国浩律师（上海）事务所 关于 上海维科精密模塑股份有限公司 2025 年第一次临时股东大会 之 法律意见书 上海市静安区山西北路 99 号苏河湾中心 MT25-28 楼 邮编：200085 25-28/F, Suhe Centre, 99 North Shanxi Road, Jing'an District, Shanghai, China 电话/Tel: (+86)(21) 5234 1668 传真/Fax: (+86)(21) 5234 1670 网址/Website: http://www.grandall.com.cn 二〇二五年八月 国浩律师（上海）事务所 法律意见书 国浩律师（上海）事务所 关于上海维科精密模塑股份有限公司 2025 年第一次临时股东大会 之 法律意见书 致：上海维科精密模塑股份有限公司 作为具有从事中国法律业务资格的律师事务所，国浩律师（上海）事务所（以 下简称"本所"）接受上海维科精密模塑股份有限公司（以下简称"公司"）的委托， 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》"）等法律法规及规范性文件的规定，指派本所 ...

Group 1 - The core viewpoint of the news is that Weike Precision (301499) has shown positive financial performance with a revenue increase and a rise in net profit for the first quarter of 2025 [1] - As of August 11, 2025, Weike Precision's stock closed at 29.5 yuan, reflecting a 2.08% increase with a trading volume of 29,400 hands and a transaction amount of 86.49 million yuan [1] - The company's latest financial report indicates total revenue of 22.6 million yuan, a year-on-year growth of 14.83%, and a net profit attributable to shareholders of 12.01 million yuan, up 22.37% year-on-year [1] Group 2 - Weike Precision has a current liquidity ratio of 3.944 and a quick ratio of 2.973, indicating strong short-term financial health [1] - The company has a low debt-to-asset ratio of 17.44%, suggesting a conservative capital structure [1] - Weike Precision has invested in 2 external companies and participated in 3 bidding projects, showcasing its active engagement in business development [2]

Core Viewpoint - The company is currently developing some products using PEEK materials, although mass production has not yet commenced [1] Group 1 - The company is actively accumulating technology and conducting research and development [1] - The company places significant emphasis on the cultivation of R&D talent to enhance its innovation capabilities [1]

Group 1 - The company held its 9th meeting of the 2nd board of directors, with all 5 directors present, and the meeting was deemed legally valid [1] - The board approved the revision of the company's articles of association and governance-related systems in accordance with relevant laws and regulations [1][3] - The board's resolutions received unanimous support with 5 votes in favor, and no votes against or abstentions [2] Group 2 - The company plans to use up to RMB 200 million of idle raised funds for cash management, with a rolling usage period of 12 months from the board's approval date [4][5] - The board also approved the permanent replenishment of working capital using RMB 49 million of excess raised funds, pending approval at the upcoming shareholder meeting [4][5] - The company aims to enhance the efficiency of idle self-owned funds by using up to RMB 200 million for purchasing safe and liquid financial products [5] Group 3 - The company will hold its first extraordinary general meeting of 2025 on August 18, 2025, at 14:30 in the company meeting room [5]

Group 1 - The company held its 7th meeting of the 2nd Supervisory Board, with all 3 supervisors present, and the meeting complied with relevant laws and regulations [1] - The Supervisory Board approved the use of up to RMB 200 million of temporarily idle raised funds for cash management, aiming to improve fund utilization efficiency and generate investment returns for the company and its shareholders [1][3] - The decision to use part of the raised funds for cash management does not harm the interests of the company or its shareholders, particularly minority shareholders, and complies with regulatory guidelines [1][3] Group 2 - The Supervisory Board also agreed to use RMB 49 million of excess raised funds for permanent working capital supplementation, considering the company's business development plans and ensuring efficient use of funds [2] - The decision regarding the use of excess funds will be submitted for approval at the first extraordinary shareholders' meeting in 2025 [3] - The Supervisory Board unanimously supported the use of up to RMB 200 million of idle self-owned funds for cash management, reinforcing the focus on fund safety and operational normalcy [3]

证券代码：301499 证券简称：维科精密 公告编号：2025-024 上海维科精密模塑股份有限公司 关于召开 2025 年第一次临时股东大会的通知 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、误导性陈述或者重大遗漏。 上海维科精密模塑股份有限公司（以下简称"公司"）第二届董事会第九次 会议审议通过了《关于召开 2025 年第一次临时股东大会的议案》，决定于 会议有关事项通知如下： 一、召开会议的基本情况 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 有关法律、行政法规、部门规章、规范性文件和《公司章程》的有关规定。 （1）现场会议召开时间：2025 年 8 月 18 日（星期一）下午 14:30 （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 2025 年 8 月 18 日上午 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 8 月 18 日 上午 9:15 至 15:00 的任意时间。 （1）现场投票：股东本人出席本次会议现场会议或者通过授权委托书委托 他人出席现场会议； （2）网络投票：本次股东大会通过深圳证券交易 ...

