国泰海通证券股份有限公司 关于天津金海通半导体设备股份有限公司 全资子公司对外出租厂房暨关联交易的核查意见 国泰海通证券股份有限公司（以下简称"国泰海通"或"保荐机构"）作为 天津金海通半导体设备股份有限公司（以下简称"金海通"或"公司"）首次公 开发行股票并在主板上市持续督导的保荐机构，根据《证券发行上市保荐业务 管理办法》《上海证券交易所股票上市规则》《上海证券交易所上市公司自律监 管指引第 1 号——规范运作》等相关法律、法规和规范性文件的规定，对金海 通全资子公司对外出租厂房暨关联交易的事项进行了核查，核查情况与意见如 下： 一、关联交易概述 为提高江苏金海通的资产利用率，江苏金海通拟与鑫益邦签订《厂房租赁 合同》，江苏金海通拟将其位于南通市崇川区齐心路22号的部分厂房租赁给鑫益 邦，鑫益邦向江苏金海通支付租金及水电费。双方约定租赁期自2025年7月至 2028年9月止，其中自双方约定租赁起始日起的2个月为免租期。该厂房每平方 米每月租金为24元，租赁面积为3,000平方米，合计月租金为72,000元，年租金 为864,000元，租赁期内水电费按实际使用量核算并结算。 公司董事吴华先生系鑫益邦法定代表 ...

金海通（603061）公告，预计2025年半年度实现归属于母公司所有者的净利润7000万元到8400万元，与 上年同期相比，将增加3032.32万元到4432.32万元，同比增加76.43%到111.71%。预计2025年半年度实 现归属于母公司所有者的扣除非经常性损益的净利润6700万元到8000万元，与上年同期相比，将增加 3247.51万元到4547.51万元，同比增加94.06%到131.72%。 ...

Group 1 - The semiconductor industry ETF (159582) has shown a recent increase of 0.28%, with a current price of 1.44 yuan, and a cumulative increase of 1.42% over the past two weeks, ranking it in the top half of comparable funds [2][3] - Industrial Fulian announced an expected year-on-year net profit growth of 47.72% to 52.11% for Q2 2025, driven by a surge in AI business, with AI server revenue increasing over 60% year-on-year [2] - The semiconductor industry ETF has achieved a 41.94% increase in net value over the past year, ranking in the top 19.65% among 2901 index stock funds [3] Group 2 - The management fee for the semiconductor industry ETF is 0.50%, and the custody fee is 0.10%, which are among the lowest in comparable funds [4] - The ETF closely tracks the CSI Semiconductor Industry Index, which includes up to 40 listed companies involved in semiconductor materials, equipment, and applications [4] - As of June 30, 2025, the top ten weighted stocks in the CSI Semiconductor Industry Index account for 75.63% of the index, with notable companies including Northern Huachuang and SMIC [5]

Group 1 - The semiconductor materials and equipment theme index (931743) experienced a slight decline of 0.15% as of July 9, 2025, with mixed performance among constituent stocks [1] - The semiconductor materials ETF (562590) also saw a decrease of 0.18%, with the latest price at 1.11 yuan, but it has accumulated a rise of 2.20% over the past two weeks [1] - The latest scale of the semiconductor materials ETF reached 378 million yuan, marking a three-month high, with a total of 340 million shares, also a three-month high [1] Group 2 - Shenzhen has introduced measures to promote high-quality development in the semiconductor and integrated circuit industry, including a 5 billion yuan "semi-industry private equity fund" [2] - The measures focus on "strengthening, stabilizing, and supplementing" the supply chain, with specific support initiatives, particularly emphasizing the acceleration of compound semiconductor maturity [2] - The demand for semiconductors in downstream applications such as TWS headphones, wearable devices, AI servers, and new energy vehicles is recovering well, supported by national subsidy policies [2] Group 3 - The semiconductor industry is experiencing a new wave of mergers and acquisitions, driven by the revised regulations on major asset restructuring announced by the China Securities Regulatory Commission [3] - Domestic semiconductor companies are expected to accelerate the development of key core technologies through resource sharing and complementary advantages [3] - The semiconductor materials ETF closely tracks the performance of the semiconductor materials and equipment theme index, which includes 40 listed companies in the semiconductor sector [3]

