FANGDA PARTNERS http://www.fangdalaw.com 中国上海市石门一路 288 号 电子邮件 E-mail: email@fangdalaw.com 兴业太古汇香港兴业中心二座 24 楼 电 话 Tel.: +86-21-2208 1166 邮政编码：200041 传 真 Fax.: +86-21-5298 5599 24/F, HKRI Centre Two HKRI Taikoo Hui 288 Shi Men Yi Road Shanghai, PRC 200041 上海市方达律师事务所 关于上海会畅通讯股份有限公司 2024 年年度股东大会的法律意见书 致：上海会畅通讯股份有限公司 上海市方达律师事务所（以下简称"本所"）是具有中华人民共和国法律执业 资格的律师事务所。根据相关法律顾问协议，本所指派律师出席上海会畅通讯股 份有限公司（以下简称"公司"）2024 年年度股东大会（以下简称"本次股东大 会"），并就本次股东大会的召集和召开程序、参与表决和召集会议人员的资格、 表决程序和表决结果等有关事宜出具本法律意见书。 本法律意见书依据《中华人民共和国公司法》《中华人民共和 ...

一、会议召开和出席情况 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假记载、误 导性陈述或重大遗漏。 特别提示： 1、本次股东大会召开期间无增加、变更、否决提案的情况； 2、本次股东大会未涉及变更前次股东大会决议的情况； 股票简称：会畅通讯 股票代码：300578 公告编号：2025-022 上海会畅通讯股份有限公司 2024 年年度股东大会决议公告 3、本次股东大会采取现场投票与网络投票相结合的方式召开。 1、会议届次：2024 年年度股东大会 2、会议召集人：公司董事会 3、会议召开的合法、合规性：经本公司第五届董事会第九次会议审议通过， 决定召开 2024 年年度股东大会，召集程序符合有关法律、行政法规、部门规章、 规范性文件和《公司章程》的规定。 4、会议召开时间： （1）现场会议时间：2025 年 5 月 16 日下午 14:00 （2）网络投票时间：通过深圳证券交易所交易系统进行网络投票的时间为 2025 年 5 月 16 日上午 9:15～9:25、9:30～11:30，下午 13:00～15:00；通过深圳 证券交易所互联网投票系统投票时间为 2025 年 5 月 16 日 ...

Core Viewpoint - The company has shown significant improvement in its financial performance, achieving profitability and positive growth trends in revenue and net profit for 2024 and Q1 2025 [1][2]. Financial Performance - In 2024, the company achieved an operating revenue of 453 million yuan and a net profit attributable to shareholders of 29.48 million yuan, marking a return to profitability [1]. - In Q1 2025, the company reported an operating revenue of 112 million yuan, a year-on-year increase of 12.28%, and a net profit of 6.59 million yuan, with a non-recurring net profit of 2.83 million yuan, reflecting a year-on-year growth of 365% [1]. Strategic Developments - The chairman expressed confidence in the company's business value and development prospects, emphasizing the intention to enhance operational quality and return value to investors [1]. - The acquisition by New Linfei Group aims to strengthen the company's position in the digital economy and smart communications sectors, leveraging video communication technology alongside its other industries [1]. Industry Positioning - The company is a key strategic customer for Huawei in the smart cloud video hardware terminal and camera business, expanding its industry layout and enhancing R&D efforts [2]. - The company has established a strategic layout of "AI + Cloud + Hardware," focusing on industry and global technology trends, and aims to develop AI products and applications for various user segments [2]. Business Segments - The company specializes in intelligent cloud video services, which include both software and hardware components, relying on proprietary algorithms and domestic smart manufacturing [3]. - Its intelligent cloud video software primarily serves large enterprises, government agencies, and various industries, with a strong focus on the healthcare sector, facilitating digital transformation across multiple sectors [3].

