扬州扬杰电子科技股份有限公司 "奋斗者计划（六期）"员工持股计划 二〇二五年六月 扬州扬杰电子科技股份有限公司"奋斗者计划（六期）"员工持股计划 声明 本公司及全体董事、监事保证本员工持股计划及其摘要不存在任何虚假记载、 误导性陈述或者重大遗漏，并对其内容的真实性、准确性和完整性依法承担法律 责任。 本方案主要条款与本公司 2025 年 5 月 31 日披露的《扬州扬杰电子科技股份 有限公司"奋斗者计划（六期）"员工持股计划（草案）》及其摘要内容一致。 2 扬州扬杰电子科技股份有限公司"奋斗者计划（六期）"员工持股计划 特别提示 本部分内容中的词语简称与"释义"部分保持一致。 一、本员工持股计划系依据《中华人民共和国公司法》《中华人民共和国证 券法》《关于上市公司实施员工持股计划试点的指导意见》《深圳证券交易所上 市公司自律监管指引第 2 号——创业板上市公司规范运作》等有关法律、行政法 规、规章、规范性文件和《公司章程》的规定成立。 二、本员工持股计划遵循依法合规、自愿参与、风险自担的原则，不存在摊 派、强行分配等强制员工参加本员工持股计划的情形。 一、扬州扬杰电子科技股份有限公司（以下简称"扬杰科技"、" ...

证券代码：300373 证券简称：扬杰科技 公告编号：2025-047 扬州扬杰电子科技股份有限公司 2025 年第一次临时股东大会决议公告 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。 特别提示： 1、本次股东大会未出现否决议案的情形。 1、会议召开时间 （1）现场会议时间：2025 年 6 月 16 日（星期一）下午 13:30。 （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具体时 间为 2025 年 6 月 16 日 9:15-9:25，9:30-11:30，13:00-15:00；通过深圳证券交易 所互联网投票系统进行网络投票的具体时间为 2025 年 6 月 16 日 9：15-15：00。 2、现场会议召开地点：江苏省扬州市邗江区新甘泉路 68 号扬杰科技 5 号厂 区办公楼三楼会议室。 3、会议召开方式：本次股东大会采取现场表决和网络投票相结合的方式召 开。 4、会议召集人：公司董事会。 5、会议主持人：公司董事长梁勤女士。 会议的召集、召开与表决程序符合《公司法》《深圳证券交易所创业板股票 上市规则》《公司章程》和《股东大会议 ...

Core Viewpoint - The electronic industry has become a focal point for broker research, with significant interest from institutions in sectors such as domestic storage, PCB, and semiconductors [3][10]. Group 1: Broker Research and Market Performance - As of June 15, 2023, 330 listed companies have received broker research, with the electronic industry being the most favored, accounting for 50 companies [1][5]. - Over half of the electronic companies that received broker research have seen their stock prices rise since June, with Shengyi Electronics leading with a nearly 48% increase [2][8]. Group 2: Key Companies and Their Developments - Hongjing Optoelectronics has been the most researched electronic company, receiving 21 broker inquiries, focusing on its collaboration with Yingstone Innovation and future product plans in smart automotive and home sectors [6]. - Yangjie Technology has received 13 broker inquiries, with institutions interested in its gross margin trends and downstream application developments, expecting stable growth due to favorable economic conditions and new policies [7]. Group 3: Investment Opportunities - Institutions are particularly optimistic about investment opportunities in domestic storage, PCB, and semiconductor sectors [3][10]. - The transition to DDR5 products is expected to create structural growth opportunities for domestic storage manufacturers, while the PCB sector is anticipated to maintain high revenue levels [11]. - The global semiconductor sales are projected to grow by 11.2% year-on-year by 2025, driven by AI and other technological advancements [11].

Group 1 - The electronic industry is currently favored by brokerages, with 50 companies receiving research attention in June, the highest among all sectors [1] - Hongjing Optoelectronics has engaged with 21 brokerages, discussing its collaboration with Yingstone Innovation and future development plans, focusing on smart cars, smart homes, and panoramic sports cameras [1] - Yangjie Technology has received attention from 13 brokerages, highlighting the strong demand in the consumer electronics market and the growth potential in emerging fields like low-altitude economy [1] Group 2 - Over half of the electronic companies that received brokerage research have seen their stock prices rise since June, with Shengyi Electronics experiencing a nearly 48% increase [1] - Zhongyuan Securities suggests that domestic internet companies are increasing capital expenditure on AI infrastructure, which may enhance the market share of domestic memory manufacturers [2]