大会会议资料 金海通 2025 年第二次临时股东大会会议资料 公司代码：603061 公司简称：金海通 天津金海通半导体设备股份有限公司 会议资料 上海市 会议召开时间：2025 年 7 月 14 日（星期一）下午 14:30 会议召开地点：上海市青浦区嘉松中路 2188 号天津金海通半导体设备股份有限 公司上海分公司 M 层会议室 网络投票时间：2025 年 7 月 14 日，采用上海证券交易所网络投票系统，通过交 易系统投票平台的投票时间为股东大会召开当日的交易时间段，即 9:15-9:25， 召集人：董事会 主持人：董事长崔学峰先生 金海通 2025 年第二次临时股东大会会议资料 天津金海通半导体设备股份有限公司 股东报到登记、入场时间：2025 年 7 月 14 日（星期一）下午 14:00 - 14:30 参会人员： 一、在股权登记日持有公司股份的股东 本次股东大会的股权登记日为 2025 年 7 月 9 日，于股权登记日下午交易结束后 在中国证券登记结算有限责任公司上海分公司登记在册的公司股东均有权出席本次 临时股东大会和参加表决，并可以以书面形式授权他人代为出席和参加表决（被授 权人不必为本公司 ...

金海通 2025 年第二次临时股东大会会议资料 公司代码：603061 公司简称：金海通 天津金海通半导体设备股份有限公司 2025 年第二次临时股东大会 会议资料 上海市 2025 年 7 月 金海通 2025 年第二次临时股东大会会议资料 | 目录 | | --- | | 2025 | 年第二次临时股东大会会议议程 1 | | --- | --- | | 2025 | 年第二次临时股东大会会议须知 3 | | 议案一：关于公司《2025 | 年员工持股计划（草案）》及其摘要的议案 4 | | 议案二：关于公司《2025 | 年员工持股计划管理办法》的议案 5 | | 议案三：关于提请股东大会授权董事会办理公司 | 年员工持股计划相关事宜的议案 2025 6 | 金海通 2025 年第二次临时股东大会会议资料 天津金海通半导体设备股份有限公司 2025 年第二次临时股东大会会议议程 股东报到登记、入场时间：2025 年 7 月 14 日（星期一）下午 14:00 - 14:30 会议召开时间：2025 年 7 月 14 日（星期一）下午 14:30 会议召开地点：上海市青浦区嘉松中路 2188 号天津金海通 ...

Core Viewpoint - The Supervisory Board of Tianjin Jinhaitong Semiconductor Equipment Co., Ltd. has reviewed and approved the company's 2025 Employee Stock Ownership Plan, confirming its compliance with relevant laws and regulations [1][2]. Group 1: Legal Compliance - The review was conducted in accordance with the Company Law, Securities Law, and relevant guidelines for implementing employee stock ownership plans [1][2]. - The procedures for formulating the 2025 Employee Stock Ownership Plan are deemed legal and effective [2]. Group 2: Employee Participation - The plan does not involve forced participation or distribution among employees, ensuring voluntary involvement [2]. - The eligibility criteria for participants in the stock ownership plan are in line with regulatory requirements [2]. Group 3: Corporate Governance and Employee Engagement - The implementation of the employee stock ownership plan is expected to enhance corporate governance, improve employee cohesion, and increase competitiveness [2]. - The plan aims to motivate employees, attract, and retain talented management and key personnel, contributing to the company's sustainable development [2].

Group 1 - The second meeting of the second supervisory board of Tianjin Jinhaitong Semiconductor Equipment Co., Ltd. was held on June 27, 2025, with all three supervisors present, including one via remote communication [1] - The meeting was convened by the chairman of the supervisory board, Song Huijiang, and was attended by some senior management personnel [1] - The meeting followed the legal and regulatory requirements as per the Company Law of the People's Republic of China and the company's articles of association [1] Group 2 - The supervisory board reviewed the proposal for the 2025 Employee Stock Ownership Plan (ESOP) draft, but due to conflicts of interest, the related supervisors abstained from voting, resulting in insufficient non-related supervisors to form a resolution [2] - The supervisory board believes that the ESOP draft complies with relevant laws and regulations and does not harm the interests of the company or its shareholders, promoting a shared interest mechanism between employees and shareholders [2] - The proposal will be submitted to the company's second extraordinary general meeting of shareholders in 2025 for further review [3] Group 3 - The supervisory board also reviewed the management measures for the 2025 Employee Stock Ownership Plan, which similarly faced abstention from related supervisors, preventing a resolution [3] - The board asserts that the management measures align with legal requirements and the company's actual situation, ensuring the smooth implementation of the ESOP and protecting the interests of the company and its shareholders [3] - This proposal will also be submitted to the company's second extraordinary general meeting of shareholders in 2025 for further consideration [4]