上海会畅通讯股份有限公司 特此公告！ 关于证券事务代表辞职的公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假记载、误 导性陈述或重大遗漏。 上海会畅通讯股份有限公司（以下简称"公司"）董事会于近日收到证券事 务代表沈国良先生提交的书面辞职报告，其因个人原因申请辞去公司证券事务代 表职务。辞职后，沈国良先生不再担任公司任何职务，辞职报告自送达董事会之 日起生效。 股票简称：会畅通讯 股票代码：300578 公告编号：2025-021 沈国良先生的辞职不会影响公司相关工作的正常开展。公司董事会对其在任 职期间恪尽职守、勤勉尽责表示衷心的感谢！ 根据《深圳证券交易所股票上市规则》的有关规定，公司将尽快聘任新的证 券事务代表。 上海会畅通讯股份有限公司董事会 2025 年 5 月 7 日 ...

Group 1: Core Views - The recent upgrades in stock ratings by brokerages are primarily concentrated in sectors with significant performance growth, rising industry sentiment, or turnaround situations, particularly in AI and robotics [2][5] - The number of stocks downgraded by brokerages has reached a year-to-date high, with notable downgrades in the coal and tourism sectors [5][6] Group 2: Upgraded Stocks - Multiple stocks in the AI and robotics sectors have received rating upgrades, including: - Platinum New Materials, with a projected net profit of 376 million yuan for 2024, a year-on-year increase of 46.9% [2] - Huichang Communications, expected to achieve a net profit of 29 million yuan in 2024, turning profitable with a 12.28% year-on-year revenue growth in Q1 [2] - Beijing Junzheng, with Q1 revenue of 1.06 billion yuan, a 5.3% year-on-year increase, and anticipated market recovery [3] - Keli Sensor, reporting a net profit of 76 million yuan in Q1, a nearly 76% year-on-year increase [3] - Nanshan Zhishang, recognized for its leading position in domestic wool spinning and new materials applications [3][4] Group 3: Downgraded Stocks - Several coal stocks have been downgraded, including: - Shanxi Coking Coal and Pingmei Shenma, downgraded to "overweight" due to weak coking coal prices [5] - Shanmei International, also downgraded to "overweight" despite low mining costs and potential production increases [5] - The tourism sector has seen downgrades, such as: - Jinjiang Hotels, with a Q1 net profit of 36 million yuan, down 81% year-on-year [5] - Miao Exhibition, downgraded due to declining revenue amid intensified competition [6] Group 4: Market Outlook - Brokerages are optimistic about AI and high-dividend sectors for May, with expectations of a continued oscillating market [7] - Recommendations include focusing on three main directions: financial dividends, self-sufficiency in industries like military, and domestic consumption [7] - The market is expected to follow a gentle recovery path, with attention on cyclical sectors and growth styles, particularly in AI and robotics [7]

Core Viewpoint - The company has reported a slight decrease in annual revenue for 2024 but has turned a profit, while the first quarter of 2025 shows growth in revenue but a significant drop in net profit [1][2]. Group 1: Financial Performance - In 2024, the company achieved an operating income of 453 million yuan, a year-on-year decrease of 0.37%, and a net profit attributable to shareholders of 29 million yuan, marking a return to profitability [1]. - For Q1 2025, the company reported an operating income of 112 million yuan, representing a year-on-year increase of 12.28%, but the net profit attributable to shareholders was 7 million yuan, a decrease of 58.36% compared to the previous year [1]. Group 2: Industry Landscape - The global cloud video conferencing market is projected to reach approximately 6.44 billion USD in 2024, with strong demand from developed countries in Europe and North America, followed closely by the Asia-Pacific region [2]. - By 2030, the global video conferencing market is expected to grow to 19.73 billion USD, with a CAGR of 12.5% from 2022 to 2030, driven by the increasing adoption of cloud technology and Video Conferencing as a Service (VCaaS) [2]. - The company is one of the earliest domestic multi-party communication service providers and currently holds a leading position in China's cloud video communication sector [2]. Group 3: Strategic Initiatives - The company is enhancing its market competitiveness in smart cloud video software and terminals while actively exploring new products like enterprise smart broadcasting and medical intelligent cloud [2]. - Collaborations with major clients and internet giants are being deepened, particularly in the audio-visual conferencing field, to develop products and markets [2]. - The company is also partnering with Tianpeng Technology to explore new opportunities in AI applications, particularly in "AI video communication + medical big data" [2]. Group 4: Investment Outlook - The company has a high coverage rate in the high-end government and enterprise client market and continues to secure partnerships with leading clients, which enhances its brand and service capabilities [3]. - Revenue projections for 2025-2027 are 504 million, 597 million, and 690 million yuan, with year-on-year growth rates of 11.28%, 18.50%, and 15.50% respectively [3]. - Net profit projections for the same period are 33 million, 41 million, and 47 million yuan, with year-on-year growth rates of 11.86%, 24.56%, and 13.74% respectively [3].

