, where several important resolutions were passed, including the approval of the 2025 semi-annual report and amendments to the company's articles of association [1][2]. Group 1: Meeting Resolutions - The board approved the 2025 semi-annual report and its summary, with a unanimous vote of 5 in favor, indicating that the report accurately reflects the company's operational status without any false statements or omissions [1]. - The board also approved a proposal to amend the company's articles of association to enhance corporate governance, which will be submitted for shareholder approval [2]. - A proposal to revise several internal governance systems was approved, including rules for shareholder meetings, board meetings, and various management systems, which will also require shareholder approval [2][3].

Core Points - The company held the 31st meeting of the 5th Supervisory Board on August 25, 2025, where it reviewed and approved the 2025 semi-annual report and its summary [1] - The Supervisory Board confirmed that the report's preparation complied with legal and regulatory requirements, accurately reflecting the company's operational status without any false records or misleading statements [1] - The proposal to amend the company's articles of association was also approved, aimed at improving corporate governance in accordance with relevant laws and regulations [1][2] Summary by Sections - **Meeting Details** - The meeting was attended by 3 supervisors, with all present voting in favor of the resolutions [1] - **2025 Semi-Annual Report** - The report was approved unanimously, with 3 votes in favor and no votes against or abstentions [1] - The content of the report was deemed to be true, accurate, and complete, reflecting the company's operational situation during the reporting period [1] - **Amendment of Articles of Association** - The proposal to revise the articles of association was passed, aimed at enhancing corporate governance [1][2] - This amendment will be submitted for approval at the company's shareholders' meeting [2]

Group 1 - The company ST Diwei Xun (300167.SZ) reported a revenue of 257 million yuan for the first half of 2025, representing a year-on-year growth of 16.32% [1] - The net profit attributable to shareholders of the listed company was -3.175 million yuan [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses was -3.9819 million yuan [1] - The basic earnings per share were -0.0088 yuan [1]