北京市东城区建国门内大街 26 号新闻大厦 7 层、8 层 电话：010-88004488/66090088 传真：010-66090016 邮编：100005 北京国枫律师事务所 关于苏州迈为科技股份有限公司 2025 年第一次临时股东大会的 法律意见书 国枫律股字[2025]A0322 号 致：苏州迈为科技股份有限公司（贵公司） 北京国枫律师事务所（以下简称"本所"）接受贵公司的委托，指派律师出席并见 证贵公司 2025 年第一次临时股东大会（以下简称"本次会议"）。 本所律师根据《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》"）、《上市公司股东会规则》（以下简称 "《股东会规则》"）、《律师事务所从事证券法律业务管理办法》（以下简称"《证 券法律业务管理办法》"）、《律师事务所证券法律业务执业规则（试行）》（以下简 称"《证券法律业务执业规则》"）等相关法律、行政法规、规章、规范性文件及《苏 州迈为科技股份有限公司章程》（以下简称"《公司章程》"）的规定，就本次会议的 召集与召开程序、召集人资格、出席会议人员资格、会议表决程序及表决结果等事宜， 出具 ...

重要提示： 1、本次股东大会没有否决提案的情况； 2、本次股东大会没有新提案提交表决的情况，没有变更前次股东大会决议 的情况； 3、本次股东大会以现场投票和网络投票相结合的方式召开。 一、会议的召开情况 1、会议召开时间： 证券代码：300751 证券简称：迈为股份 公告编号：2025-035 苏州迈为科技股份有限公司 2025年第一次临时股东大会决议的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或重大遗漏。 现场会议召开时间：2025 年 6 月 16 日（星期一）下午 14:00 开始。 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具体时间为 2025 年 6 月 16 日 9:15-9:25、9:30-11:30 和 13:00-15:00。通过深圳证券交易 所互联网投票系统投票的具体时间为 2025 年 6 月 16 日上午 9:15 至下午 15:00 期间的任意时间。 2、现场会议召开地点：苏州市吴江区大兢路 8 号行政楼 1 楼会议室。 3、会议召开方式：本次股东大会采取现场与网络投票相结合的方式。 4、会议召集人：苏州迈为科技股份有限公司 ...

Core Viewpoint - The photovoltaic industry is experiencing intensified competition, with technological innovation and cost reduction becoming the main themes for development. Perovskite solar cells are seen as a crucial technology to break through the efficiency bottleneck of traditional photovoltaics, with significant investments from major companies in this area [1][3]. Industry Developments - Perovskite solar cells have advantages such as high photoelectric conversion efficiency, adjustable bandgap, and substantial cost reduction potential. The theoretical maximum efficiency for single-junction perovskite cells is 33%, while perovskite tandem cells could exceed 40% [1]. - Major companies like Longi Green Energy, JinkoSolar, GCL-Poly, and Trina Solar are actively investing in the research and development of perovskite-silicon tandem cells, transitioning from experimental to pilot production lines [1][2]. Company Strategies - Longi Green Energy has proposed a "dual-wheel drive" strategy focusing on innovation and collaboration, with significant investments in cutting-edge fields such as perovskite technology [2]. - Trina Solar anticipates that perovskite-silicon tandem cell technology will become mainstream, with expected efficiency improvements of 4 percentage points over current crystalline silicon cells [2]. - JinkoSolar is leveraging AI technology to accelerate the development of tandem cells, achieving an experimental efficiency of 34.22% for perovskite-silicon tandem cells [2]. Investment and Funding - Maiwei Co., a leading photovoltaic equipment manufacturer, plans to raise 1.967 billion yuan through convertible bonds for the industrialization of perovskite tandem solar cell equipment, reflecting the growing investment demand in this sector [3]. - GCL-Poly has initiated a 10 billion yuan perovskite industry fund and a 3 billion yuan perovskite equipment fund, indicating a comprehensive approach to commercializing perovskite technology [3]. Commercialization Outlook - Despite existing challenges in mass production, such as stability and cost reduction, there is a consensus that perovskite technology is the future of photovoltaics. Companies are accelerating the industrialization process through various models [3][4]. - The integration of perovskite with silicon cells is seen as a key development, with potential efficiency improvements of 50% and cost reductions of 20% compared to traditional components [4]. Policy Support - The Chinese government has introduced multiple policies to support the development of the perovskite solar cell industry, emphasizing the need to master new generation high-efficiency and low-cost photovoltaic technologies [5]. - The ongoing collaboration between leading companies and research institutions is expected to further enhance the commercialization prospects of perovskite solar cells [5].