Group 1: Industry Overview - Yangzhou has a rich historical background and has experienced significant industrial growth, particularly in the 1990s with its manufacturing sector achieving prominence through eight key industries [1] - The city has developed a "613" industrial system that combines traditional industries with emerging sectors such as aerospace, smart grids, integrated circuits, and artificial intelligence [1] Group 2: Company Spotlight - Yangjie Technology is a leading player in China's semiconductor power device sector and is a core component of the integrated circuit industry chain within the "613" industrial system [2] - The company has established a full-chain R&D and production system for third-generation semiconductors, including chip design, packaging testing, and module integration [2] - Yangjie Technology has received significant accolades, including the Huawei Best Partner Award and recognition from CATL as a key supplier for industry breakthroughs [2] Group 3: Collaborative Efforts - Yangzhou has launched a shared experimental platform for the integrated circuit industry chain to enhance collaboration and innovation among upstream and downstream enterprises [2] - The establishment of the Jiangsu Province Key Laboratory for Third-Generation Semiconductor Power Chips and Module Integration Technology, co-founded by Yangjie Technology and Southeast University, aims to tackle critical technology challenges in the semiconductor field [2]

上海信公轶禾企业管理咨询有限公司 独立财务顾问报告 上海信公轶禾企业管理咨询有限公司 关于 扬州扬杰电子科技股份有限公司 "奋斗者计划（六期）"员工持股计划 （草案） 之 独立财务顾问报告 独立财务顾问： 二〇二五年六月 上海信公轶禾企业管理咨询有限公司 独立财务顾问报告 目 录 | 第一章 | 声 明 3 | | | --- | --- | --- | | 第二章 | 释 义 5 | | | 第三章 | 基本假设 6 | | | 第四章 | 本员工持股计划的主要内容 7 | | | | 一、本员工持股计划持有人的确定依据、范围及份额分配情况 | 7 | | | 二、本员工持股计划的资金来源、股票来源、规模和购买价格 | 8 | | | 三、本员工持股计划的存续期、锁定期和业绩考核 | 10 | | | 四、存续期内公司融资时本员工持股计划的参与方式 | 12 | | | 五、本员工持股计划的管理机构及管理模式 | 12 | | | 六、本员工持股计划的资产构成及权益分配 | 18 | | | 七、本员工持股计划的变更、终止及持有人权益的处置 | 20 | | | 八、本员工持股计划其他内容 | 22 | | ...

Investment Rating - The investment rating for the company is "Buy" and is maintained [1] Core Views - The company has launched a new employee stock ownership plan, reflecting strong confidence in its future performance. The plan involves a maximum of 3.421105 million shares, accounting for approximately 0.63% of the total share capital, with a total funding of no more than 163 million yuan. The plan includes performance targets for 2027, requiring either revenue of at least 10 billion yuan or net profit of at least 1.5 billion yuan [4] - The company is focusing on cost control and operational efficiency, particularly in high-value sectors such as automotive electronics and overseas markets. This includes optimizing customer structure and increasing the proportion of high-margin business, which supports gross margin improvement. The company is also investing in R&D to enhance product performance while reducing unit costs, creating a positive cycle of performance enhancement and cost optimization [5] Financial Projections - Revenue projections for the company are as follows: 2025 at 7.02 billion yuan, 2026 at 8.33 billion yuan, and 2027 at 10 billion yuan. Corresponding net profits are projected to be 1.23 billion yuan, 1.48 billion yuan, and 1.78 billion yuan for the same years, respectively. The "Buy" rating is maintained based on these forecasts [6] - The company is expected to achieve the following financial metrics: - Revenue growth rates of 11.53% for 2024, 16.27% for 2025, 18.67% for 2026, and 20.17% for 2027 - Net profit growth rates of 8.50% for 2024, 22.99% for 2025, 20.08% for 2026, and 20.06% for 2027 [8][10]

