股东会决议公告 证券代码：301033 证券简称：迈普医学 公告编号：2025-069 广州迈普再生医学科技股份有限公司 2025 年第二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、本次股东会没有否决或变更议案的情况发生。 2、本次股东会不涉及变更前次股东会决议的情形。 一、会议召开和出席情况 （一）会议召开情况 广州迈普再生医学科技股份有限公司（以下简称"公司"）于 2025 年 9 月 8 日下午 14:30 以现场表决和网络投票相结合的方式召 开公司 2025 年第二次临时股东会。 1、会议召开时间：2025 年 9 月 8 日（星期一）下午 14:30 2、会议召开地点：广州市黄埔区崖鹰石路 3 号迈普医学大厦会 议室 3、会议召开方式：采取现场表决与网络投票相结合的方式。现 场会议召开时间：2025 年 9 月 8 日（星期一）。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 9 月 8 日（星期一）上午 9:15-9:25，9:30-11:30 和下午 13:00-15:00； ...

Core Viewpoint - The company is a leading innovative enterprise in China that utilizes bio-additive manufacturing technology to develop absorbable dura (spinal) membrane patches [1] Group 1: Company Overview - The company employs 3D printing technology primarily for in vitro tissue models and in vivo tissue construction, focusing on cutting-edge scientific and clinical application research [1] - Xu Tao, the actual controller of the company, is also a significant shareholder and currently serves as the director of the Shenzhen Tsinghua University Research Institute [1]

Core Viewpoint - Myp Medtech has experienced a decline in stock price, dropping 5.01% on September 4, with a total market value of 4.757 billion yuan and a cumulative drop of 6.43% over three days [1] Company Overview - Myp Medtech, established on September 2, 2008, and listed on July 26, 2021, is located in Huangpu District, Guangzhou, Guangdong Province. The company specializes in developing high-performance implantable medical devices using advanced manufacturing technology and synthetic materials [1] - The main revenue components are: artificial dura (spinal) membrane patches at 45.42%, craniofacial repair and fixation systems at 28.17%, absorbable regenerated oxidized cellulose and dura mater medical glue at 24.39%, and other supplementary products at 2.03% [1] Fund Holdings - Dongxing Fund has one fund heavily invested in Myp Medtech, specifically the Dongxing Pharmaceutical Biotechnology Quantitative Selection Mixed A (020830), which held 3,408 shares in the second quarter, accounting for 3.5% of the fund's net value, ranking as the seventh largest holding [2] - The fund has incurred a floating loss of approximately 12,800 yuan today, with a total floating loss of 17,600 yuan during the three-day decline [2] Fund Manager Information - The fund manager of Dongxing Pharmaceutical Biotechnology Quantitative Selection Mixed A is Li Bingwei, who has been in the position for 9 years and 86 days. The total asset size of the fund is 352 million yuan, with the best return during his tenure being 60.76% and the worst being -11.19% [3]

Group 1 - The core point of the article is that Maipu Medical (301033) is in the process of acquiring 100% equity of Yijie Medical through a combination of issuing shares and cash payment, which constitutes a related party transaction [1][3] - As of September 3, 2025, Maipu Medical's stock closed at 75.18 yuan, down 1.12%, with a turnover rate of 2.13% and a trading volume of 11,900 shares, resulting in a transaction amount of 90.23 million yuan [1] - On September 3, 2025, the net outflow of main funds was 5.56 million yuan, while retail investors saw a net inflow of 8.42 million yuan [1][3] Group 2 - The company announced that the transaction is not expected to constitute a major asset reorganization but is classified as a related party transaction, which does not lead to a restructuring listing [1] - The company has been in a trading suspension since May 22, 2025, and resumed trading on June 6, 2025, when it disclosed the restructuring plan [1] - As of the date of the announcement, intermediary institutions are conducting due diligence, auditing, and evaluation, which have not yet been completed [1]