Investment Rating - The report upgrades the investment rating of the company to "Recommended" [2][5] Core Views - The company has a comprehensive "cloud + terminal + industry" layout, with significant advantages in domestic intelligent manufacturing. The global cloud video conferencing market is projected to reach approximately $6.44 billion in 2024, with a CAGR of 12.5% from 2022 to 2030 [5][6] - The company is one of the earliest in China to obtain commercial trial qualifications for multi-party communication services and currently holds a leading position in the domestic cloud video communication sector. Its subsidiary, Mingri Industry, is a leader in the global intelligent cloud video terminal and ultra-high-definition camera segment [5][6] - The company is actively expanding its product offerings, including "AI + cloud + hardware" solutions, and is collaborating with major clients to enhance its market competitiveness [5][6] Financial Performance Summary - **Revenue Forecast**: The company is expected to achieve revenues of 4.53 billion yuan in 2024, with projected growth to 5.04 billion yuan in 2025, 5.97 billion yuan in 2026, and 6.90 billion yuan in 2027, reflecting growth rates of -0.37%, 11.28%, 18.50%, and 15.50% respectively [2][7] - **Net Profit Forecast**: The net profit attributable to the parent company is forecasted to be 0.29 billion yuan in 2024, increasing to 0.33 billion yuan in 2025, 0.41 billion yuan in 2026, and 0.47 billion yuan in 2027, with growth rates of 105.88%, 11.86%, 24.56%, and 13.74% respectively [2][7] - **Earnings Per Share (EPS)**: The diluted EPS is projected to be 0.15 yuan in 2024, rising to 0.17 yuan in 2025, 0.21 yuan in 2026, and 0.24 yuan in 2027 [2][8] Key Financial Ratios - **Gross Margin**: Expected to improve from 35.19% in 2024 to 38.00% in 2027 [7] - **Price-to-Earnings (P/E) Ratio**: Projected to decrease from 117.29 in 2024 to 74.01 in 2027, indicating an improving valuation [7] - **Return on Equity (ROE)**: Expected to increase from 2.50% in 2024 to 3.60% in 2027 [7]