Summary of Key Points from Conference Call Records Industry or Company Involved - **Industry**: IP Economy and Charging Infrastructure - **Companies**: Pop Mart, Han Shuo Technology, Nan Ling Technology, Yi Jia He, You You Green Energy Core Points and Arguments 1. **Pop Mart's Capacity Expansion**: Pop Mart has expanded its production capacity since the beginning of the year to meet the surging consumer demand, indicating a significant mismatch between market demand and supply chain responsiveness [1] 2. **IP Industry Investment Value**: Institutions are optimistic about the investment value in the IP industry, particularly in the context of the ongoing popularity of IP products [1] 3. **Consumer Behavior**: The current consumer demand for IP toys is driven by the immediate satisfaction of emotional value, with products like Labubu gaining attention due to their unique characteristics and social media amplification [2] 4. **Han Shuo Technology's Role**: Han Shuo Technology provides digital solutions for retail, including electronic price tag systems, and has successfully implemented its products in Pop Mart's overseas stores [2] 5. **Nan Ling Technology's Collaboration**: In 2023, Nan Ling Technology partnered with Pop Mart to offer integrated network security services through the Lingyun SASE solution, enhancing network performance and security management at retail locations [2] 6. **Charging Infrastructure Growth**: In the first five months of 2025, the number of public charging stations increased by 504,000 units, a year-on-year growth of 55.8%, indicating a robust expansion in the charging infrastructure sector [3] 7. **Market Forecast for Charging Stations**: The charging station market in China is projected to reach a scale of 187.84 billion yuan by 2028, with a compound annual growth rate of 42.76% [3] 8. **Investment in Charging Infrastructure**: The "doubling" action plan for charging facilities is expected to attract nearly 200 billion yuan in investments, benefiting various segments of the charging industry [3] 9. **Yi Jia He's Development Focus**: Yi Jia He is focused on developing smart shared charging systems and has implemented its services in over 15 cities, covering various locations such as residential buildings and hotels [4] 10. **You You Green Energy's Unique Technology**: You You Green Energy is the only company in the industry with three cooling technology platforms: direct ventilation, independent air duct, and liquid-cooled ultra-fast charging [4] Other Important but Possibly Overlooked Content 1. **Market Dynamics**: The market is experiencing a mixed performance with various sectors showing different levels of activity, particularly in the automotive parts and IP economy sectors [6][9] 2. **Investment Trends**: Recent reports indicate a significant interest from institutional investors in companies involved in the IP economy and charging infrastructure, highlighting a trend towards digital and innovative solutions [17] 3. **Collaborative Projects**: Companies like Yuan Long Ya Tu are engaging in multiple collaborations across the IP landscape, indicating a broadening of their operational scope and potential market reach [17] 4. **Technological Advancements**: The emphasis on technological integration in both the IP and charging infrastructure sectors suggests a shift towards more sophisticated and efficient operational models [2][4]

Group 1: Yangjie Technology - Yangjie Technology maintains a positive outlook on future gross margin trends, driven by high-margin industry layout, technological R&D for value-added upgrades, and systematic cost reduction strategies [1] - The company expects to enhance operational efficiency through continuous cost control and aims to capitalize on the domestic substitution of low-power chips in the automotive electronics sector [1] - Emerging sectors such as clean energy (solar and wind) will provide diverse growth opportunities for power semiconductors, while overseas business remains a core part of the company's globalization strategy [1] Group 2: Haiguang Information - The merger between Haiguang Information and Zhongke Shuguang aims to enhance the core competitiveness of the computing power industry through a share swap absorption merger [2] - The share swap ratio is based on the average stock price over the previous 120 trading days, with Zhongke Shuguang shareholders receiving 0.5525 shares of Haiguang Information for each share held [2] - The integration will create a closed-loop layout from high-end chip design to complete high-end computer systems, enhancing technological and application synergy [2] Group 3: Huydian Co., Ltd. - Huydian Co., Ltd. focuses on a differentiated product competition strategy, with core applications in communication equipment, data center infrastructure, and automotive electronics [3] - The company anticipates revenue of approximately 10.093 billion yuan from the enterprise communication market in 2024, primarily from servers, HPC, and high-speed network switches [3] - The Thai factory has begun small-scale production, aiming to improve production efficiency and yield stability [3] Group 4: Huazhu High-Tech - The institutional research covers various aspects, including the application of titanium alloys in consumer electronics and the recovery of the aerospace sector [4] - The company indicates that 3D printing can address heat dissipation issues through unique structural designs and may utilize alternative materials [4] - The major shareholder's reduction in holdings is aimed at recovering investment costs and optimizing the shareholder structure [4]

Core Viewpoint - Dongwei Semiconductor (688261), known as the "first stock of charging pile chips," has seen its stock price plummet nearly 80% from a peak of 179.27 yuan to 38.63 yuan due to the downturn in the power semiconductor industry and increased competition [1] Company Performance - Dongwei Semiconductor was established in 2008 and operates as a fabless manufacturer of power semiconductors, with products widely used in various sectors including 5G base stations, data centers, and electric vehicle charging [1] - The company experienced significant growth from 2020 to 2022, with 2022 revenues reaching 1.116 billion yuan and net profits of 284 million yuan, marking year-on-year increases of 42.72% and 93.57%, respectively [4] - However, in 2023, the company reported a revenue decline of 12.86% to 973 million yuan, with net profit dropping over 50% to 140 million yuan [7][8] Competitive Landscape - Dongwei Semiconductor's gross margin has significantly decreased from 33.96% in 2022 to 22.73% in 2023 and further to 14.29% in 2024, indicating a loss of competitive edge compared to peers [8][9] - The company's inventory turnover efficiency has worsened, with inventory turnover days increasing from 56.31 days in 2021 to 146.74 days in 2024, leading to substantial asset impairment losses [11] New Business Development - Despite ongoing R&D investments and attempts to diversify product offerings, new business lines such as Super Silicon MOSFET and SiC devices have contributed minimally to overall revenue, maintaining a combined share of only about 4% from 2021 to 2024 [13][14] - The SiC market is expected to grow significantly, but Dongwei Semiconductor faces challenges due to its lack of technological advantages and the competitive landscape dominated by established players [17][19]