Mergers and Acquisitions - Maipu Medical plans to acquire 100% equity of Guangzhou Yijie Medical Technology Co., Ltd. through a combination of issuing shares and cash payment, along with raising supporting funds. This transaction is not expected to constitute a major asset reorganization but is classified as a related party transaction and does not qualify as a restructuring listing [1] Performance Disclosure - Gindalbie Group reported a 58.89% year-on-year decline in signed amount for August, totaling 2.22 billion yuan. The signed area for the month was 180,000 square meters, down 51.87% year-on-year. For the period from January to August, the cumulative signed area was 1.614 million square meters, a decrease of 49.83%, with a total signed amount of 21.95 billion yuan, down 53.91% year-on-year [2] Shareholding Changes - Yema Battery's actual controllers plan to reduce their holdings by a total of up to 3% of the company's shares. Specifically, Chen Yijun intends to reduce up to 1.95 million shares (0.75% of total shares), Yu Gufeng up to 3.92 million shares (1.5%), and Chen Kejun up to 1.95 million shares (0.75%) [3] - Zhichun Technology's controlling shareholder Jiang Yuan and his concerted actors plan to reduce their holdings by a total of up to 2.346% of the company's shares, with Jiang Yuan planning to reduce up to 1.564% and Lu Longying up to 0.782% [4] - Jinan Yongchang New Materials Co., Ltd. plans to reduce its holdings by up to 3% of the company's shares, amounting to 9.4417 million shares [5] Risk Matters - ST Asia Pacific received a response notification from the Beijing Arbitration Commission regarding an arbitration case involving control rights, which may significantly impact the company's governance structure and operational decision-making stability [6] Tax Matters - Fangda Carbon announced that it recently discovered the need to pay back taxes and late fees totaling 51.9327 million yuan, which has been fully paid. This matter is expected to reduce the company's net profit attributable to shareholders by the same amount in 2025 [7] Product Sales - Chengdu Huamei reported that its 4-channel 12-bit 40G high-precision RF direct sampling ADC chips have not yet achieved large-scale sales, with only sample deliveries to select customers and some intention orders, indicating market demand uncertainty and potential risks of customer validation failure [8]

Core Viewpoint - The company plans to acquire 100% equity of Guangzhou Yijie Medical Technology Co., Ltd. through a combination of share issuance and cash payment, while also raising supporting funds [1] Group 1: Transaction Details - The transaction is expected not to constitute a major asset restructuring but is classified as a related party transaction [1] - The company is currently cooperating with various intermediaries to conduct due diligence, auditing, and evaluation, which are still ongoing [1] - After the completion of the relevant work, the company will convene a board meeting to review the formal proposal for the transaction and submit it for shareholder approval [1]

进展公告 证券代码：301033 证券简称：迈普医学 公告编号：2025-068 广州迈普再生医学科技股份有限公司 关于发行股份及支付现金购买资产并募集配套资金 暨关联交易事项的进展公告 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。 重要风险提示： 1、广州迈普再生医学科技股份有限公司（以下简称"公司"）于 2025 年 6 月 6 日披露了《广州迈普再生医学科技股份有限公司发行股份及支付现金购买资 产并募集配套资金暨关联交易预案》（以下简称"重组预案"）及其摘要，并对 本次交易涉及的有关风险因素及尚需履行的审批程序进行了详细说明，提请广大 投资者关注后续进展公告并注意投资风险。 2、截至本公告披露日，除重组预案中披露的有关风险因素外，公司尚未发 现可能导致公司董事会或者交易对方撤销、中止本次交易或者对本次交易方案作 出实质性变更的相关事项，本次交易相关工作正在有序推进中。公司将根据相关 事项的进展情况及时履行信息披露义务。 一、本次交易概述 公司拟通过发行股份及支付现金的方式向泽新医疗等 10 名交易 对方购买广州易介医疗科技有限公司（以下简称"易介医疗" ...

