丨证券研究报告丨 公司研究丨点评报告丨华测检测（300012.SZ） [Table_Title] 华测检测 2025H1 预告点评：Q2 归母业绩同比 增 7.5%-10.0%，国际化并购推进 报告要点 [Table_Summary] 华测检测发布 2025 年中报业绩预告，上半年实现归母净利润 4.63-4.71 亿元，同比增 6.06%- 7.80%；Q2 实现归母净利润 3.27-3.34 亿元，同比增 7.5%-10.0%。在当前宏观经济承压的背 景下，华测检测仍然兑现稳健业绩增长，彰显全国性综合性检测机构的韧性。 分析师及联系人 [Table_Author] 徐科 任楠 贾少波 李博文 盛意 SAC：S0490517090001 SAC：S0490518070001 SAC：S0490520070003 SAC：S0490524080004 SFC：BUV415 SFC：BUZ393 请阅读最后评级说明和重要声明 [Table_Title 华测检测 2025H1 2] 预告点评：Q2 归母业绩同比 增 7.5%-10.0%，国际化并购推进 [Table_Summary2] 事件描述 华测检测发布 2 ...

2025.07. 11 当地时间7月10日，芯片巨头英伟达股价继续高歌猛进，市值首次在收盘突破4万亿美元。 该公司在最近一次财报中表示，由于美国对中国的芯片禁令，公司在截至今年7月的季度中预计将损 失约80亿美元。 就在英伟达股价创下历史新高之际，黄仁勋是否将再次到访中国引发关注。在上个月的国新办举行新 闻发布会上，中国贸促会副会长于健龙表示："全球人工智能领军企业美国英伟达将首次在链博会上 亮相并且参展。"为了与中国市场保持紧密联系，黄仁勋今年已经多次到访中国。 在中国推出的下一代芯片是什么？ 本文字数：1961，阅读时长大约3分钟 作者 | 第一财经 钱童心 供应链等挑战持续 英伟达的供应链遍布全球，尽管市值站上4万亿美元，随着全球地缘政治变得更为复杂多变，英伟达 的供应链管理挑战也在加剧。 作为英伟达最重要的供应商之一，台积电正在面临特朗普的税收威胁。此前特朗普表示，如果不在美 国建厂，就将向台积电征收100%的高额关税。 对此，黄仁勋强调："世界每天都在变，无论政策如何，企业都应该保持灵活。" "英伟达虽然不生产芯片，但他们销售硬件，所以需要真正地了解这些供应链。"一位投资人对第一财 经记者表示，"半 ...

Core Points - The company has established an internal incentive and restraint mechanism to enhance the work enthusiasm and creativity of directors and senior management, aiming to improve asset management efficiency and management level [2] - The compensation for directors and senior management is based on the company's scale and performance, considering the responsibilities and objectives associated with their roles [2] Compensation Standards and Structure - Non-independent directors receive a director's allowance, which is paid regularly without additional salary [2] - Independent directors receive an independent director's allowance, which is approved by the board and shareholders, and they are reimbursed for reasonable expenses incurred while performing their duties [2] - Senior management compensation consists of a basic salary and performance-based pay, with the basic salary determined by factors such as position value, responsibility, capability, and market salary trends [2] - Performance pay is linked to the company's quarterly, semi-annual, or annual performance targets [2] Compensation Distribution and Adjustment - The Compensation and Assessment Committee organizes and implements annual performance assessments for senior management based on the board-approved annual business plan [2] - Taxes and social insurance fees are deducted from the basic salary and performance bonuses according to national regulations [2] - Compensation adjustments are based on industry salary growth, inflation levels, company profitability, organizational changes, and individual role changes [2]

General Principles - The company has established a management system for the shares held by its directors, senior management, and core technical personnel, in accordance with relevant laws and regulations, including the Securities Law and the Company Law [1][2][3] Share Change Management - This system applies to the shares held by the company's directors, senior management, and core technical personnel [3] - Senior management includes the general manager, deputy general managers, financial director, board secretary, and other personnel recognized as senior management in the company's articles of association [3] - Directors and senior management must be aware of laws prohibiting insider trading and market manipulation before trading the company's shares [3][4] - A written notice of trading plans must be submitted to the board secretary two trading days before the intended trading period [3][4] Transfer Restrictions - Shares held by directors and senior management cannot be transferred under certain conditions, including within one year of the company's stock listing and within six months after leaving the company [4][10] - Core technical personnel are also restricted from transferring shares for a specified period after the initial public offering [10][12] Reporting and Disclosure - The board secretary is responsible for managing the data and information regarding the shares held by directors, senior management, and core technical personnel [5] - The company must report the shareholding status of its directors and senior management to the Shanghai Stock Exchange five days before the initial public offering [9][12] - Any changes in shareholding must be reported within two trading days [7][12] Compliance and Legal Responsibility - Directors and senior management must ensure the accuracy and timeliness of their reported data and bear legal responsibility for any discrepancies [12] - The company must adhere to additional restrictions on share transfers as specified in its articles of association [12]

