Core Viewpoint - The legal opinion letter from Guangdong Xinda Law Firm confirms the compliance and legality of Shenzhen Zhihua Precision Technology Co., Ltd.'s 2025 Restricted Stock Incentive Plan, indicating that the plan aligns with relevant laws and regulations [2][33]. Group 1: Legal Framework and Compliance - The legal opinion is based on various laws including the Company Law, Securities Law, and relevant regulations governing stock incentive plans [2][5]. - The firm has verified that the company is legally established and in good standing, having been listed on the Shenzhen Stock Exchange since August 4, 2017 [5][6]. - The company has fulfilled necessary legal procedures for implementing the incentive plan, including board and committee approvals [23][29]. Group 2: Incentive Plan Details - The 2025 Restricted Stock Incentive Plan aims to enhance shareholder value and promote sustainable development [8][31]. - The plan includes a total of 11 million shares to be granted, representing 4.22% of the company's total share capital [12][13]. - The first grant will consist of 8.8 million shares, approximately 3.38% of the total share capital [13]. Group 3: Eligibility and Distribution - The plan targets 215 individuals, including senior management and key technical personnel, with specific exclusions for independent directors and supervisors [9][10]. - The distribution of the first category of restricted stock will be allocated among various key personnel, ensuring no individual exceeds 1% of the total share capital through all incentive plans [15][14]. - The plan stipulates conditions under which individuals may lose their eligibility, including recent disqualifications by regulatory bodies [11][10]. Group 4: Financial Considerations - The company has committed not to provide financial assistance to participants in the incentive plan, ensuring compliance with regulatory requirements [29][31]. - The plan's structure and conditions are designed to protect the interests of the company and its shareholders, with no apparent conflicts of interest [31][32]. Group 5: Next Steps - The plan requires approval from the shareholders' meeting to become effective, with necessary disclosures to be made in accordance with legal requirements [34][28]. - The company will continue to fulfill its disclosure obligations and ensure transparency throughout the implementation process [29][34].

Core Viewpoint - Shenzhen Zhihui Precision Technology Co., Ltd. has proposed a 2025 Restricted Stock Incentive Plan to enhance its long-term incentive mechanism, attract and retain talent, and align the interests of shareholders, the company, and employees [10][11]. Summary by Sections Incentive Plan Overview - The incentive plan will grant a total of up to 11 million shares, accounting for approximately 4.22% of the company's total share capital of 260.62422 million shares [3][17]. - The plan includes two types of restricted stocks: Type I and Type II, with Type I comprising 2.5275 million shares (0.97% of total capital) and Type II comprising 8.4725 million shares (3.25% of total capital) [4][18]. Stock Grant Details - The grant price for both types of restricted stocks is set at 6.30 yuan per share [4][26]. - The first grant will consist of 8.8 million shares, with 2.5275 million shares for Type I and 8.4725 million shares for Type II [3][4]. Eligible Participants - A total of 215 individuals will be eligible for the incentive plan, including senior management, core technical personnel, and core business personnel, with 5 foreign employees and 1 employee from Hong Kong included [6][14]. - Independent directors and supervisors are excluded from being incentive participants [7][15]. Plan Management and Approval - The plan requires approval from the company's shareholders' meeting before implementation [8]. - The board of directors will manage the execution of the plan, with a Compensation and Assessment Committee overseeing its compliance and effectiveness [12][13]. Conditions and Adjustments - The plan stipulates that any changes in the company's capital structure, such as stock dividends or capital increases, will lead to adjustments in the number and price of restricted stocks granted [19][24]. - The plan includes provisions for the repurchase and cancellation of unvested stocks if participants no longer meet eligibility criteria [16][19]. Vesting and Lock-up Periods - The vesting period for Type I restricted stocks is a maximum of 60 months, with specific unlock schedules based on the grant date [20][21]. - Type II restricted stocks will be granted based on the fulfillment of specific conditions, with vesting occurring in stages [17][22]. Compliance and Legal Framework - The plan adheres to relevant laws and regulations, including the Company Law and Securities Law, ensuring that it does not violate any provisions that would disqualify the company from implementing stock incentives [11][12].

Meeting Information - Shenzhen Zhihua Precision Technology Co., Ltd. will hold its second extraordinary general meeting of shareholders for 2025 on August 4, 2025 [1][2] - The meeting will take place at 15:00 in the company's office building [1] - Shareholders can vote through on-site attendance or online voting via the Shenzhen Stock Exchange [1][2] Voting Procedures - Shareholders must register by 15:00 on July 30, 2025, to be eligible to vote [2] - Voting can be conducted through the Shenzhen Stock Exchange trading system or the internet voting system [5][15] - The company will provide a platform for online voting during specified time slots on the meeting day [1][15] Agenda Items - The meeting will discuss several proposals, including the authorization of the board to handle the company's 2025 equity incentive matters [2][4] - Certain proposals require a two-thirds majority from non-associated shareholders to pass, while others require a simple majority [4] - Proposals related to the election of independent and non-independent directors will utilize a cumulative voting system [4][10] Registration Requirements - Legal representatives of corporate shareholders must provide specific documentation for registration [5] - Individual shareholders must present their shareholder account card and identification for registration [5] - Remote shareholders can register via mail or fax before the deadline [5]

