法律意见书 广东信达律师事务所 关于深圳市智微智能科技股份有限公司 2023 年股票期权与限制性股票激励计划 调整股票期权行权价格及限制性股票回购价格 相关事项的 法律意见书 中国 深圳 福田区益田路6001号 太平金融大厦11-12楼 邮政编码：518038 11-12/F, TAIPING FINANCE TOWER, NO.6001 YITIAN ROAD, SHENZHEN, P. R. CHINA 电话（Tel）：（0755）88265288 传真（Fax）：（0755）88265537 电子邮件（E-mail）：info@sundiallawfirm.com 网站（Website）：www.sundiallawfirm.com 法律意见书 释 义 本法律意见书中，除非文义另有所指，下列词语或简称具有如下含义： | 智微智能、公司 | 指 | 深圳市智微智能科技股份有限公司 | | --- | --- | --- | | 本次激励计划 | 指 | 深圳市智微智能科技股份有限公司 年股票期权与限制性 2023 | | | | 股票激励计划 | | 《激励计划（草 | 指 | 《深圳市智微智能科技股份有 ...

证券代码：001339 证券简称：智微智能 公告编号：2025-058 深圳市智微智能科技股份有限公司 关于增加2025年度日常关联交易预计额度的公告 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。 一、日常关联交易基本情况 （一）日常关联交易概述 1、2025年度日常关联交易预计的审议及披露情况 深圳市智微智能科技股份有限公司（以下简称"公司"）董事会于2025年3 月7日召开了第二届董事会第十六次会议、第二届监事会第十二次会议，并于2025 年3月24日召开2025年第一次临时股东大会，审议通过了《关于2025年度日常关 联交易预计的议案》，根据公司经营需要，对公司2025年度日常关联交易情况进 行了预计。预计2025年公司与关联方的关联交易总额不超过人民币60,371.88万元， 其中向关联方租入场地交易金额不超过人民币371.88万元，向关联方销售产品、 商品不超过60,000万元。具体内容详见公司于2025年3月8日披露于巨潮资讯网 （www.cninfo.com.cn）的《关于2025年度日常关联交易预计的公告》（公告编号： 2025-009）。 ...

证券代码：001339 证券简称：智微智能 公告编号：2025-056 一、监事会会议召开情况 深圳市智微智能科技股份有限公司（以下简称"公司"）第二届监事会第十七次会 议于 2025 年 5 月 27 日在公司会议室以通讯方式召开，本次会议通知已于 2025 年 5 月 23 日以电子邮件等方式送达全体监事。本次会议应出席监事 3 名，以通讯方式出 席监事 3 名，监事会主席柳曼玲女士主持。本次会议的召集、召开和表决程序符合 《中华人民共和国公司法》等法律、法规及《深圳市智微智能科技股份有限公司章程》 的有关规定，会议合法有效。 二、监事会会议审议情况 经与会监事认真审议，会议通过以下议案： （一）审议通过《关于调整 2023 年股票期权与限制性股票激励计划股票期权行 权价格及限制性股票回购价格的议案》 深圳市智微智能科技股份有限公司 第二届监事会第十七次会议决议公告 本公司及监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。 表决结果：同意 3 票，反对 0 票，弃权 0 票。 经审核，监事会认为，公司本次调整 2023 年股票期权与限制性股票激励计划股 票期权（含预 ...

