登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：688372 证券简称：伟测科技 公告编号：2025-035 转债代码：118055 转债简称：伟测转债 上海伟测半导体科技股份有限公司 第二届董事会第十七次会议决议公告 本公司董事会及全体董事保证本公告内容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。 一、董事会会议召开情况 上海伟测半导体科技股份有限公司（以下简称"公司"）第二届董事会第十七次会议于2025年5月8日以现 场及通讯相结合的方式召开。本次会议通知已于2025年5月5日以电子邮件的方式发出。本次会议由公司 董事长骈文胜先生主持，本次会议应出席董事8名，实际出席董事8名。本次会议的召集、召开方式符合 有关法律、法规和《公司章程》的规定。 二、董事会会议审议情况 1、审议通过《关于作废2024年限制性股票激励计划部分已授予尚未归属的限制性股票的议案》 公司本次部分已授予但尚未归属的限制性股票的作废失效符合《上市公司股权激励管理办法》等法律、 法规和规范性文件以及公司《2024年限制性股票激励计划（草案）》中的相关规定，亦在公司2024第 ...

登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：600814 证券简称：杭州解百 本公司董事会及全体董事保证本公告内容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、准确性和完整性承担法律责任。 重要内容提示 公司董事会、监事会及董事、监事、高级管理人员保证季度报告内容的真实、准确、完整，不存在虚假 记载、误导性陈述或重大遗漏，并承担个别和连带的法律责任。 (二)非经常性损益项目和金额 √适用 □不适用 单位:元 币种:人民币 公司负责人、主管会计工作负责人及会计机构负责人（会计主管人员）保证季度报告中财务信息的真 实、准确、完整。 第一季度财务报表是否经审计 □是 √否 一、主要财务数据 (一)主要会计数据和财务指标 单位：元 币种：人民币 ■ ■ 对公司将《公开发行证券的公司信息披露解释性公告第1号一一非经常性损益》未列举的项目认定为非 经常性损益项目且金额重大的，以及将《公开发行证券的公司信息披露解释性公告第1号一一非经常性 损益》中列举的非经常性损益项目界定为经常性损益的项目，应说明原因。 □适用 √不适用 (三)主要会计数据、财务指标发生变动的情况、原因 □适用 √不适 ...

登录新浪财经APP 搜索【信披】查看更多考评等级 本年度公司现金分红总额53,812,057.90元；本年度以现金为对价，采用集中竞价方式已实施的股份回购 金额75,864,030.95元，现金分红和回购金额合计129,676,088.85元，占本年度归属于上市公司股东净利润 的比例136.39%。其中，以现金为对价，采用要约方式、集中竞价方式回购股份并注销的回购（以下简 称回购并注销）金额0元，现金分红和回购并注销金额合计53,812,057.90元，占本年度归属于上市公司 股东净利润的比例56.60%。 如在本公告披露之日起至实施权益分派股权登记日期间，因可转债转股/回购股份/股权激励授予股份回 购注销/重大资产重组股份回购注销等致使公司总股本发生变动的，公司拟维持每股分配比例不变，相 应调整分配总额。如后续总股本发生变化，将另行公告具体调整情况。 本次利润分配方案尚需提交股东大会审议。 （二）是否可能触及其他风险警示情形 公司上市已满三个完整会计年度，本年度净利润为正值且母公司报表年度末未分配利润为正值，公司不 触及其他风险警示情形，具体如下： ■ 二、公司履行的决策程序 （一）董事会会议的召开、审议和 ...

Group 1 - The company guarantees the authenticity, accuracy, and completeness of the information disclosed in its quarterly report, and assumes legal responsibility for any false records or misleading statements [2][22][34] - The first quarter report has not been audited [21][24] - The company reported a 41.07% increase in trading financial assets due to the purchase of structured deposits [4] Group 2 - Accounts receivable increased by 45.31% due to the peak collection period at year-end and subsequent sales period [6] - Accounts payable increased by 45.23% as a result of payments made according to procurement agreements with suppliers [7] - The company reported a 139.07% increase in taxes payable, attributed to the accrual of taxes based on operational conditions [9] Group 3 - Investment income increased by 214.08% compared to the same period last year, mainly due to interest received from structured deposits [10] - Credit impairment losses increased by 42.49% due to the accrual of various credit impairment provisions [11] - The company reported a 100.07% decrease in asset disposal income, primarily due to non-sustainable items affecting the period [12] Group 4 - The net cash flow from operating activities was -99.343 million yuan, influenced by normal business operations and inventory adjustments [15] - The net cash flow from investing activities was -35.9812 million yuan, mainly due to investments in trading financial assets [16] - The net cash flow from financing activities was 3.8355 million yuan, reflecting normal and stable operations with increased bank borrowings [18] Group 5 - The company signed distribution agreements with Schneider Electric (China) Co., Ltd. for a total procurement target amount of 3.449605 billion yuan [20] - The company approved the use of idle funds for entrusted wealth management, increasing the limit from 500 million yuan to 800 million yuan [41][42] - The company provided a guarantee of up to 180 million yuan for its wholly-owned subsidiary, supporting its business development [27][34]