Group 1 - The Federal Reserve's Beige Book indicates a pessimistic economic outlook, with slight declines in economic activity reported across six Federal Reserve districts, while three districts remained stable and three showed slight growth [2] - Manufacturing activity has weakened, and consumer spending is inconsistent, with some businesses increasing purchases in anticipation of tariffs [2] - The residential real estate market is stable, but new housing starts and construction activities are stagnating or slowing in most regions [2] Group 2 - The trust industry in China is experiencing rapid growth, with total trust assets nearing 30 trillion yuan by the end of 2024, a year-on-year increase of over 20% [3] - Securities-related trusts are the main driver of this growth, with over 10 trillion yuan allocated to the securities market, accounting for nearly 50% of total trust assets [3] - Industry experts believe that under regulatory guidance, trust companies are actively transforming and enhancing their management capabilities, leading to more long-term capital entering the securities market [3] Group 3 - The number of global millionaires reached a new high of 23.4 million in 2024, a 2.6% increase from the previous year, driven by the growth of "super-rich" individuals with at least 30 million dollars [4] - These wealthy individuals are increasingly interested in alternative investments, allocating an average of 15% of their portfolios to private equity, cryptocurrencies, and other assets [4] Group 4 - The National Energy Administration of China has initiated pilot projects for the construction of a new power system, focusing on various technological and operational innovations [5][6] - The aim is to explore new technologies and models for power system construction, promoting breakthroughs in the sector [5][6] Group 5 - The trust theme ETFs have seen significant inflows, with some funds experiencing nearly a fourfold increase in scale due to the suspension of trading for certain stocks [7] - This surge in interest is attributed to investors seeking alternatives amid the suspension of stocks related to a merger and acquisition event [7] Group 6 - A new land price record was set in Shanghai, with a total transaction price of 52.3 billion yuan for a redevelopment project, marking the highest total price for land in the country [8] - Shanghai Real Estate Group has acquired 13 plots of land this year, totaling 80.48 billion yuan, establishing itself as the largest landowner in Shanghai [8] Group 7 - A wave of control changes is occurring among A-share listed companies, with multiple firms announcing plans for control changes [9] Group 8 - The stock market is witnessing a "transformation bull" trend, driven by policies aimed at debt resolution, demand stimulation, and asset price stabilization [15] - The influx of new and long-term capital into the market is at a historical turning point, with key drivers being the decline in risk-free rates and a systemic reduction in risk perception [15]

Macro Trends - The central government plans to support 20 cities in implementing urban renewal actions, including major cities like Beijing, Guangzhou, and Tianjin [1] - The State-owned Assets Supervision and Administration Commission (SASAC) is conducting intensive research on eight central enterprises, signaling the direction for future state-owned enterprise reforms [2] Market Adjustments - FTSE Russell announced adjustments to several indices, including the FTSE China 50 Index and FTSE China A50 Index, effective June 20, 2025 [3] - The Shanghai Stock Exchange has initiated a pilot program for the re-issuance of corporate bonds and asset-backed securities, aiming to enhance market liquidity and promote high-quality development in the bond market [3] Energy Sector Developments - The National Energy Administration is promoting breakthroughs in the construction of new power systems, focusing on various innovative technologies and models [4] Financial Innovations - The Hong Kong Securities and Futures Commission is considering introducing virtual asset derivatives trading for professional investors, aiming to enhance product offerings while ensuring orderly and transparent trading [5] Company News - Wantai Biological Pharmacy's nine-valent HPV vaccine has been approved for market launch, targeting women aged 9 to 45, which will enhance the company's product line and competitiveness [8] - Hainan Huatie is planning to issue shares overseas and list on the Singapore Exchange to advance its international strategy [9] - Maiwei Co. intends to invest 100 million yuan in a fund focused on growth-stage companies in the new energy and semiconductor sectors [10] - Suqian Agricultural Development plans to acquire a 28.75% stake in Jinyang Sun Grain and Oil for 178 million yuan [11] - CITIC Securities has received approval to issue up to 8 billion yuan in technology innovation corporate bonds to professional investors [12] - Zhongke Electric plans to invest up to 8 billion yuan in a lithium-ion battery anode material integrated base project in Oman [13] - Feiya Technology intends to acquire all or part of the equity of Chang Kong Gear [14] - Lehui International's fresh beer business is currently small and in a loss phase, with projected losses of 60.65 million yuan and 75.28 million yuan for 2023 and 2024, respectively [15] - Harta Technology is validating RFID chips for railway applications [17] - Xidi Micro has established partnerships with several well-known brands in the AI glasses sector [16] - Yutong Heavy Industry reports limited orders for its L4 autonomous sanitation vehicles, contributing minimally to its performance [17] - Huamao Technology plans to acquire a 57.84% stake in Fuchuang Youyue, with stock resuming trading [18] - Kingsoft Office intends to acquire the remaining 31.9769% stake in its subsidiary, Shuke Network Technology, for 254 million yuan [19] - Li New Energy plans to invest approximately 1.25 billion yuan in three independent energy storage projects [20]

