北京市朝阳区建外大街丁 12 号英皇集团中心 8、9、11 层 8/9/11/F, Emperor Group Centre, No.12D, Jianwai Avenue, Chaoyang District, Beijing, 100022, P.R.China 电话/Tel.:010-50867666 传真/Fax:010-56916450 网址/Website:www.kangdalawyers.com 北京 西安 深圳 海口 上海 广州 杭州 沈阳 南京 天津 菏泽 成都 苏州 呼和浩特 香港 武汉 郑州 长沙 厦门 重庆 合肥 宁波 济南 昆明 南昌 北京市康达律师事务所 1．在本《法律意见书》中，本所及本所律师仅就本次会议的召集和召开程 序、召集人和出席人员的资格、表决程序以及表决结果进行核查和见证并发表法 律意见，不对本次会议的议案内容及其所涉及的事实和数据的完整性、真实性和 准确性发表意见。 1 法律意见书 关于深圳市洲明科技股份有限公司 2025 年第四次临时股东会的法律意见书 康达股会字[2025]第 0450 号 致：深圳市洲明科技股份有限公司 北京市康达律师事务所（以下简称"本所"） ...

证券代码：300232 证券简称：洲明科技 公告编号：2025-096 深圳市洲明科技股份有限公司 2025 年第四次临时股东会决议公告 本公司及董事会全体成员保证信息披露内容真实、准确和完整，没有虚假 记载、误导性陈述或者重大遗漏。 重要内容提示： 1、本次股东会无变更、否决提案的情况； 2、本次股东会未出现涉及变更前次股东会决议的情形； （2）网络投票时间：2025年10月28日。 其中：通过深圳证券交易所交易系统进行网络投票的具体时间为2025年10 月28日9:15—9:25、9:30—11:30、13:00—15:00；通过深圳证券交易所互联网投 票的具体时间为：2025年10月28日9:15—15:00期间的任意时间。 5、召集人：公司董事会。 6、主持人：董事长林洺锋先生。 3、为尊重中小投资者利益，提高中小投资者对公司股东会决议的重大事项 的参与度，本次股东会审议的议案对中小投资者单独计票。中小投资者是指除公 司的董事、高级管理人员及单独或者合计持有公司5%以上股份股东以外的其他 股东。 一、本次会议召开情况 1、会议通知情况：公司董事会已于 2025 年 9 月 23 日在巨潮资讯网 （ww ...

Core Insights - The current AI industry is at a strategic turning point, with a focus on practical AI tools rather than the distant concept of "super AGI" [1] - A collaboration has been established between Zhouming Technology, Zhiyu AI, and Lingyun Guang to create Shenzhen Zhixian Robotics Co., Ltd., with a registered capital of 50 million yuan [1] - Zhouming Technology's AI transformation will concentrate on customized industry models and applications, targeting vertical fields such as education, healthcare, and security [1] Group 1 - Zhouming Technology's Vice President described the collaboration as combining a "super brain" (Zhiyu), "eyes" (Yuan Keshijie), and "body" (Zhouming) to upgrade display terminals from mere information carriers to intelligent entities [2] - The joint venture aims to provide an integrated solution of "algorithm models + hardware terminals + perceptual interaction," supporting the full chain from model training to hardware integration [2] - The focus for B-end clients is on the applicability of AI solutions rather than the strength of the models, emphasizing the need for industry-specific data and targeted model development [2] Group 2 - Zhouming Technology aims to develop deep vertical AI rather than broad general AI, requiring integration with clients' business knowledge to generate industry-specific content [3] - The company's screens serve as central terminals for data accumulation, allowing for precise matching of B-end and G-end needs [3] - Zhouming is also building capabilities for C-end markets, planning to establish joint ventures with companies that have C-end expertise [3] Group 3 - The AI business has become a significant growth driver for Zhouming, with recent AI revenue surpassing the total from the previous year, indicating a successful transition [3] - AI solutions offer higher profit margins compared to traditional screen sales, helping Zhouming navigate the competitive price war in the traditional screen market [3] - The key to AI commercialization is understanding industry pain points and ensuring that technology is grounded in real-world applications [4]

Core Insights - The company announced the establishment of a joint venture named Zhixian Robot Technology Company in collaboration with Zhipu and Yuankeshi Vision during its 21st anniversary AI forum and product launch [1] - The new company aims to create an innovative ecosystem in the AI smart terminal field, providing comprehensive support from vertical model training to hardware and software integration [1] - The chairman of the company believes that 2025 will be a critical year for the acceleration of AI integration into everyday life, driven by policy, technology, and ecosystem synergies [1] Group 1 - The company has served clients across 160 countries and regions over the past 21 years, gaining insights into various industries and their specific AI needs [3] - The company emphasizes the importance of understanding industry pain points and developing tailored vertical models in collaboration with industry integrators [4] - The company aims to provide a comprehensive industry solution package to effectively address customer issues [4] Group 2 - The company introduced the "4321" solution system to support applications in government, education, exhibition, and marketing sectors [4] - The company showcased its AI series products, including a new AI smart all-in-one machine and outdoor smart LED technology, highlighting the integration of LED and AI technologies [4] - The company envisions that every screen will become an independent AI entity, expanding the application boundaries of AI as data accumulates from screen interactions and services [4]