2024年，公司及子公司在不影响公司正常经营资金需求和确保资金安全的前提下，使用部分暂时闲置的 自有资金进行委托理财，总额度不超过10亿元。截至2024年12月31日，未到期理财余额为5.13亿元。 具体内容详见公司同日发布在巨潮资讯网（www.cninfo.com.cn）上的《智度科技股份有限公司关于 2024年度证券投资情况的专项说明》。 （十）《智度科技股份有限公司2025年度董事薪酬方案》 因该事项与全体董事存在利害关系，因此全体董事回避表决，本议案将直接提交公司股东会审议。 具体内容详见公司同日发布在巨潮资讯网（www.cninfo.com.cn）上的《智度科技股份有限公司2025年 度董事、监事及高级管理人员薪酬方案》。 登录新浪财经APP 搜索【信披】查看更多考评等级 （九）《智度科技股份有限公司关于2024年度证券投资情况的专项说明》 表决结果：五票同意、零票反对、零票弃权。本议案获得通过。 表决结果：三票同意、零票反对、零票弃权。本议案获得通过。 关联董事陆宏达先生和刘广飞先生回避表决。 具体内容详见公司同日发布在巨潮资讯网（www.cninfo.com.cn）上的《智度科技股份有限公司关于 ...

Core Viewpoint - The company reported a significant decline in revenue and profits for the year 2024, indicating challenges in its core business operations and potential risks of delisting due to financial performance issues [9][10]. Group 1: Company Overview - Ningbo Baidu Co., Ltd. primarily engages in the research, production, and sales of mobile phones and mainboards, with recent expansions into IoT module processing and vehicle control board equipment [5][7]. - The company’s traditional mobile phone business has faced a decline in sales due to limited investment in R&D and market expansion, alongside increased competition [5][6]. Group 2: Financial Performance - For the year 2024, the company achieved operating revenue of CNY 360.61 million, a decrease of 13.62% year-on-year [9]. - Operating profit was CNY 7.50 million, down 65.50% from the previous year, while net profit attributable to shareholders was CNY 5.11 million, reflecting a 63.37% decline [9]. - The company reported a net profit of CNY -13.98 million after deducting non-recurring gains and losses, indicating financial distress [10]. Group 3: Market Context - In 2024, China's smartphone shipments reached 314 million units, marking an 8.7% increase year-on-year, driven by deeper 5G network coverage and consumer subsidy policies [5]. - The global smartphone market is projected to recover, with shipments expected to reach 1.24 billion units, a year-on-year growth of approximately 6.4% [5]. Group 4: Risk of Delisting - The company is at risk of delisting as it has reported a negative net profit and operating revenue below CNY 300 million, which triggers delisting risk warnings under the Shanghai Stock Exchange rules [10].

Group 1 - The company Wuhan Feien Microelectronics Co., Ltd. specializes in the design, manufacturing, and sales of pressure sensors, tire pressure monitoring systems, MEMS products, electronic and optoelectronic products, and automotive components [1] - The company Zhejiang Cuizhan Microelectronics Co., Ltd. focuses on the sales and design of integrated circuits, semiconductor devices, and electronic materials [2] - The company has a registered capital of 59.81 million RMB and is involved in various electronic and software services [2] Group 2 - Ningbo Tianlong Electronics Co., Ltd. plans to use idle funds for entrusted wealth management, with a maximum daily balance of 400 million RMB [8][11] - The company aims to enhance the value of idle funds while ensuring normal business operations and liquidity [10][15] - The board of directors has approved the wealth management plan, which does not require shareholder meeting approval [12] Group 3 - The company intends to engage in foreign exchange derivative transactions to mitigate exchange rate risks, with a cumulative limit of 20 million USD [18][20] - The transactions will include forward foreign exchange contracts and options, focusing on risk management rather than speculative trading [22][24] - The board has approved the foreign exchange derivative trading plan, which is valid for 12 months [24] Group 4 - The company has announced a ticket pool business with a maximum balance of 200 million RMB, aimed at optimizing cash flow management [39][42] - The ticket pool will be managed by a reputable commercial bank, providing services such as verification and collection [39][41] - The board has authorized the chairman to execute necessary agreements for the ticket pool business, pending shareholder approval [48] Group 5 - The company has reported a total impairment provision of 13.47 million RMB for the year 2024, reflecting a cautious approach to asset valuation [51][56] - The impairment includes provisions for credit losses on receivables and inventory write-downs [52][53] - The audit committee supports the impairment provisions, stating they align with accounting standards and do not harm shareholder interests [57]