Group 1 - WanTai Biologics' nine-valent HPV vaccine has been approved for market launch, targeting women aged 9-45, enhancing the company's product line and core competitiveness [3] - Hainan Huatie is planning to issue shares overseas and list on the Singapore Exchange to advance its international strategy and enhance brand influence [4] - HeXing Co. clarified that it is not involved in "unmanned logistics vehicles" or "autonomous driving" businesses, despite market speculation [5] Group 2 - Maiwei Co. intends to invest 100 million yuan in a fund focused on growth-stage companies in the new energy and semiconductor sectors [6] - SuKun Agricultural Development plans to acquire 28.75% of JinTaiSun Grain and Oil for 178 million yuan, increasing its stake to 80% [7] - CITIC Construction Investment has received approval to issue up to 8 billion yuan in technology innovation corporate bonds to professional investors [8] Group 3 - Beibu Gulf Port reported a cargo throughput of 30.86 million tons in May, a year-on-year increase of 6.43%, with a cumulative throughput of 143 million tons for the year, up 12.96% [10] - Kweichow Moutai has repurchased 3.31 million shares for a total expenditure of 5.1 billion yuan by the end of May [12] - Contemporary Amperex Technology has repurchased 6.64 million A-shares for a total of 1.55 billion yuan by May 31 [13] - Jialong Co. has adjusted its share repurchase price ceiling from 2.20 yuan to 3.50 yuan due to recent stock price increases [14] Group 4 - China Electric Power Construction's subsidiary has won a 6.282 billion yuan energy storage project contract [16] - Xili Technology has been awarded a 1.31 billion yuan project by the State Grid for smart energy meters [17]

证券代码：300751 证券名称：迈为股份 公告编号：2025-034 苏州迈为科技股份有限公司 关于与专业机构共同投资的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没 有虚假记载、误导性陈述或重大遗漏。 特别提示： 1、本次投资事项尚需进行工商变更登记、基金备案等手续，具体实施情况 和进度尚存在不确定性。 2、投资基金具有周期长、流动性较低的特点，本次投资存在回收期较长、 短期内不能为公司贡献利润的风险。 3、本次投资基金在投资过程中可能受到宏观经济、行业周期、监管政策、 投资标的公司经营管理等多方面影响，可能面临投资后无法实现预期收益、不能 及时有效退出的风险，甚至可能存在投资失败及基金亏损的风险，本基金无保本 及最低收益承诺。 4、本次投资事项不存在同业竞争，不构成关联交易，也不构成重大资产重 组。 一、与专业投资机构共同投资的情况 （一）基本情况 根据公司战略规划的需要，为进一步拓展公司业务领域，更好地借助专业机 构的专业力量及资源优势，整合各方资源，提高公司的综合竞争力。公司拟与专 业投资机构上海朝希私募基金管理有限公司（以下简称"朝希私募"、"基金管 理人"）、宁波玄理企业管理 ...