证券代码：001339 证券简称：智微智能 公告编号：2025-055 深圳市智微智能科技股份有限公司 第二届董事会第二十一次会议决议公告 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。 一、董事会会议召开情况 深圳市智微智能科技股份有限公司（以下简称"公司"）第二届董事会第二十一次 会议于 2025 年 5 月 27 日在公司会议室以通讯方式召开，本次会议通知已于 2025 年 5 月 23 日以电子邮件等方式送达全体董事。本次会议应出席董事 7 名，以通讯方式 出席董事 7 名，董事长袁微微女士主持会议，公司监事、高级管理人员列席会议。本 次会议的召集、召开及表决程序符合《中华人民共和国公司法》等法律、法规及《公 司章程》的有关规定，会议合法有效。 具体内容详见公司于 2025 年 5 月 28 日披露于巨潮资讯网（www.cninfo.com.cn） 的《关于调整 2023 年股票期权与限制性股票激励计划股票期权行权价格及限制性股 票回购价格的公告》（公告编号：2025-057）。 本议案已经公司董事会薪酬与考核委员会审议通过。 （二）审议通过《关于增加 ...

Group 1 - The conference focused on the deep integration of technological innovation and industrial innovation, aiming to explore collaborative development mechanisms among various sectors [3][10] - The establishment of the "Youth Scientist Industry-Academia-Research Innovation Alliance" is intended to enhance the efficiency of technology transfer and address systemic barriers in the commercialization of research outcomes [3][11] - Key discussions included the challenges faced by young scientists in technology transfer, including institutional obstacles and the need for a demand-driven research approach [4][6] Group 2 - Corporate representatives highlighted three core challenges in the layout of cutting-edge technologies: strategic choices in technology paths, high-end talent cultivation, and balancing R&D investment with market returns [7] - Companies called for a collaborative mechanism between academia and industry to manage technological risks and enhance innovation efficiency [7][8] - Suggestions included creating a market-oriented mechanism for technology transfer and establishing transparent policies to support the commercialization of research outcomes [9][10] Group 3 - The conference featured a strategic donation signing ceremony between Xinhua Jin and the China Science and Technology Development Foundation, marking the initiation of practical exploration in the industry-academia-research collaborative innovation mechanism [11] - Projects discussed included advancements in aerospace technology, high-end medical devices, and artificial intelligence, aiming to enhance both fundamental research breakthroughs and industrial transformation efficiency [11][12] - The foundation aims to create an open public platform for collaboration between entrepreneurs and scientists, focusing on solving development challenges rather than merely identifying them [12][13]

Group 1 - Recent institutional interest has focused on 50 stocks across various sectors including technology, consumer goods, pharmaceuticals, and renewable energy [1][3] - Zhimi Intelligent has a target price of 59.9 to 65.89 yuan, indicating a potential upside of over 20% from its current price of around 47 yuan, with a focus on industrial automation control equipment [3] - Jindi Co., Ltd. has a target price of 33 to 36 yuan, benefiting from the rising sales of new energy vehicles, although it faces risks from raw material price increases [3] Group 2 - Companies like Bochu Electronics and Naxinwei are favored by institutions due to domestic substitution and technological barriers, but high growth expectations may have already priced in future performance [3] - Salted Fish Shop is under scrutiny due to intense competition in the snack food sector, with its market share dependent on new product development and channel strategies [4] - Mayinglong faces significant policy risks in the pharmaceutical industry, particularly with potential price cuts affecting profit margins [4]