Core Insights - 2025 is identified as a critical year for the acceleration of AI integration into everyday life, driven by a convergence of policy, technology, and ecosystem developments [1] - The display industry is at a turning point with the strategic elevation of "LED+AI" by the company, aiming to reshape the terminal value in various sectors through AI solutions [1] Group 1 - The company will focus on "industry-specific model customization" and "AI application implementation" to evolve from information carriers to intelligent interactive interfaces [1] - The company has operated in over 160 countries and regions over the past 21 years, emphasizing the need for AI to address real business challenges in vertical industries [1] Group 2 - A partnership was formed with Zhipu and Yuankeshi to establish Shenzhen Zhixian Robot Co., Ltd., aimed at creating an innovative ecosystem in the AI smart terminal field [2] - The new company will provide comprehensive support from model training to hardware integration, facilitating the deployment of AI in various sectors such as government, education, and tourism [2] Group 3 - The latest flagship model GLM-4.5 from Zhipu integrates reasoning, coding, and intelligent capabilities, featuring multi-turn dialogue and enhanced data analysis [2] - The company showcased new AI products, including the AI smart integrated machine and outdoor smart LED, highlighting the latest technological advancements in "LED+AI" [2] Group 4 - The company is accelerating the construction of a new AI display ecosystem with highly integrated and intelligent solutions, envisioning every screen as an independent AI entity [2] - As interaction and service data accumulate, the application boundaries of AI entities will continue to expand, aiming for a true cybernetic world [2]

Group 1: Company Performance Highlights - Ecovacs Robotics reported a significant increase in Q3 2025 revenue of 4.201 billion yuan, up 29.26% year-on-year, and a net profit of 438 million yuan, up 7160.87% [1] - Deep South Housing A achieved a revenue of approximately 898.85 million yuan in the first three quarters of 2025, a year-on-year increase of 331.66%, with a net profit of about 145.12 million yuan, up 2791.57% [1] - Antong Holdings reported Q3 2025 revenue of 2.152 billion yuan, an 18.85% increase year-on-year, and a net profit of 152 million yuan, up 2155.18% [2] - Sichuan Changhong's Q3 2025 revenue was 25.184 billion yuan, down 2.69% year-on-year, but net profit increased to 507 million yuan, up 690.83% [2] - Zhenghai Magnetic Materials reported a revenue of approximately 4.973 billion yuan for the first three quarters of 2025, a 30.54% increase, with a net profit of about 228 million yuan, up 20.46% [3] - Gold Mountain reported Q3 2025 revenue of 3.372 billion yuan, up 66.39% year-on-year, and a net profit of 951 million yuan, up 140.98% [4] Group 2: Corporate Actions and Strategic Moves - Yiyi Co. plans to acquire 100% equity of Gao Ye Jia, with the stock resuming trading on October 27 [6][8] - Ying Tang Zhi Kong is planning to issue shares to acquire assets, leading to a stock suspension starting October 27 [18][35] - Dream Jie Co. faced dissent from board member Chen Jie regarding the Q3 2025 report, raising concerns about its accuracy and completeness [9] - Drugmaker WuXi AppTec intends to sell 100% equity of two subsidiaries for 2.8 billion yuan to focus on its CRDMO business model [20][21] - Huayi Technology is planning to invest in a new project with a budget of approximately 266.65 million yuan for advanced manufacturing capabilities [22]

Core Insights - The chairman of Zhouming Group, Lin Mingfeng, emphasized that 2025 will be a critical year for the acceleration of AI integration into everyday life, driven by a combination of policy, technology, and ecosystem factors [1] - Zhouming Group aims to focus on "industry-specific model customization" and "AI application implementation" to transform large screens into intelligent interactive interfaces [1] - The company introduced the "Smart Display Robot" as a new growth avenue, along with the "4321" solution system, targeting various sectors such as government, education, exhibition, and marketing [1] Company Developments - Zhouming Group signed a cooperation agreement with Zhihui and Yuankeshi to establish Shenzhen Zhixian Robot Co., Ltd., which will focus on creating an innovative ecosystem in the AI smart terminal field [1] - The new company will provide comprehensive support from industry model training to hardware and software integration, facilitating the deployment of AI in various scenarios [1] - Zhouming Group's Central Research Institute released a series of AI products, including a new AI smart integrated machine and outdoor smart LED, showcasing the integration of LED and AI technologies [2]