Group 1 - The medical device sector experienced a decline of 1.78% on September 2, with Jimin Health leading the losses [1] - The Shanghai Composite Index closed at 3858.13, down 0.45%, while the Shenzhen Component Index closed at 12553.84, down 2.14% [1] - Notable gainers in the medical device sector included Wende Biological, which rose by 7.61% to a closing price of 25.58, and Jinhao Medical, which increased by 6.66% to 29.48 [1] Group 2 - Jimin Health saw a significant drop of 10.02%, closing at 11.40, with a trading volume of 1.0859 million shares and a transaction value of 1.331 billion [2] - Other notable decliners included Rejing Biological, which fell by 8.72% to 186.79, and Yikang Haosheng, which decreased by 7.71% to 34.24 [2] - The medical device sector experienced a net outflow of 1.23 billion from major funds, while retail investors contributed a net inflow of 1.011 billion [2]

Core Viewpoint - The announcement details the implementation of the 2024 Restricted Stock Incentive Plan by Guangzhou Maipu Medical Technology Co., Ltd, highlighting the first grant of restricted stocks and the conditions for their vesting [1][2][4]. Summary by Sections Incentive Plan Overview - The 2024 Restricted Stock Incentive Plan involves granting a total of 576,000 restricted shares, representing approximately 0.87% of the company's total share capital as of the plan's announcement date [2]. - The initial grant consists of 461,000 shares, accounting for about 0.70% of the total share capital, while 115,000 shares are reserved, representing 0.17% [2]. Granting and Vesting Conditions - The plan includes 28 core technical and business personnel as recipients, excluding independent directors and major shareholders [2]. - The vesting schedule is structured into three phases: 30% after 12 months, 30% after 24 months, and 40% after 36 months from the grant date [6][7]. Performance Assessment - The performance assessment for the incentive plan is based on annual revenue growth targets for the years 2024 to 2026, with specific percentage goals set for each year [9][10]. - The company must achieve a minimum revenue growth rate to trigger the vesting of shares, with the first year's target set at 23% [9]. Approval and Compliance - The plan has undergone necessary approvals from the board and supervisory committee, confirming that the vesting conditions have been met for the first grant [12][17]. - Legal opinions affirm that the plan complies with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders [18][19]. Adjustments and Pricing - The grant price for the restricted shares has been adjusted from 22.80 RMB to 22.20 RMB per share due to corporate actions such as cash dividends [15].

Core Viewpoint - The announcement details the achievement of the second vesting condition for the restricted stock incentive plan of Guangzhou Maipu Medical Technology Co., Ltd, indicating that the conditions for vesting have been met for 41 eligible participants, allowing for the allocation of 437,691 shares [14][22]. Summary by Sections Incentive Plan Overview - The 2023 restricted stock incentive plan involves granting 1,868,000 shares, representing approximately 2.83% of the company's total share capital as of the plan's announcement date [2]. - The first grant consists of 1,768,000 shares (2.68% of total capital), while 100,000 shares are reserved for future grants (0.15% of total capital) [2]. Grant and Vesting Conditions - The vesting period for the first grant starts 12 months after the grant date and lasts up to 60 months, with specific performance conditions tied to company revenue growth [3][4]. - The vesting schedule includes three phases: 30% after 12 months, 30% after 24 months, and 40% after 36 months from the grant date [5][6]. Performance Assessment - The performance targets for the incentive plan are based on annual revenue growth rates, with specific thresholds set for each year from 2023 to 2025 [8][17]. - The company must achieve a minimum revenue growth of 12% in the first year, 36% in the second year, and 72% in the third year to meet the vesting conditions [8][18]. Approval and Compliance - The plan has undergone necessary approvals from the board and supervisory committee, confirming that all conditions for the second vesting period have been met [10][22]. - Legal opinions affirm that the plan complies with relevant laws and regulations, ensuring no harm to the interests of the company or its shareholders [21][22]. Shareholder Impact - The total number of shares available for vesting represents 0.66% of the company's total share capital, reflecting the company's commitment to aligning employee incentives with shareholder interests [20][22]. - The adjusted grant price for the restricted stock is set at 19.80 RMB per share, following previous adjustments due to corporate actions [19][22].