Macro and Strategy - April fiscal data shows tax revenue returning to positive growth at 1.9% YoY, while general expenditure growth accelerated to 12.9% YoY [8][9] - Key tax categories showed mixed results, with personal income tax growing significantly at 9% YoY, while corporate income tax declined to 4% YoY [8][9] Textile and Apparel Industry - Textile manufacturing continues to benefit from inventory optimization and order rebound, with revenue growth of 13.7% YoY in 2024, while apparel and home textiles saw a slowdown to 1.0% YoY [9][10] - In Q1 2025, textile manufacturing growth slowed to 8.2% YoY, while apparel and home textiles faced a 5.1% decline in revenue [9][10] - Major companies in manufacturing, such as Huayi and Shenzhou, reported strong orders and better profitability, while sports brands showed resilience compared to casual wear [9][10] Pharmaceutical Industry - Q1 2025 saw overall revenue growth slow for overseas pharmaceutical companies, with Eli Lilly and Novo Nordisk showing significant growth driven by GLP-1 drugs [15][16] - The U.S. drug pricing reform and macroeconomic uncertainties are impacting revenue forecasts for major pharmaceutical firms [15][16] Computer Industry - Major domestic companies like Alibaba and Tencent are significantly increasing capital expenditures, with Alibaba planning to invest over 380 billion RMB in cloud and AI infrastructure over the next three years [17][18] - There is a growing demand for computing power rental services, with several companies announcing related orders [17][18] Automotive Industry - April 2025 saw a total vehicle production and sales of 2.619 million and 2.590 million units respectively, with a year-on-year increase of 8.9% and 9.8% [19][20] - New energy vehicles accounted for 47.3% of total new vehicle sales, with production and sales growth of 43.8% and 44.2% YoY [19][20] - The market is witnessing a shift towards autonomous driving technologies, with Robotaxi commercial deployment accelerating [20][21] Building Materials Industry - The recent government policy is expected to accelerate urban renewal projects, benefiting local construction and decorative renovation companies [22][23] - Cement prices have seen a slight decline, while demand remains weak, indicating a cautious market outlook [23][24] Smart IoT Industry - The company focuses on IoT solutions and is expanding into AI infrastructure, with significant revenue contributions from its various business segments [26][27] - The global AI server market is projected to grow rapidly, driven by increasing demand for AI training and inference [28] Travel Industry - The company reported a 16.2% increase in revenue for Q1 2025, with strong growth in domestic hotel bookings and international travel [29][30] - The international platform is experiencing rapid growth, benefiting from favorable policies and increased travel demand [30][31] Gaming and E-commerce Industry - The company achieved a 30% revenue growth in Q1 2025, driven by strong performance in e-commerce and digital financial services [33][34] - The gaming segment also saw significant growth, with a notable increase in user engagement and revenue from popular titles [36][37]

Investment Rating - The report assigns an "Outperform the Market" rating to the company for the first time [6] Core Viewpoints - The company is a leading provider of IoT digital solutions, with a focus on AIGC infrastructure, and has established a new growth curve through its intelligent computing business [1][3] - The company’s revenue from various segments in 2024 is projected to be 2.597 billion, 631 million, 151 million, and 301 million CNY, accounting for 64.4%, 15.6%, 3.7%, and 7.5% respectively [1][3] - The intelligent computing market is expected to grow rapidly, with the global AI server market projected to reach 135.2 billion USD in 2024, a year-on-year increase of 156% [3] Company Overview - The company, established in 2011, specializes in IoT hardware products and solutions, covering industrial IoT, ICT infrastructure, and smart terminals [14] - The company has a highly concentrated ownership structure, with the chairman and general manager holding 39.85% and 30.43% of shares respectively, totaling 70.28% [15] Business Segments - The company operates in three main business segments: industry terminals, ICT infrastructure, and industrial IoT [2] - The industry terminal business includes products like educational commercial displays and cloud terminals, benefiting from a post-pandemic replacement demand [2] - The ICT infrastructure segment is driven by the global demand for AI training and inference, with the global server market expected to reach 518.6 billion USD by 2029 [2][3] - The industrial IoT segment is anticipated to grow, with an expected shipment of 6.19 million units by 2028, corresponding to a CAGR of 13.1% from 2024 to 2028 [2] Financial Analysis - The company’s revenue is projected to grow steadily, with a forecasted revenue of 4.034 billion CNY in 2024, representing a year-on-year increase of 10.1% [5] - The net profit is expected to rebound significantly in 2024, reaching 125 million CNY, a year-on-year increase of 280.7% [5][29] - The company’s gross margin is expected to improve to 16.9% in 2024, up by 5.0 percentage points from the previous year [30] Valuation and Investment Suggestion - The report estimates the company's reasonable valuation to be between 59.90 and 65.89 CNY, indicating a potential upside of 11% to 23% from the current price of 50.07 CNY [6][3] - The earnings per share (EPS) is projected to be 1.20, 1.59, and 1.98 CNY for the years 2025, 2026, and 2027 respectively [5][3]