Core Points - The article outlines the regulations and procedures for managing related party transactions at Guangdong Saiwei Microelectronics Co., Ltd, aiming to prevent the misuse of company funds by related parties [2][3] - The company establishes a long-term mechanism to protect the rights and interests of the company, shareholders, and other stakeholders [2][3] Group 1: Related Party Transactions Management - The company defines related parties and transactions according to the Shanghai Stock Exchange's rules and relevant accounting standards [2][3] - The company prohibits various forms of fund occupation by related parties, including operational and non-operational fund occupation [2][3] - The board of directors and senior management are responsible for maintaining the safety of company funds and must act diligently according to laws and company regulations [3][4] Group 2: Prevention Mechanisms - The company must maintain independence in assets, personnel, finance, and operations from related parties [3][4] - The finance department is tasked with daily prevention and self-inspection of fund occupation by related parties [3][4] - Internal audits will be conducted regularly to check for fund occupation and report findings to the audit committee [3][4] Group 3: Approval and Payment Procedures - Related party transactions must be approved by the board of directors, with significant transactions requiring shareholder approval [4][3] - The finance department must verify payment documents against company regulations before processing payments to related parties [4][3] - Any violations of these procedures by directors or senior management will result in administrative penalties and potential legal action [4][3]

Core Viewpoint - The document outlines the information disclosure management system of Guangdong Saiwei Microelectronics Co., Ltd., emphasizing the importance of timely, accurate, and complete information disclosure to protect investors' rights and interests. Group 1: General Principles - The information disclosure system is established to ensure compliance with relevant laws, regulations, and the company's articles of association [1][2] - Information disclosure is defined as the timely announcement of information that may significantly impact the trading price of the company's stock or investment decisions [1][2] - The system applies to various stakeholders, including the board of directors, senior management, and significant shareholders [1][2] Group 2: Basic Principles and General Regulations - Information disclosure is a continuous responsibility of the company, requiring adherence to laws and regulations [4][5] - The company must disclose all information that could materially affect stock trading prices or investment decisions, ensuring equal access for all investors [4][5] - Disclosure must be factual, clear, and devoid of promotional language, ensuring that it is understandable to the general public [4][5] Group 3: Disclosure Content - The company is required to disclose periodic reports, including annual, semi-annual, and quarterly reports, containing significant information that affects investor decisions [22][23] - Financial reports must be audited by qualified accounting firms, and any non-standard audit opinions must be disclosed alongside the financial reports [22][23] - The company must issue performance forecasts if it anticipates significant changes in its financial performance within specified timeframes [28][29] Group 4: Temporary Reports - The company must immediately disclose any major events that could significantly impact stock prices, including changes in laws or significant corporate actions [34][35] - If the company cannot disclose annual reports within the stipulated time, it must issue a performance brief [29][30] - The company must correct any discrepancies between performance forecasts and actual results promptly [31][32] Group 5: Management of Disclosure - The board of directors oversees the information disclosure process, with the board secretary responsible for coordinating disclosure activities [59][60] - The company must ensure that all relevant departments consult the board secretary before making significant decisions to maintain compliance with disclosure requirements [62][63] - Any errors or misleading information in previously disclosed information must be corrected promptly [66][67] Group 6: Legal Responsibilities - The company must refuse to comply with external reporting requests that lack legal basis [71][72] - Individuals responsible for information disclosure must be held accountable for any violations that result in significant negative impacts on the company [76][77] - The company must take corrective actions if it faces regulatory measures due to disclosure violations [78][79]

Core Viewpoint - The document outlines the regulations and principles governing related party transactions for Guangdong Saiwei Microelectronics Co., Ltd, ensuring fairness, transparency, and protection of shareholder rights, particularly for minority investors [1][2][3]. Group 1: Principles of Related Party Transactions - Related party transactions must adhere to principles of honesty and credit, ensuring legality, necessity, reasonableness, and fairness, while maintaining the independence of the listed company [1][2]. - Written agreements must be signed for related party transactions, following principles of equality, voluntariness, equivalence, and compensation [1][2]. - Transactions should benefit the company's operations and development, with the board of directors assessing the advantages objectively, potentially hiring independent financial advisors for audits or evaluations [1][2][3]. Group 2: Definition and Reporting of Related Parties - Related party transactions include various activities such as asset purchases or sales, external investments, project transfers, and financial support [1][3]. - The company must report related party relationships, including those of directors, senior management, and shareholders holding more than 5% of shares, to the Shanghai Stock Exchange [3][4]. Group 3: Pricing and Approval of Related Party Transactions - The pricing of related party transactions must be fair and based on government pricing, market prices, or reasonable cost plus profit [6][10]. - Transactions exceeding certain thresholds require approval from independent directors and the board, with specific monetary limits set for different types of transactions [6][10][11]. Group 4: Decision-Making and Disclosure Procedures - The board of directors must ensure that independent directors participate in decision-making for related party transactions, and related directors must abstain from voting [14][37]. - The company is required to disclose related party transactions, including agreements, changes, and performance, to the relevant stock exchange [45][46]. Group 5: Responsibilities and Compliance - The company must ensure that related party transactions do not harm its interests, with provisions for compensation in case of violations [59][60]. - The document emphasizes the need for compliance with national laws and regulations, with the board responsible for interpreting and revising the related party transaction management system [60][62].