Group 1 - The company, Maiwei Co., Ltd. (300751), announced its plan to invest 100 million yuan as a limited partner in the Zhangjiagang Chaoxi Youzhi No. 2 Equity Investment Partnership (Limited Partnership) [1] - The investment fund will primarily focus on growth-stage companies in the domestic Chinese sectors of new energy and electronic semiconductors [1]

Core Viewpoint - Maiwei Co., Ltd. plans to raise up to 1.967 billion yuan through convertible bonds to invest in the industrialization of perovskite tandem solar cell equipment, indicating a strong commitment to the perovskite sector amid growing industry demand [1][2][3] Investment Project Summary - The total investment for the perovskite tandem solar cell equipment project is estimated at 2.138 billion yuan, with Maiwei and its subsidiary responsible for development and production [2] - The project aims to produce 20 sets of perovskite tandem solar cell manufacturing equipment annually after a three-year construction period, with projected annual sales revenue of 4 billion yuan and net profit of approximately 600 million yuan [2] - The financial internal rate of return for the project is estimated at 19.92%, with a payback period of 7.43 years [2] Industry Context - The perovskite and perovskite tandem cell sectors are experiencing significant investment interest, with major companies like Longi Green Energy and Tongwei Co. actively engaging in research and development [3] - The theoretical efficiency of single-junction perovskite solar cells is 33%, while perovskite-silicon tandem cells could reach around 43%, surpassing traditional silicon cell efficiency limits [2][3] - A total of 23 financing events in the perovskite battery field were recorded from 2024 to March 2025, highlighting the sector's growing investment activity [3] Company Development and Financial Performance - Maiwei has invested 1.714 billion yuan in R&D over the past two years, reflecting a strong focus on innovation [1][7] - The company has seen rapid revenue growth since its listing in 2018, with revenues increasing from 788 million yuan in 2018 to 8.089 billion yuan in 2023, representing a compound annual growth rate of approximately 65.55% [6] - Despite challenges in the photovoltaic industry, Maiwei's revenue for 2024 is projected at 9.83 billion yuan, a year-on-year increase of 21.53% [7] R&D and Talent Acquisition - Maiwei has accumulated 640 patents and 197 software copyrights, demonstrating its commitment to innovation [8] - The company has expanded its R&D team to 1,552 personnel, enhancing its capacity for technological advancement [8]

Core Viewpoint - The company, Maiwei Co., Ltd. (300751), plans to increase investment in the perovskite solar cell equipment sector by issuing convertible bonds to raise up to 1.967 billion yuan for a project with a total investment of 2.138 billion yuan [1][2]. Group 1: Investment and Financial Projections - The fundraising project aims to implement the industrialization of perovskite tandem solar cell equipment, with a construction period of three years and an expected annual production capacity of 20 sets of equipment upon completion [1]. - The project is projected to generate an annual sales revenue of 4 billion yuan and a net profit of approximately 600 million yuan, with a financial internal rate of return of 19.92% and a payback period of 7.43 years [1]. Group 2: Industry Context and Technological Advancements - The photovoltaic industry is experiencing intensified competition, with technological innovation and cost reduction being key themes. Perovskite solar cells are gaining attention due to their high photoelectric conversion efficiency and significant cost reduction potential [2]. - The average conversion efficiency of N-type cells is expected to reach 26% by 2024, approaching the theoretical limit of 29.4%. The theoretical efficiency of single-junction perovskite solar cells can reach 33%, while perovskite-silicon tandem cells could achieve around 43% [2]. Group 3: Company Performance and Diversification - Maiwei Co., Ltd. has been focusing on the midstream battery production segment of the photovoltaic industry, with its main products including HJT heterojunction high-efficiency battery production lines and fully automated solar cell screen printing lines [1]. - The company has seen a compound annual growth rate of over 50% in revenue over the past three years, achieving a revenue of 9.83 billion yuan in 2024, a year-on-year increase of 22%, and a net profit of 926 million yuan, up 1.3% [3]. - In addition to consolidating its photovoltaic business, the company is actively expanding into new areas, developing core equipment for display panels and semiconductor packaging, with revenue from these sectors reaching 67.08 million yuan in 2024, an increase of 88% year-on-year [3].