Core Viewpoint - The Shenzhen Zhihui Precision Technology Co., Ltd. has convened its 22nd meeting of the 4th Supervisory Board to discuss the 2025 Restricted Stock Incentive Plan and related matters, indicating a focus on enhancing corporate governance and aligning employee interests with shareholder value [1][2][3]. Group 1: Supervisory Board Meeting - The meeting was held on July 17, 2025, with all three participating supervisors present, confirming the legality and validity of the meeting [1]. - The Supervisory Board reviewed and approved the draft of the 2025 Restricted Stock Incentive Plan, with a voting result of 1 in favor, 0 against, and 2 abstentions due to conflicts of interest [2][4]. - The board also reviewed the implementation assessment management measures for the incentive plan, which were deemed compliant with relevant laws and beneficial for the company's sustainable development [3][4]. Group 2: Incentive Plan and Related Proposals - The Supervisory Board confirmed that the initial list of recipients for the 2025 Restricted Stock Incentive Plan includes management, core technical staff, and other personnel deemed suitable for incentives, ensuring compliance with legal qualifications [4][5]. - The board's approval of the use of idle funds for cash management aims to enhance the efficiency of fund utilization and generate investment returns, with a voting result of 3 in favor [6][7]. - The board also approved the proposal to engage in hedging activities to mitigate risks associated with exchange rate fluctuations, supported by established internal control measures [7].

Core Viewpoint - The company plans to utilize idle funds for cash management, increasing the limit to a maximum of RMB 600 million, aiming to enhance the efficiency of fund usage and generate investment returns for shareholders [1][2]. Investment Overview - The company and its wholly-owned subsidiaries will use idle self-owned funds not exceeding RMB 400 million for cash management, with a total limit of RMB 600 million [1][2]. - The investment strategy focuses on low-risk financial products to ensure safety and liquidity while meeting operational funding needs [1]. Approval Process - The board of directors and the supervisory board approved the cash management proposal in meetings held on April 18, 2025, and July 17, 2025, respectively [2]. - The proposal will be submitted for review at the company's second extraordinary general meeting of shareholders in 2025 [2]. Risk Analysis and Control Measures - The company identifies several risks including market risk, liquidity risk, credit risk, operational risk, and force majeure risk [3][4]. - To mitigate these risks, the company will adhere to prudent investment principles, maintain a dedicated ledger for financial products, and allow board oversight of fund usage [4]. Impact on Operations - The cash management initiative will not affect the company's normal operations or cash flow, aiming to improve the efficiency of self-owned funds and generate investment returns for shareholders [4][5]. - The company will comply with accounting standards for financial reporting, with results subject to annual audits [4]. Supervisory Board Opinion - The supervisory board supports the cash management proposal, stating it will enhance fund usage efficiency and will not harm the interests of the company or its shareholders [5].

Group 1 - The company aims to conduct derivative hedging business to lock in costs, reduce or avoid exchange rate risks, and enhance financial stability [1][2] - The board of directors approved the hedging proposal on July 17, 2025, allowing the company and its subsidiaries to engage in this business for a period of 12 months [1][3] - The hedging strategy will utilize forward foreign exchange contracts, foreign exchange swaps, foreign exchange options, and interest rate swaps to mitigate risks associated with foreign currency transactions [2][3] Group 2 - The maximum limit for the hedging transactions is set at RMB 5 million, with a maximum contract value of RMB 200 million on any trading day [2][3] - The company will engage with reputable financial institutions approved by the State Administration of Foreign Exchange and the People's Bank of China for these transactions [2][3] - The necessity of this hedging business is underscored by the company's significant import and export activities, which are closely tied to foreign exchange fluctuations [3][4] Group 3 - The company has established risk control measures, including careful selection of trading partners and strict management of transaction scales [4] - The company will adhere to relevant accounting standards for financial instruments and hedge accounting to ensure proper financial reporting [4][5] - The overall conclusion is that the derivative hedging business is both necessary and feasible for the company to mitigate foreign exchange risks and enhance operational efficiency [5]