Investment Risk Analysis and Control Measures - The company plans to use idle self-owned funds for entrusted wealth management, aiming to improve the efficiency of fund utilization while ensuring risk control [1] - The company will strictly adhere to prudent investment principles, only purchasing financial products with high safety and liquidity, with a maximum term of twelve months [2] - A dedicated team will analyze and monitor the purchased products, taking timely protective measures if adverse factors are identified [2] - The risk control audit center will supervise the wealth management business, conducting pre-approval, ongoing monitoring, and post-audit [2] - Independent directors have the right to supervise and inspect the cash management products, and may hire professional institutions for auditing if necessary [2] Impact of Investment on the Company - The company will use temporarily idle self-owned funds for cash management without affecting the normal operation of its main business, thereby improving fund utilization efficiency and obtaining good investment returns [3] - This strategy is expected to enhance the overall performance of the company and provide greater returns to shareholders [3] Daily Related Transactions Overview - The company approved a proposal for expected daily related transactions for 2025, estimating a total amount not exceeding 26 million yuan with related parties [6][60] - The transactions will include leasing office space and sales/purchase of material handling equipment and parts [6] - The related parties include Hangzhou Huaxin Technology Co., Ltd. and CRRC Industrial Investment Co., Ltd., both of which have been identified as related entities [7][11] Related Party Relationships - Hangzhou Huaxin Technology Co., Ltd. is controlled by the company's major shareholder, which holds 57.69% of its shares [7] - CRRC Industrial Investment Co., Ltd. holds 5% of the company's shares, establishing a related party relationship [11] Necessity and Impact of Related Transactions - The daily related transactions are necessary for the company's business operations and are expected to positively impact the company's market share in niche markets [13] - The pricing of these transactions will adhere to fair market principles, ensuring no harm to the company's or shareholders' interests [14] - The transactions will not adversely affect the company's financial status or independence [15]

Group 1 - The company held the 8th meeting of the 11th Supervisory Board on April 24, 2025, where all members confirmed the accuracy and completeness of the disclosed information [2][26] - The meeting approved the 2024 annual financial settlement report, which will be submitted to the 2024 annual shareholders' meeting for review [5][7] - The company reported a net profit attributable to shareholders of 249.45 million yuan for 2024, with a proposed cash dividend of 0.50 yuan per 10 shares, totaling approximately 29.65 million yuan [27][28] Group 2 - The company plans to allocate 16.16 million yuan for asset impairment provisions for 2024, impacting the net profit by approximately 13.58 million yuan [16][36] - The Supervisory Board confirmed that the asset impairment provisions are in accordance with accounting standards and accurately reflect the company's asset status [37][38] Group 3 - The company approved the use of up to 1 billion yuan of idle funds for low-risk financial products to enhance capital efficiency [40][42] - The board authorized the chairman to make investment decisions within the approved limit, ensuring that normal operational funding needs are met [43][44] Group 4 - The company plans to conduct foreign exchange derivative transactions to hedge against currency risks, with a transaction limit of 1 billion yuan [48][50] - The board has approved the foreign exchange derivative trading plan, which aims to stabilize costs and enhance financial stability [54][56] Group 5 - The company intends to renew its contract with Lixin Accounting Firm for the 2025 financial audit, which has a strong track record in auditing listed companies [58][59] - The audit fee for 2025 is set at 780,000 yuan, consistent with previous years [66][67] Group 6 - The company plans to repurchase A-shares with a total amount between 100 million and 200 million yuan, primarily for employee stock ownership plans [72][74] - The repurchase price will not exceed 15 yuan per share, and the implementation period is set for 12 months from the board's approval [75][87]

Group 1 - The company approved a cash management proposal using its own funds during the board meeting on April 25, 2025, with unanimous support [1] - The company has a healthy financial status with a debt-to-asset ratio of 30.27% as of December 31, 2024, allowing for safe investment of idle funds [3] - The company plans to invest in low-risk financial products that comply with regulations set by the China Securities Regulatory Commission and the Shanghai Stock Exchange [2] Group 2 - The company’s subsidiary, Triangle (Qingdao) Commercial Factoring Co., Ltd., is set to provide accounts receivable factoring services related to electronic debt certificates, with a maximum rolling limit of 50 million RMB [6][12] - The board meeting on April 25, 2025, approved the proposal for the subsidiary to engage in these transactions without requiring shareholder approval [7] - The independent directors believe that the related transactions will enhance the company's capital efficiency and competitiveness without compromising its independence [15] Group 3 - The company plans to continue its relationship with Xinyong Zhonghe Accounting Firm for the 2025 financial audit, pending shareholder approval [19][28] - Xinyong Zhonghe reported a revenue of 4.046 billion RMB in 2023, with a significant portion coming from audit services [20] - The company’s audit fees for 2024 were 900,000 RMB, and it expects similar costs for 2025 [26] Group 4 - The company announced a profit distribution plan for 2024, proposing a cash dividend of 0.53 RMB per share, totaling approximately 424 million RMB [88][89] - The proposed dividend represents 38.45% of the company's net profit for the year [89] - The profit distribution plan is subject to approval at the upcoming shareholder meeting [90] Group 5 - The company will hold its annual shareholder meeting on June 27, 2025, to discuss various proposals, including the profit distribution plan and the appointment of auditors [93][94] - The meeting will utilize both in-person and online voting methods [94] - Investors can submit questions in advance for discussion during the meeting [50]