Core Points - The document outlines the external guarantee management system of Guangdong Saiwei Microelectronics Co., Ltd, aiming to regulate external guarantees, mitigate risks, and protect stakeholders' interests [1][2][3] Group 1: Guarantee Principles - The company defines guarantees as responsibilities provided for others' bank debts or other debts, including various forms such as guarantees, mortgages, or pledges [1] - All guarantees must be managed uniformly by the company, requiring approval from the board of directors or shareholders as per the company's articles of association [1][3] - The company must adhere to principles of legality, prudence, mutual benefit, and safety when providing external guarantees [1] Group 2: Guarantee Approval Management - The board of directors must analyze the creditor's credit status and the associated risks before approving any external guarantees [10] - Specific conditions under which the company should not provide guarantees include financial instability, previous defaults, and lack of effective collateral [12][13] - Guarantees exceeding 10% of the latest audited net assets or 30% of total assets require shareholder approval [15][6] Group 3: Risk Management - The audit committee is responsible for monitoring guarantee activities and ensuring compliance with internal controls [16] - If a guaranteed party fails to meet repayment obligations, the company must promptly assess the situation and take necessary actions [25][9] - The company should require counter-guarantees and ensure that all contracts comply with legal standards [19][20] Group 4: Information Disclosure - The company must disclose guarantee information in accordance with relevant regulations, ensuring timely communication of any significant changes [30][31] - The board secretary is responsible for managing the disclosure of guarantee-related information [29] Group 5: Accountability - Directors and senior management are held accountable for unauthorized guarantees that result in company losses [33] - Individuals who fail to fulfill their responsibilities or violate regulations may face legal consequences [34][35]

Core Viewpoint - The Financial Regulatory Administration has introduced the "Financial Institutions Product Appropriateness Management Measures" to enhance consumer protection and ensure that financial institutions sell suitable products to appropriate clients, effective from February 1, 2026 [1][3]. Group 1: Key Provisions of the Measures - The Measures consist of five chapters and forty-nine articles, outlining the obligations of financial institutions regarding product appropriateness management [1]. - Financial institutions are required to classify investment products into risk levels ranging from one to five, ensuring dynamic management of these classifications [1][2]. - Special protections are mandated for ordinary investors, including enhanced risk assessment and disclosure obligations [1]. Group 2: Risk Assessment and Management - When classifying investment product risk levels, financial institutions must consider various factors such as investment direction, liquidity, leverage, and historical performance [2]. - For insurance products, the Measures require classification and grading management, aligning with sales qualification standards, and necessitate risk assessments for policyholders [2]. Group 3: Regulatory Oversight and Compliance - The Measures empower the Financial Regulatory Administration to impose regulatory actions and administrative penalties on institutions and responsible personnel that violate appropriateness management regulations [2]. - The Financial Regulatory Administration aims to enhance compliance capabilities and optimize financial services through strict adherence to these measures, ultimately improving the competitive edge of financial institutions [3].

Core Viewpoint - The document outlines the management system for the resignation of directors and senior management at Shenzhen Baiwei Storage Technology Co., Ltd, aiming to ensure stable corporate governance and protect shareholders' rights [1][2]. Chapter Summaries Chapter 1: General Provisions - The system is established to regulate the resignation of directors and senior management, applicable to all such personnel [1]. Chapter 2: Resignation Circumstances and Effectiveness - Directors and senior management can resign before their term ends by submitting a written resignation report, effective upon receipt by the company [2]. - If a director's term ends without re-election, they automatically resign from the date the new board is approved by the shareholders [2]. - The company must complete the re-election of directors within 60 days if the board's composition falls below legal requirements due to resignations [2]. Chapter 3: Handover Procedures and Unresolved Matters - Resigning personnel must hand over all relevant documents and assets within five working days after their resignation becomes effective [4]. - If there are unresolved commitments, the company can require a written plan for fulfillment from the resigning personnel [4]. Chapter 4: Obligations of Resigning Directors and Senior Management - The obligations of loyalty and confidentiality continue after resignation, and any shareholding changes must comply with specific regulations [5]. - Resigning personnel must complete pending matters and fulfill non-competition obligations [5]. Chapter 5: Accountability Mechanism - The board will review any breaches of commitments or obligations by resigning personnel and may pursue compensation for losses incurred [7]. Chapter 6: Supplementary Provisions - The system will be interpreted by the board and will take effect upon approval [9].