Core Viewpoint - The document outlines the financial derivatives trading management system of Shenzhen Zhihua Precision Technology Co., Ltd., emphasizing risk prevention and internal management in derivatives trading activities [1][2]. Group 1: General Principles - The system aims to regulate the financial derivatives trading behavior of the company and its subsidiaries, focusing on preventing foreign exchange and interest rate risks [1][2]. - Financial derivatives include but are not limited to forward foreign exchange contracts, foreign exchange swaps, foreign exchange options, and interest rate swaps [1][2]. Group 2: Trading Operations - The company and its subsidiaries are prohibited from engaging in speculative trading; all derivatives transactions must be based on actual business operations to mitigate risks [2][3]. - Derivatives trading must only be conducted with qualified financial institutions approved by regulatory bodies [3][4]. Group 3: Approval Authority - The company's board of directors and shareholders' meeting serve as the decision-making bodies for derivatives trading, with specific approval processes outlined for different transaction scenarios [4][5]. - Transactions that exceed certain thresholds must be submitted for additional approval from the shareholders' meeting [4][5]. Group 4: Management and Internal Processes - The finance center is responsible for managing derivatives trading, including planning, operations, and financial accounting [5][6]. - A strict separation of duties and responsibilities is required to ensure independent operations within the derivatives trading process [5][6]. Group 5: Risk Management - The company must implement proactive risk control measures to identify and mitigate credit, market, operational, and legal risks associated with derivatives trading [7][8]. - In case of significant anomalies in trading activities, the finance department must report and propose solutions to the management [8][9]. Group 6: Information Disclosure - The company is required to disclose information regarding its derivatives trading activities in accordance with regulations from the China Securities Regulatory Commission and the Shenzhen Stock Exchange [9][10]. - Any significant losses or risks must be reported promptly through temporary announcements [9][10].

深圳市智动力精密技术股份有限公司 金融衍生品交易业务管理制度 深圳市智动力精密技术股份有限公司 金融衍生品交易业务管理制度 （2025 年 7 月） 第一章 总则 第七条 公司开展金融衍生品交易必须基于公司的外币收（付）款的谨慎预 测，合约的外币金额不得超过外币收（付）款的谨慎预测量。金融衍生品业务的 交割期间需与公司预测的外币回款时间相匹配。 第一条 为规范深圳市智动力精密技术股份有限公司（以下简称"公司"） 及各全资或控股子公司（以下简称"各子公司"）金融衍生品交易行为，有效防 范和控制国际结算业务中的外币汇率风险、外币贷款利率风险等风险，同时加强 对公司开展金融衍生品业务的内部管理，根据《中华人民共和国公司法》《中华 人民共和国证券法》《深圳证券交易所创业板股票上市规则》等法律、行政法规、 规范性文件以及《深圳市智动力精密技术股份有限公司章程》的规定，结合公司 实际情况，制定本制度。 第二条 本制度所称金融衍生品包括但不限于远期外汇合约、外汇掉期交易、 外汇期权及利率互换等金融衍生品，以及基于以上金融衍生品之结构性商品等业 务。金融衍生品的基础资产既可以是利率、汇率、货币等标的，也可以是上述标 的的组合 ...

深圳市智动力精密技术股份有限公司 关于开展套期保值业务的可行性分析报告 一、 本次开展衍生品套期保值业务的背景 深圳市智动力精密技术股份有限公司（以下简称"公司"）及子公司进出口业 务规模较大，为锁定成本、降低或规避汇率波动出现的汇率风险，减少汇兑损失， 控制经营风险，公司及子公司拟与银行等金融机构开展外汇套期保值业务，提高 外汇资金使用效率，合理降低财务费用，减少汇率波动的影响，增强公司财务稳 健性。 公司于 2025 年 7 月 17 日召开第四届董事会第二十九次会议及第四届监事 会第二十二次会议审议通过了《关于开展套期保值业务的议案》，同意公司及合 并报表范围内的全资子公司开展衍生品套期保值业务，本事项无需经过公司股东 大会审议通过，投资期限为自公司董事会审议通过之日起 12 个月。 二、本次开展衍生品套期保值业务的情况概述 1、投资目的：公司及子公司进出口业务规模较大，但由于外汇市场的不确 定性，为锁定成本、降低或规避汇率波动出现的汇率风险，减少汇兑损失，控制 经营风险，公司及子公司拟与银行等金融机构开展外汇套期保值业务，提高外汇 资金使用效率，合理降低财务费用，减少汇率波动的影响，增强公司财务稳健性 ...

深圳市智动力精密技术股份有限公司 关于开展套期保值业务的公告 证券代码：300686 证券简称：智动力 公告编号：2025-053 公司及董事会全体成员保证公告内容真实、准确、完整，没有虚假记载、 误导性陈述或重大遗漏。 重要内容提示： 1、交易目的：深圳市智动力精密技术股份有限公司（以下简称"公司"）及合 并报表范围内的全资子公司拟开展衍生品套期保值业务（以下简称"套期保值业 务"），旨在降低或规避汇率波动出现的汇率风险，减少汇兑损失，控制经营风 险，从而提高外汇资金使用效率，增强公司财务稳健性。 2、交易品种及交易工具：本次套期保值业务的主要交易品种和工具包括远 期外汇合约、外汇掉期交易、外汇期权及利率互换等衍生品，以及基于以上产品 的结构性商品等。本次套期保值业务的基础资产主要为汇率、利率。 3、交易场所：经国家外汇管理局和中国人民银行批准，具有外汇衍生品交 易业务经营资格的金融机构，主要为信用良好的银行。 4、交易金额：本次拟开展套期保值业务预计动用的保证金和权利金上限（包 括为交易而提供的担保物价值、预计占用的金融机构授信额度、为应急措施所预 留的保证金等）为人民币 500 万元，任一交易日持有的最 ...