Investment Rating - The report assigns an "Outperform" rating for the company [6] Core Views - The company is a leading provider of IoT digital solutions, with a focus on AIGC infrastructure, and has established a second growth curve through its intelligent computing business [1][3] - The company has diversified its revenue streams across three main business segments: industry terminals, ICT infrastructure, and industrial IoT, with a notable contribution from its newly established intelligent computing subsidiary [1][2][3] Summary by Sections Company Overview - The company, established in 2011, is a leading provider of IoT hardware products and solutions, covering various sectors including industrial, transportation, logistics, healthcare, finance, and education [14] - The company has a highly concentrated ownership structure, with the chairman and general manager holding 39.85% and 30.43% of shares respectively, indicating strong management confidence in performance [15] Main Business Segments - **Industry Terminals**: The company offers products such as OPS, cloud terminals, and PCs, benefiting from a post-pandemic replacement demand and a projected global PC shipment growth of 3.7% in 2025 [2][57] - **ICT Infrastructure**: The company provides servers, switches, and network security devices, with the global server market expected to reach $518.6 billion by 2029, growing at a CAGR of 16.3% from 2024 to 2029 [2][66] - **Industrial IoT**: This segment is expected to grow significantly, with a projected CAGR of 13.1% from 2024 to 2028, driven by increasing industrial digitalization [2] Intelligent Computing - The intelligent computing business is projected to generate significant revenue, with the subsidiary achieving $3.01 billion in revenue in 2024, driven by strong demand for AI infrastructure [3][29] - The global AI server market is expected to grow by 156% year-on-year in 2024, reaching $135.2 billion, with a CAGR of 21.5% from 2024 to 2029 [3] Financial Performance - The company is expected to see a substantial increase in net profit, with projections of $301 million, $400 million, and $496 million for 2025, 2026, and 2027 respectively, reflecting growth rates of 141%, 33%, and 24% [3][5] - The company's revenue is forecasted to grow steadily, with a projected revenue of $4.034 billion in 2024, representing a 10.1% year-on-year increase [5][29]

Investment Rating - The overall industry rating is neutral, with specific sub-industry ratings as follows: Computer Software is rated as neutral, while Computer Equipment, IT Services, Cloud Services, and Industrial Internet have no ratings [3][29]. Core Insights - Tencent's Q1 2025 financial report indicates significant contributions from AI investments, including enhanced advertising precision and improved user engagement in gaming, with a capital expenditure of 27.5 billion yuan, a 91% year-on-year increase [5][13]. - Alibaba's Q1 2025 financial report shows a strong recovery in cloud revenue driven by AI demand, with a year-on-year growth of 18% to 30.127 billion yuan, and AI-related products achieving triple-digit growth for seven consecutive quarters [6][18]. - The computer industry index fell by 1.26% during the week of May 12-16, 2025, ranking last among 31 primary industries, but has seen a cumulative increase of 3% year-to-date, outperforming the CSI 300 index by 4.16 percentage points [4][22]. Summary by Sections Section 1: Financial Performance - Tencent's AI-driven advertising system has led to increased investment from various vertical industries, and the company is optimistic about long-term returns from AI investments [5][13]. - Alibaba's AI products are widely adopted across multiple sectors, contributing to significant revenue growth, and the company plans to continue investing in AI technologies to maintain market leadership [6][18]. Section 2: Market Review - The computer industry index's performance reflects a challenging week, but the year-to-date performance shows resilience compared to broader market indices [4][22]. Section 3: Investment Recommendations - The report recommends several companies for investment, including Kingsoft Office, Yonyou Network, Sayi Information, Entropy Technology, and CloudWalk Technology, highlighting the potential for AI applications to drive infrastructure development [7][26].