Group 1 - Shareholders of Alade (301419.SZ) plan to reduce their holdings by no more than 1.50% within three months after 15 trading days through centralized bidding and/or block trading [1] - Shareholders of Dawi Technology (600589.SH) intend to reduce their holdings by no more than 3% within three months after 15 trading days through centralized bidding and block trading [1] - Employees of Dingzhi Technology (873593.BJ) have completed a reduction of 0.6431% of their holdings through centralized bidding [1] Group 2 - Shareholders of Aerospace Software (688562.SH) plan to reduce their holdings by no more than 1.00% through centralized bidding [2] - Shareholders of Hongqiang Co., Ltd. (002809.SZ) have completed their reduction plans, with reductions of 1%, 0.132%, and 0.021% respectively [2] - Shareholders of Huachangda (300278.SZ) plan to reduce their holdings by no more than 0.703% within three months after 15 trading days through centralized bidding [2] Group 3 - Shareholders of Liancheng CNC (835368.BJ) plan to reduce their holdings by no more than 2% within three months after 15 trading days through centralized bidding and block trading [3] - Shareholders of Meidixi (688202.SH) intend to reduce their holdings by no more than 2.23% within three months after 15 trading days through centralized bidding or block trading [3] - Shareholders of Meixin Technology (301577.SZ) plan to reduce their holdings by no more than 2.5% through centralized bidding and block trading [3] Group 4 - Shareholders of Wanda Film (002739.SZ) have completed their reduction plan, with a total reduction of 63,353,361 shares, accounting for 3.00% of the total share capital [4] - Shareholders of Xinghua New Materials (301077.SZ) plan to reduce their holdings by no more than 3% within three months after three trading days through centralized bidding and block trading [4] - Shareholders of Yinbao Shanneng (002786.SZ) have completed their reduction plan, with a total reduction of 9,912,100 shares, accounting for 2.00% of the total share capital [4] Group 5 - Shareholders of Intercontinental Oil and Gas (600759.SH) have completed their reduction plan, with a total reduction of 124,499,600 shares, accounting for 3% of the total share capital [5]

股票简称：会畅通讯 股票代码：300578 公告编号：2025-020 上海会畅通讯股份有限公司 关于股东股份减持计划的预披露公告 本公司股东黄元元女士保证信息披露内容的真实、准确和完整，没有虚假记载、误导 性陈述或重大遗漏。 特别提示： 公司股东黄元元女士计划在本公告披露之日起 15 个交易日后 3 个月内（即 2025 年 5 月 26 日至 2025 年 8 月 25 日）拟以集中竞价和大宗交易方式合计减持 公司股份不超过 2,725,091 股，占公司目前总股本 1.37%。 上海会畅通讯股份有限公司（以下简称"公司"或"会畅通讯"）于近日收到股 东黄元元女士出具的《股份减持计划告知函》，现将具体情况公告如下： 一、股东基本情况 | 股东名称 | 持股数量（股） | 占公司目前总股本比例 | | | --- | --- | --- | --- | | 黄元元 | 2,725,091 | | 1.37% | 二、本次减持计划的主要内容 （一）本次拟减持股份的数量、来源、原因、方式、减持时间区间、价格 区间等相关信息 1、减持人：黄元元 2、减持原因：资金需求 3、股份来源：首次公开发行股份 4、减持股份 ...

Company Overview - Company achieved operating revenue of 453 million yuan in 2024, a year-on-year decline of 0.37% [1] - Net profit attributable to shareholders was 29.48 million yuan, marking a return to profitability [1] - Main business focuses on intelligent cloud video, including software and hardware terminal products [1] Technology and Innovation - Company relies on proprietary algorithms and domestic intelligent manufacturing, with a strong emphasis on R&D and investment [1] - Technologies include intelligent image and audio technology, 3D graphics engine, 3D intelligent rendering, image and acoustic algorithms, and a globally distributed flexible audio-video network [1] Market and Industry Insights - The global cloud video conferencing market is projected to reach approximately 6.44 billion USD in 2024, with strong demand from developed countries [2] - By 2030, the global video conferencing market is expected to grow to 19.73 billion USD, with a compound annual growth rate of 12.5% from 2022 to 2030 [2] Future Plans - For 2025, the company plans to focus on intelligent cloud video communication, enhancing the "AI + cloud + hardware" integration [2] - The company aims to improve operational efficiency, expand product lines, and enhance differentiation in key product series [2] - There is a commitment to accelerate market expansion in both major and emerging markets, leveraging new technologies such as AI and 3D [2] Recent Financial Performance - In Q1 2025, the company reported operating revenue of 112 million yuan, a year-on-year increase of 12.28% [3] - Net profit attributable to shareholders was 6.59 million yuan, a decline of 58.36% compared to the previous year due to the absence of prior gains from subsidiary transfers [3] - The company achieved a non-GAAP net profit of 2.83 million yuan, indicating a return to profitability [3]