Core Points - The article outlines the articles of association for Shanghai Vico Precision Mold & Plastics Co., Ltd, detailing the company's establishment, governance, and operational guidelines [2][4][5]. Company Overview - Shanghai Vico Precision Mold & Plastics Co., Ltd was established as a joint-stock company in accordance with the Company Law of the People's Republic of China and is registered with the Shanghai Municipal Market Supervision Administration [2][3]. - The company was listed on the Shenzhen Stock Exchange's Growth Enterprise Market on July 21, 2023, after issuing 34.563717 million shares to the public [3][4]. Company Structure - The registered capital of the company is RMB 138.254866 million [3]. - The company is designed for perpetual existence, with the board of directors responsible for appointing the legal representative [3][4]. Business Objectives and Scope - The company's business objective is to provide competitive products and services, aiming to create greater value for customers through advanced technology and efficient service [4][5]. - The business scope includes the production of precision electronic components, automotive parts, and related technical consulting services [5]. Share Issuance and Management - The company issues shares in the form of stocks, ensuring equal rights for all shares of the same category [6][7]. - The total number of shares issued by the company is 138.254866 million, all of which are ordinary shares [7]. Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and participation in company decisions, as well as obligations to comply with laws and the company's articles of association [12][13][40]. - The company maintains a shareholder register to document ownership and rights [12]. Governance and Decision-Making - The company’s governance structure includes a board of directors and a shareholder meeting, which are responsible for major decisions such as capital increases, profit distribution, and amendments to the articles of association [19][46]. - Shareholder meetings can be called by the board or by shareholders holding more than 10% of the shares [56][57]. Financial Management and Reporting - The company is required to disclose financial information and significant transactions to ensure transparency and compliance with regulations [20][21]. - Specific thresholds for transactions and financial assistance require shareholder approval to protect the interests of all shareholders [48][49].

Core Points - The article outlines the management and selection process for external auditing firms by Shanghai Weike Precision Molding Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3] - The company emphasizes the importance of maintaining independence and avoiding conflicts of interest in the selection of auditors [3][4] - The audit committee plays a crucial role in evaluating and recommending the hiring or replacement of external auditors, ensuring that the process is fair and transparent [2][4] Selection Process - The selection of auditing firms must utilize competitive negotiation, public bidding, or other methods to ensure a comprehensive understanding of the firms' capabilities [2][4] - The internal audit department is responsible for collecting evaluations of the auditing firms' performance and drafting reports for the audit committee [2][3] - The audit committee must review the performance of the previous auditor and provide a written opinion on the renewal of the auditing contract [2][4] Auditor Qualifications - Auditing firms must meet the qualifications set forth in the Securities Law of the People's Republic of China to provide services to listed companies [3][4] - The evaluation of auditing firms includes assessing their work quality, integrity, and compliance with regulations [4] Tenure and Rotation - Auditors can be reappointed for a maximum of five consecutive years, after which a rotation is required [4] - The evaluation results will determine the hiring arrangements for the next fiscal year, considering factors such as compliance and communication effectiveness [4]

Core Viewpoint - The document outlines the internal reporting system for significant information at Shanghai Weike Precision Molding Co., Ltd, ensuring timely and accurate disclosure of information that may impact stock prices and protect investors' rights [1][2]. Group 1: Internal Reporting System - The internal reporting system is designed to ensure that significant information affecting the company's stock and derivatives is reported promptly to the chairman and board secretary [1]. - The reporting obligations apply to directors, senior management, department heads, and other key personnel who may be aware of significant events [1][2]. Group 2: Definition of Significant Information - Significant information includes matters to be submitted to the board for approval, decisions made by subsidiaries, major transactions, related party transactions, litigation, and other major events that could impact the company [2][3]. - Specific thresholds for reporting include transactions exceeding 10% of audited annual revenue or net profit, or absolute amounts exceeding 1 million [2][3]. Group 3: Reporting Procedures - Departments must report significant information to the board secretary upon awareness of any major events, including during negotiations or when decisions are made [7][8]. - Reports must be made verbally within 24 hours and followed by written documentation, ensuring all relevant details are included [6][7]. Group 4: Management and Responsibilities - The board secretary is responsible for analyzing reported information and ensuring compliance with disclosure obligations [7][9]. - The company implements a real-time reporting system, requiring all relevant personnel to report significant information accurately and promptly [12][13]. Group 5: Training and Accountability - The board secretary will conduct regular training for personnel on governance and disclosure to ensure timely reporting [9]. - Failure to report significant information in a timely manner may result in disciplinary actions against responsible individuals [9][10].

General Overview - The company establishes rules to regulate its operations, improve corporate governance, and protect the rights of shareholders, ensuring efficient decision-making by the board of directors [1] Board of Directors Structure - The board of directors is the executive and decision-making body of the company, managing its assets according to relevant laws and the company's articles of association [1] - The board must include at least one employee representative if the company has over 300 employees, elected through democratic means [1] Board Meeting Procedures - The board meetings are categorized into regular and temporary meetings, with at least two regular meetings held annually [2] - The chairman is responsible for convening meetings and must do so within ten days upon receiving proposals from shareholders or board members [2][3] - Meeting notifications must be sent out in advance, detailing the date, location, agenda, and other necessary information [5][6] Proposal and Voting Process - Proposals for board meetings must be clear and accompanied by relevant materials, which can be modified upon request from the chairman [3][4] - Board meetings require a quorum of more than half of the directors to proceed, and decisions are made based on majority votes [7][19] - Directors must express their voting intentions clearly, with options for approval, disapproval, or abstention [10] Documentation and Record-Keeping - The company must maintain accurate records of board meetings, including attendance, proposals discussed, and voting results [12][13] - Meeting records must be signed by attending directors, and any dissenting opinions should be documented [13][30] Compliance and Confidentiality - The board must act within the authority granted by the shareholders and the company's articles of association, avoiding any overreach [21][22] - All participants in board meetings are required to maintain confidentiality regarding the decisions made until officially announced [14][33]