证券代码：688025 证券简称：杰普特 公告编号：2025-030 深圳市杰普特光电股份有限公司 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： ? 股东会召开日期：2025年7月30日 ? 本次股东会采用的网络投票系统：上海证券交易所股东会网络投票系统 一、 召开会议的基本情况 （一） 股东会类型和届次 （二） 股东会召集人：董事会 （三） 投票方式：本次股东会所采用的表决方式是现场投票和网络投票相结合 的方式 （四） 现场会议召开的日期、时间和地点 召开日期时间：2025 年 7 月 30 日 10 点 00 分 召开地点：深圳市龙华区观湖街道鹭湖社区观盛五路科姆龙科技园 A 栋 12 楼会议室 （五） 网络投票的系统、起止日期和投票时间。 网络投票系统：上海证券交易所股东会网络投票系统 网络投票起止时间：自2025 年 7 月 30 日 至2025 年 7 月 30 日 采用上海证券交易所网络投票系统，通过交易系统投票平台的投票时间为股 东会召开当日的交易时间段，即 9:15-9:25,9:30-1 ...

（以下简称"《公司法》"）、《中华人民共和国证券法》（以下简称"《证券法》"）、 《上市公司股权激励管理办法》（以下简称"《管理办法》"）、《上海证券交易所 科创板股票上市规则》（以下简称"《上市规则》"）、《科创板上市公司自律监管 指南第 4 号——股权激励信息披露》（以下简称"《自律监管指南》"）等法律、 行政法规、部门规章及规范性文件和《深圳市杰普特光电股份有限公司章程》 （以下简称"《公司章程》"）的有关规定，按照律师行业公认的业务标准、 道德规范和勤勉尽责精神，现就公司修订本次激励计划草案（以下简称"本次 变更"）相关事项出具本法律意见书。 本所律师声明： 证券法律业务管理办法》和《律师事务所证券法律业务执业规则（试行）》等有 关规定，严格履行了法定职责，遵循了勤勉尽责和诚实信用原则，对本法律意 见书出具之日以前已经发生或者存在的事实进行了充分的核查，保证本法律意 见书所认定的事实真实、准确、完整，所发表的结论性意见合法、准确，不存 在虚假记载、误导性陈述或者重大遗漏，并承担相应法律责任； 有关说明已经进行了审查、判断，并据此出具法律意见书；对本法律意见书至 金诚同达律师事务所 法律意见书 关重要又 ...

Core Viewpoint - The article highlights the innovative approaches and entrepreneurial spirit in various sectors, showcasing how individuals and companies leverage technology and creativity to drive growth and efficiency in their respective fields [8][10][12]. Group 1: Agriculture and Technology - The establishment of a professional agricultural cooperative in Hebei province demonstrates the integration of advanced agricultural machinery, such as precision seeders and high-power tractors, to enhance productivity and efficiency in farming operations [9][10]. - The cooperative has expanded its fleet to over 20 sets of various agricultural machines, serving regions including Henan, Shanxi, and Hebei, indicating a growing trend towards mechanization in agriculture [9]. Group 2: Energy and Innovation - The use of drones in the energy sector, particularly for power line inspections, has significantly improved operational efficiency, with a reported increase in inspection efficiency by nearly four times through the development of autonomous drone systems [11]. - The company has implemented a mentorship system to foster innovation, resulting in the development of multiple AI algorithms for defect recognition, showcasing a commitment to digital transformation in the energy industry [11]. Group 3: Artificial Intelligence and Entrepreneurship - The founding of a startup focused on AI transformation highlights the challenges businesses face in adopting AI technologies, such as device compatibility and data integrity, which can hinder efficiency [12][13]. - The startup has successfully established itself in Hangzhou, benefiting from a supportive ecosystem that includes research institutions and industry leaders, which is crucial for fostering innovation and growth [12][13]. Group 4: Optical and Communication Technologies - The development of a wireless laser communication system reflects the growing importance of optical technologies in various industries, with recognition received at innovation competitions indicating market validation [14][15]. - The local government's initiatives to promote the optical information industry have led to the establishment of multiple industrial parks, facilitating the growth of related businesses and enhancing regional economic development [14][15]. Group 5: Hospitality and Service Industry - The experience of transforming a property into a successful guesthouse illustrates the importance of customer service and quality in the hospitality sector, leading to a strategic shift towards high-end offerings to attract discerning customers [16][17]. - The entrepreneurial journey emphasizes the significance of market analysis and adaptability in business, showcasing how initial experiences can inform broader entrepreneurial strategies [16][17]. Group 6: Artificial Intelligence in Research - The establishment of a research institute in Hefei focused on AI and big data signifies the city's ambition to become a hub for technological innovation, supported by favorable policies and investment [18][19]. - The successful implementation of an AI knowledge base for the financial sector demonstrates the practical applications of AI technology, enhancing accuracy and user experience in industry-specific solutions [18][19].

