证券代码：688351 证券简称：微电生理 公告编号：2025-020 上海微创电生理医疗科技股份有限公司 关于续聘会计师事务所公告 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。 重要内容提示： ? 拟聘任会计师事务所名称：立信会计师事务所（特殊普通合伙） 上海微创电生理医疗科技股份有限公司（以下简称"公司"）于 2025 年 8 月 审议通过了《关于续聘 2025 年度会计师事务所的议案》，公司拟续聘立信会计师 （以下简称"立信"）为公司 2025 年度审计机构，本事项 事务所（特殊普通合伙） 尚需提交公司股东大会审议。现将相关事项公告如下： 一、拟续聘会计师事务所的基本情况 （一）机构信息 立信会计师事务所（特殊普通合伙）由我国会计泰斗潘序伦博士于 1927 年 在上海创建，1986 年复办，2010 年成为全国首家完成改制的特殊普通合伙制会 计师事务所，注册地址为上海市，首席合伙人为朱建弟先生。立信是国际会计网 络 BDO 的成员所，长期从事证券服务业务，新证券法实施前具有证券、期货业 务许可证，具有 H 股审计资 ...

Meeting Overview - The 10th meeting of the 11th Supervisory Board of Beihai Guofa Chuanshan Biological Co., Ltd. was held on July 31, 2025, with all three supervisors participating in the voting [2][5] - The meeting was legally convened and chaired by Mr. Lü Qiujun [2] Audit Institution Appointment - The Supervisory Board approved the proposal to appoint Shanghai Shuhui Accounting Firm (Special General Partnership) as the special audit institution for the company's 2025 A-share issuance to specific targets [3][8] - The appointment does not require submission to the shareholders' meeting for approval [4] Audit Institution Details - Shanghai Shuhui Accounting Firm was established in January 1981 and has undergone several transformations, with its current form established in December 2013 [8] - The firm has provided audit services to 72 listed companies in 2024, with a total audit revenue of 0.81 billion yuan [9] - The firm has a total revenue of 0.683 billion yuan in 2024, with 0.204 billion yuan from securities business [9][10] Voting Results - The proposal received unanimous support from the Supervisory Board, with 3 votes in favor and no opposition or abstentions, representing 100% of the valid voting rights [5] Board Meeting Overview - The 17th meeting of the 11th Board of Directors was also held on July 31, 2025, with all 9 directors participating [21] - The Board approved the proposal to appoint the same audit institution for the 2025 A-share issuance, with a unanimous vote of 9 in favor [32][33] Financing Guarantee - The company agreed to provide a guarantee for its wholly-owned subsidiary, Beihai Guofa Pharmaceutical Co., Ltd., for a loan of 20 million yuan from China Postal Savings Bank [29][34] - The loan term is set for 3 years, and the company will not charge any guarantee fees [34][41] - The total amount of external guarantees before this loan was 0 yuan, and the new guarantee represents 2.58% of the company's audited net assets [44]

Transaction Overview - The company plans to acquire the Silicon Valley SOHO-2 building project located in Changping District, Beijing, for a consideration of RMB 215 million [2][3] - The transaction does not constitute a related party transaction or a major asset restructuring as defined by the relevant regulations [2] - The acquisition was approved unanimously by the company's board of directors during a temporary meeting held on May 15, 2025, and does not require shareholder approval [3][30] Transaction Details - The acquisition involves purchasing the property from Beijing Boxing Zhongye Real Estate Development Co., Ltd., with a total area of 21,759 square meters, resulting in a price of RMB 9,880 per square meter [3][9] - The total estimated cost for the project is RMB 283.49 million, which includes the acquisition price, deed tax, and renovation costs [7] - The property is currently in a vacant state and consists of 415 units, primarily in a rough condition [5][10] Asset Valuation - An appraisal conducted by Beijing Kangzheng Hongji Real Estate Appraisal Co., Ltd. valued the property at RMB 331.13 million, translating to RMB 15,218 per square meter as of March 31, 2025 [8] Impact on the Company - This acquisition is expected to enhance the company's business scale, expand its operational footprint, and strengthen its market development capabilities, aligning with the company's future strategic goals and benefiting all shareholders [10]

Group 1 - The company plans to authorize its management to dispose of certain trading financial assets to maximize investment returns and protect shareholder interests [1] - The company acknowledges the inability to predict the specific impact of asset disposal on its performance due to market volatility [1] - The company will fulfill its information disclosure obligations based on the progress of asset disposal [1] Group 2 - Jiangsu Huaxi Village Co., Ltd. intends to reappoint Zhongxinghua Accounting Firm for the 2025 financial statement and internal control audit services, pending approval at the 2024 annual shareholders' meeting [3][4] - The audit fee for the 2025 fiscal year is set at 920,000 yuan, with no change from the previous year [13] - Zhongxinghua has a strong track record, with 1,052 registered accountants and a total revenue of approximately 203.34 million yuan for 2024 [4][6] Group 3 - The company held its ninth board meeting on April 28, 2025, where several key reports and proposals were approved, including the 2024 annual report and profit distribution plan [40][46] - The board's decisions will be submitted for approval at the upcoming shareholders' meeting scheduled for May 23, 2025 [83] - The company is also set to hold a performance briefing on May 9, 2025, to engage with investors and address their concerns [100][101]