Core Viewpoint - The report outlines the independent financial advisory opinion on the feasibility and implications of the employee stock ownership plan (ESOP) proposed by Tianjin Jinhaitong Semiconductor Equipment Co., Ltd, emphasizing its potential benefits for the company's sustainable development and shareholder interests [2][3]. Summary by Sections Basic Assumptions - The report is based on the assumption that there will be no significant changes in national laws, regulations, or policies, and that all information provided by the company is accurate and complete [3]. Main Content of the ESOP - The ESOP will be implemented in strict accordance with legal and regulatory requirements, ensuring voluntary participation from employees without coercion [4]. - The plan will include a maximum of 192 participants, primarily consisting of directors, supervisors, senior management, and key personnel [4]. Funding and Stock Details - The total funding for the ESOP will not exceed RMB 85.66832 million, with each share priced at RMB 40.13, allowing for a maximum of 2.13477 million shares to be purchased [5][6]. - The shares will be sourced from the company's repurchased A-shares, with a total of 1,734,770 shares currently held for the ESOP, representing 2.89% of the total share capital [7][8]. Pricing and Adjustments - The purchase price for the shares is set at RMB 40.13, which is based on the average trading price prior to the announcement of the plan [8][9]. - Adjustments to the purchase price may occur in the event of stock splits, dividends, or other corporate actions [10]. Distribution of Shares - The initial allocation of shares will see directors and senior management holding 43.077 million shares (20.18% of the total), while key personnel will hold 130.4 million shares (61.08%) [11]. - A reserve of 400,000 shares (18.74%) will be set aside for future allocation [12]. Duration and Lock-up Period - The ESOP will have a duration of 60 months, with the possibility of extension if certain conditions are met [14]. - Shares will be unlocked in two phases, with 60% available after 12 months and 40% after 24 months [15]. Performance Assessment - The ESOP includes performance targets based on revenue growth, with specific thresholds set for unlocking shares [16][17]. - Individual performance assessments will also influence the unlocking of shares, linking employee rewards to both company and personal performance [18]. Management Structure - The ESOP will be managed by a committee responsible for overseeing daily operations and ensuring compliance with regulations [20][21]. - Holders of the shares will have voting rights in the management committee, which will be responsible for key decisions regarding the ESOP [22][24]. Changes and Termination - Any changes to the ESOP must be approved by a two-thirds majority of the holders, and the plan can be terminated under specific circumstances [28][29]. - Upon termination, the assets will be distributed according to the holders' shares, with a clear process for liquidation and distribution of funds [30].

Core Viewpoint - Changchuan Technology (300604.SZ) is expected to see significant growth in its net profit for the first half of 2025, with estimates ranging from 360 million to 420 million yuan, indicating a year-on-year increase of 67.54% to 95.46% [3][4]. Financial Performance - The projected net profit for the first half of 2025 is close to the total net profit for the entire year of 2024, suggesting that Changchuan Technology is on track to achieve a historical high in net profit for 2025 [6]. - The company's first-quarter growth rate exceeded 2,500%, although this was influenced by a low base from the previous year [5]. Industry Context - The semiconductor testing equipment industry has shown sustained growth since 2024, with Changchuan Technology being a key player in the domestic market [7][9]. - The company has successfully supplied its products to major integrated circuit firms, contributing to the import substitution of testing machines and sorting machines [15]. Product and Market Position - Changchuan Technology's core business focuses on sample and finished product testing, with approximately 90% of its revenue in 2024 coming from testing machines and sorting machines [13]. - The company is also attempting to make breakthroughs in the probe station sector, although progress has been slow, with project timelines extended to the end of 2025 [16]. Competitive Landscape - The high-end testing machine market is still dominated by foreign companies, with major players holding over 66% market share in 2024 [15]. - Other domestic competitors in the testing machine sector include Huafeng Measurement Control and Liandong Technology, both of which have also reported significant growth in net profit [19][20]. Future Outlook - The overall outlook for domestic semiconductor testing equipment companies remains positive, with many expected to achieve record highs in performance within the year [28].