Core Viewpoint - The optical and photovoltaic industry cluster in Shuangliu District, Chengdu, has been recognized as a provincial-level characteristic industrial cluster, showcasing significant growth and development in recent years [1][12]. Industry Development - Shuangliu has gathered over 120 companies and 18 research platforms in the optical and photovoltaic sector, achieving a total output value of nearly 23 billion yuan in 2024 [1][12]. - The average output value per mu in the Shuangliu Economic Development Zone reached 1.06 million yuan, with key economic indicators consistently ranking first among provincial development zones in Sichuan [1][12]. Key Companies - Chengdu Zhongjian Material Co., Ltd. has developed the world's first large-area cadmium telluride photovoltaic glass production line, filling a technological gap in China and holding 50 patents, including 41 invention patents [3][5]. - Sichuan Huati Lighting Technology Co., Ltd. focuses on three major new energy business sectors, including urban charging networks and logistics charging solutions, and aims to produce 10,000 charging terminals within the year [7][8]. Technological Advancements - The cadmium telluride photovoltaic glass produced by Chengdu Zhongjian is utilized in major projects such as the Beijing Winter Olympics and has been exported to countries including South Korea, Japan, and Germany [5][12]. - Huati Technology has signed an ecological cooperation agreement with Huawei Digital Energy to enhance its technological capabilities in the new energy sector [8][11]. Research and Innovation - The optical and photovoltaic cluster has established 18 provincial-level research platforms and collaborates with institutions like the Chinese Academy of Sciences and Sichuan University, resulting in over 300 new patents annually [12][13]. - The cluster's research investment has consistently exceeded 1 billion yuan annually, with an average growth rate of over 8% [12][13]. Future Goals - The cluster aims to achieve an output value exceeding 30 billion yuan by 2027, with plans to add seven quality small and medium-sized enterprises and 150 effective invention patents [13].

Core Points - The company has announced the first grant of restricted stock under the 2025 Restricted Stock Incentive Plan, with a grant date of July 3, 2025, and a total of 8.045 million shares to be granted at a price of 5.68 yuan per share [1][13][17] Summary by Sections Incentive Plan Overview - The 2025 Restricted Stock Incentive Plan includes 252 eligible participants, primarily senior management and core employees, excluding independent directors and major shareholders [1][19] - The total number of shares granted is 8.045 million, representing 80.45% of the total plan allocation [1][12] Grant Conditions and Approval - The grant conditions have been met, and the plan has received necessary approvals from the board and shareholders [11][20] - The plan's effective period lasts until all granted shares are vested or become void, not exceeding 60 months [2] Vesting Schedule - The vesting of the restricted stock will occur in three phases based on performance metrics tied to revenue growth targets for the years 2025 to 2027 [3][5] - Specific performance targets include a 34% revenue growth for 2025, 40% for 2026, and 46% for 2027, with vesting contingent on achieving at least 90% of these targets [4][6] Financial Impact - The fair value of the restricted stock will be calculated using the Black-Scholes model, and the associated costs will be recognized in the company's financial statements over the vesting period [14][15] - The incentive plan is expected to positively influence the company's performance by enhancing management motivation and operational efficiency [15] Compliance and Legal Opinions - Legal and financial advisors have confirmed that the incentive plan complies with relevant laws and regulations, and all necessary disclosures have been made [20][18]