Core Viewpoint - The company plans to establish a joint venture named Shenzhen Zhixian Robot Technology Co., Ltd. with a total registered capital of 50 million RMB, aiming to integrate core technological advantages and create an AI intelligent terminal ecosystem [2][4][17]. Summary by Sections 1. Overview of Related External Investment - The joint venture will be formed by the company's wholly-owned subsidiary, Beijing Yuanke Shijie Technology Co., Ltd., along with Shenzhen Zhouming Technology Co., Ltd. and its affiliate, Beijing Zhipu Huazhang Technology Co., Ltd. [2][4]. - The investment amounts are as follows: Zhouming Technology will contribute 25 million RMB (50% stake), Zhipu will contribute 15 million RMB (30% stake), and Yuanke Shijie will contribute 10 million RMB (20% stake) [2][4]. - The investment aims to build an integrated solution combining hardware terminals, algorithm models, and interactive perception technologies for various applications in education, meetings, and cultural tourism [4][17]. 2. Investment Details - The joint venture's registered capital is set at 50 million RMB, with all parties contributing cash from their own funds [12][9]. - The pricing for the investment was agreed upon at 1.00 RMB per registered capital, deemed fair and reasonable [10]. 3. Management Structure - The joint venture will have a board of directors consisting of five members, with Zhouming Technology nominating three, Zhipu nominating one, and Yuanke Shijie nominating one [8]. - Key management positions will include a general manager, a deputy general manager, a CFO, and a CTO, with nominations distributed among the partners [8]. 4. Impact on the Company - This investment aligns with the company's strategic development, enhancing resource integration and improving sustainable growth and competitive advantage [17]. - The funding for this transaction will not affect the company's normal operations, as it is sourced from self-owned funds [17]. - The transaction does not involve management changes or new competitive situations post-completion [18][19]. 5. Approval Process - The transaction has been approved by the company's independent directors and the board of directors, and does not require shareholder meeting approval [21][24].

Core Viewpoint - The company plans to establish a joint venture named Shenzhen Zhixian Robot Technology Co., Ltd. with two partners, aiming to integrate core technological advantages to create an innovative ecosystem in the AI smart terminal field [1] Investment Details - The registered capital of the joint venture is set at 50 million yuan, with the company contributing 25 million yuan for a 50% stake, while its partners will contribute 15 million yuan (30% stake) and 10 million yuan (20% stake) respectively [1] Strategic Objectives - The investment aims to build a comprehensive solution that combines algorithm models, hardware terminals, and perceptual interaction, providing full-chain support for AI smart terminals from model training to software and hardware integration [1] Product Development - The joint venture's products will leverage foundational capabilities such as LLM, LED, and image visual interaction, integrating multimodal capabilities like voice interaction, image recognition, intelligent Q&A, and real-time translation [1] Application Areas - The solutions will be widely applied in sectors such as education, meetings, and cultural tourism, facilitating the "embodiment of display" in intelligent agents and promoting industry intelligence upgrades [1]

Financial Performance Highlights - San Chuan Wisdom reported a net profit of 143.89 million yuan, a year-on-year increase of 101.23%, with total revenue of 827.84 million yuan, down 25.53% [1] - Dian Guang Media achieved a net profit of 132.11 million yuan, up 116.61%, with revenue of 3.19 billion yuan, an increase of 16.32% [1] - Jin Kai BioScience's net profit surged by 163.24% to 103.43 million yuan, with revenue of 487.72 million yuan, up 25.96% [2] - He Ren Technology's net profit skyrocketed by 1,292.86% to 12.94 million yuan, despite a slight revenue decline of 0.33% to 263.46 million yuan [3] - Ming Tai Aluminum's net profit for Q3 increased by 35.94% to 464 million yuan, while total revenue for the first three quarters was 25.87 billion yuan, up 9.38% [4] - Jin Cai Interconnect reported a staggering net profit growth of 1,697.84% to 57.52 million yuan, with revenue of 750.02 million yuan, down 17.32% [5] - Chi Feng Gold's Q3 net profit rose by 140.98% to 951 million yuan, with revenue of 3.37 billion yuan, up 66.39% [6] - Chu Jiang New Materials reported a net profit of 355.17 million yuan, a year-on-year increase of 2,089.49%, with revenue of 44.19 billion yuan, up 13.29% [8] - Guo Xuan High-Tech's net profit increased by 514.35% to 2.53 billion yuan, with revenue of 29.51 billion yuan, up 17.21% [16] - Sichuan Changhong's Q3 net profit grew by 690.83% to 50.7 million yuan, despite a revenue decline of 2.69% to 25.18 billion yuan [17] - Kewo Technology's Q3 net profit surged by 7,161% to 438 million yuan, with revenue of 4.20 billion yuan, up 29.26% [16] Strategic Developments - GreenMei signed a strategic cooperation framework agreement with Xiamen Xatong New Energy to supply 150,000 tons of battery materials annually from 2026 to 2028 [4] - Hunan Development plans to invest 2.4 billion yuan in a photovoltaic power generation project with a capacity of 800MW [9] - Weston intends to use 160 million yuan of raised funds to acquire and increase investment in Liangtou Technology, aiming for a controlling stake [7] - Zhaopin Technology announced a joint investment with Zhizhu and Yuankeshi to establish Shenzhen Zhixian Robot Technology Co., with a registered capital of 50 million yuan [12] - Jiangsu Long Power's controlling shareholder secured a loan of up to 7.2 billion yuan specifically for stock repurchase [22][23]