Core Viewpoint - The company is set to implement a 2025 Restricted Stock Incentive Plan, which has been reviewed and approved by the Board's Compensation and Assessment Committee, ensuring compliance with relevant laws and regulations [1][2][3][4]. Group 1: Eligibility and Compliance - The company does not fall under any prohibitive conditions outlined in the Management Measures for Stock Incentives, such as receiving negative audit opinions or failing to distribute profits according to legal and regulatory requirements [1][2]. - The incentive plan's targets do not include individuals deemed inappropriate by the stock exchange or regulatory authorities within the last 12 months [2][3]. - The plan's targets exclude independent directors and major shareholders, ensuring compliance with the relevant regulations [3][4]. Group 2: Plan Structure and Benefits - The plan's formulation and review process adhere to the Company Law, Securities Law, and other relevant regulations, ensuring that the granting and vesting arrangements for restricted stocks do not violate any laws or infringe on shareholder interests [4]. - The implementation of the incentive plan is expected to enhance the company's long-term incentive mechanism, aligning the interests of shareholders, the company, and key team members, thereby promoting sustainable development [4].

Core Viewpoint - Qin'an Co., Ltd. is planning to acquire 99% of Anhui Yigao Optoelectronics Technology Co., Ltd. through a combination of share issuance and cash payment, aiming to expand into the automotive intelligence sector amid declining traditional business performance [1][4]. Group 1: Company Overview - Qin'an Co., Ltd. was established in 1995 and went public in May 2017, primarily engaged in manufacturing core components for automotive engines, including cylinder blocks, cylinder heads, crankshafts, and transmission parts [2]. - The company has a prestigious client base, including major automotive manufacturers such as Changan Ford, Changan Automobile, China FAW, Jiangling Motors, Geely, and Li Auto [2]. Group 2: Financial Performance - In 2024, Qin'an Co. experienced a decline in both revenue and net profit, with revenue of 1.6 billion yuan, down 8.04% year-on-year, and net profit of 173 million yuan, down 33.7%, marking the first dual decline since 2018 [2]. - The first quarter of 2025 continued the downward trend, with revenue of 297 million yuan, down 28.59% year-on-year, and net profit of 32.79 million yuan, down 32.73% [3]. - The company attributes its struggles to intensified industry competition, rising commodity prices, and increased share-based payment expenses, with raw material costs for aluminum and copper rising by 4.87% and 11.29% respectively, adding 5.7584 million yuan to procurement costs [3]. Group 3: Strategic Acquisition - Qin'an Co. is shifting focus to the automotive intelligence sector, aiming to seize opportunities in automotive electrification and intelligence [4]. - Anhui Yigao Optoelectronics, established in August 2020, specializes in the R&D and production of touch screens, conductive glass, and vacuum coating products, which could complement Qin'an's existing customer resources [4]. - The acquisition is seen as a strategic move to enhance product offerings in response to the growing demand for in-car display screens [4]. Group 4: Market Reaction - Following the announcement of the acquisition, Qin'an's stock price experienced significant movement, reaching a high of 16.48 yuan per share on June 27, with a single-day increase of 7.85%, marking a seven-year high [4]. - However, questions arise regarding the rationale behind acquiring 99% instead of 100% of Yigao and the potential for business synergy between an automotive component manufacturer and an optoelectronics company [5].

Group 1 - Three companies from Xiamen, Fujian Province, won the China Patent Excellence Award: Xiamen Xinda IoT Technology Co., Ltd., Kehua Data Co., Ltd., and Xiamen Qianzhao Optoelectronics Co., Ltd. [1] - Xiamen Xinda IoT Technology Co., Ltd. developed RFID electronic tag technology that can read information from over 300 items simultaneously, improving inventory efficiency and reducing labor costs [1]. - Kehua Data Co., Ltd. focuses on the renewable energy sector, with a patented technology that combines rectifier modules and supercapacitors, breaking foreign technology monopolies and filling domestic gaps in wind power pitch control systems [1]. - Xiamen Qianzhao Optoelectronics Co., Ltd. created a transistor patent technology that addresses critical issues in 5G base station RF devices, achieving domestic production of core 5G chips [1]. Group 2 - The success of these three companies is supported by various initiatives from the Xiang'an District Market Supervision Administration, which introduced the first district-level intellectual property reward subsidy policy in Xiamen to stimulate innovation [2]. - The administration established a key enterprise cultivation database and formed a service team of intellectual property experts and technical consultants to provide comprehensive services, including patent mining, high-quality application writing, award application preparation, and defense coaching [2]. - The administration plans to enhance guidance on the transformation and application of patents by building a platform for collaboration between industry, academia, and research institutions, facilitating the transfer and transformation of patent achievements into enterprises [2].

Core Insights - The infrared technology industry is experiencing explosive growth due to the acceleration of global smart and digital transformation, particularly in security monitoring, new energy vehicles, and industrial testing [1] - Guangzhi Technology views innovation as its core strategy, leveraging deep technical expertise and continuous R&D investment to establish a significant technological advantage in optoelectronic materials, devices, and system integration [1] Group 1: Technological Advancements - Guangzhi Technology has achieved breakthroughs across the entire infrared industry chain, including the development of large-scale chemical vapor deposition systems for the production of zinc selenide/sulfur, and hot isostatic pressing processes for zinc sulfide [1] - The company has built an 8-inch silicon-based MEMS uncooled infrared detector chip production line, mastering MEMS chip design, manufacturing processes, and packaging technologies [2] - The uncooled detectors have reached a maximum pixel level of one million, showcasing the company's leading technology in the domestic market [2] Group 2: Product Development and Market Applications - Guangzhi Technology has developed various downstream terminal products, including handheld thermal imagers, industrial temperature measurement thermal imagers, security monitoring thermal imagers, gas detectors, and vehicle-mounted night vision systems [2] - The company’s products are widely used in border and coastal defense monitoring, industrial parks, forest fire prevention, and airport air defense scenarios [2] Group 3: Future Outlook - Guangzhi Technology is expected to continue its innovation-driven strategy, accelerating market penetration of infrared terminal products and expanding collaborations with industry leaders [3] - The company aims to deepen the application of material technology in emerging fields, positioning itself more prominently in the high-end manufacturing domestic substitution wave through a dual-driven approach of "technology + market" [3]

Core Viewpoint - The company conducted a self-examination regarding insider trading related to its 2025 restricted stock incentive plan, confirming no violations occurred during the specified period [1][3]. Group 1: Insider Trading Examination - The examination period for insider trading was from December 17, 2024, to June 17, 2025, during which the company verified stock trading activities of insiders [1][2]. - Two directors and three senior management personnel had stock changes related to the company's 2022 incentive plan, and they did not trade company stock after being informed of the new incentive plan [2]. - Five incentive plan participants, identified as insiders, traded company stock before being aware of the insider information, and they also did not trade after being informed of the plan [2]. Group 2: Compliance and Confidentiality Measures - The company established relevant systems for information disclosure and insider information management, ensuring confidentiality during the planning and discussion of the incentive plan [3]. - There were no incidents of information leakage prior to the announcement of the incentive plan, and no insider trading for profit was identified [3]. Group 3: Documentation - The company referenced specific documents, including the "Shareholder Share Change Detail List" and "Proof of Shareholder Share Change Inquiry" as part of the examination process [4].