Workflow
微电子
icon
Search documents
力合微: 重大信息内部报告制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 12:08
重大信息内部报告制度 深圳市力合微电子股份有限公司 重大信息内部报告制度 第一章 总则 第一条 为了加强深圳市力合微电子股份有限公司(以下简称"公司")的重大 信息内部报告工作的管理,确保及时、公平地披露所有对本公司股票及其衍生品种 交易价格可能产生较大影响的信息,现根据《中华人民共和国公司法》《中华人民 共和国证券法》《上市公司信息披露管理办法》《上海证券交易所科创板股票上市 规则》(以下简称"《上市规则》")、《上海证券交易所科创板上市公司自律监 管指引第1号——规范运作》和《深圳市力合微电子股份有限公司章程》等有关规定, 结合公司实际情况,制定本制度。 第二条 本制度适用于公司董事、高级管理人员及公司的控股公司(指公司直接 或间接控股比例超过50%的子公司或对其具有实际控制权的子公司)及参股公司。 第二章 一般规定 第三条 公司重大信息内部报告制度是指可能对公司股票及其衍生品种的交易 价格产生较大影响的情形或事件出现时,按照本制度相关规定负有报告义务的公司 各部门、分支机构和控股或参股公司的有关人员,应及时将相关信息向公司董事会 和董事会秘书报告的制度。 第四条 公司董事会秘书负责公司对外信息披露工作, ...
力合微: 舆情管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 12:08
Core Viewpoint - The company has established a public opinion management system to enhance its ability to respond to various public opinions, protect investor rights, and mitigate impacts on stock prices and business reputation [1][2]. Group 1: General Principles - The public opinion management system aims to address negative or false media reports, rumors, and information that could affect investor sentiment and stock price fluctuations [1][2]. - The company emphasizes a unified leadership and rapid response to public opinion crises, enhancing collaboration among functional departments [2][3]. Group 2: Organizational Structure - A public opinion handling leadership group has been formed, led by the chairman, with the board secretary as the deputy leader, including other senior management and relevant department heads [2][3]. - The leadership group is responsible for decision-making and deployment regarding public opinion management, including the formulation of handling plans and external communication [3][4]. Group 3: Information Collection and Reporting - The securities department is tasked with collecting and analyzing significant public opinion information, monitoring stock price changes, and reporting findings to the board secretary [6][7]. - The information collection scope includes various media platforms such as online media, blogs, and forums [6][7]. Group 4: Handling Principles and Measures - The company adopts principles of quick response, coordinated communication, and proactive engagement when addressing public opinion issues [9][10]. - Measures include self-inspection and communication with regulatory bodies when significant media coverage impacts stock prices, as well as enhancing investor communication [7][8]. Group 5: Accountability and Confidentiality - Internal departments and personnel are obligated to maintain confidentiality regarding public opinion information until legally disclosed, with penalties for breaches [12][13]. - The company reserves the right to pursue legal action against media or individuals spreading false information that harms its reputation [14][15].
力合微: 投资者关系管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 12:08
Core Points - The document outlines the investor relations management system of Shenzhen Lihe Microelectronics Co., Ltd, aiming to enhance communication with investors and protect their rights [1][2] - The management system is based on compliance with relevant laws and regulations, promoting transparency and trust between the company and its investors [3][4] Group 1: Principles and Objectives - The basic principles of investor relations management include compliance, equality, proactivity, and integrity [3][4] - The objectives are to foster a positive relationship with investors, establish a stable investor base, enhance corporate culture, maximize overall company benefits, and improve information disclosure transparency [3][4] Group 2: Communication and Engagement - The company will communicate with investors on various topics, including development strategy, operational management, and environmental, social, and governance information [7][8] - Multiple channels and platforms will be utilized for investor relations activities, such as the company website, new media, and direct communication methods like meetings and roadshows [8][9] Group 3: Responsibilities and Implementation - The board secretary will lead investor relations management, supported by major shareholders and senior management [23][24] - The investor relations department is responsible for daily management, communication activities, and handling investor inquiries and complaints [11][12] Group 4: Training and Documentation - Regular training will be provided for board members and staff on investor relations management [27][28] - The company will maintain comprehensive records of investor relations activities and establish a database for management purposes [29][14]
力合微: 募集资金管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 12:08
Core Points - The article outlines the fundraising management system of Shenzhen Lihe Microelectronics Co., Ltd, emphasizing the protection of investor rights and compliance with relevant laws and regulations [4][22] - The company must ensure that fundraising funds are not misappropriated or used for improper benefits by major shareholders [2][8] - The management of fundraising funds must be conducted through designated special accounts, with strict oversight and reporting requirements [3][5] Fundraising Management - The company is required to open special accounts for fundraising, ensuring that funds are stored separately and not used for other purposes [3][5] - Any excess funds raised beyond the planned amount must also be managed within these special accounts [3][18] - A tripartite supervision agreement must be signed with the underwriter or independent financial advisor and the commercial bank holding the funds [5][6] Fund Usage - Fundraising funds should primarily be used for the company's main business and must align with national industrial policies [6][9] - The company must avoid using funds for financial investments or providing funds to major shareholders or related parties [8][9] - Any changes in the use of funds must be approved by the board of directors and disclosed to shareholders [20][21] Project Management - The company must ensure that fundraising projects are implemented according to the planned schedule, with any delays reported to the board [7][9] - If a project is deemed unfeasible, the company must reassess its viability and disclose the findings in annual and semi-annual reports [9][20] - The company can temporarily use idle funds for cash management, provided it does not affect the normal progress of fundraising projects [10][12] Reporting and Oversight - The company must provide accurate and complete disclosures regarding the actual use of fundraising funds [20][21] - Annual audits must be conducted by an accounting firm to verify the management and use of funds [20][21] - The underwriter or independent financial advisor is responsible for ongoing supervision and must report any irregularities to the relevant authorities [21][29]
力合微: 内部审计制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 12:08
Core Points - The internal audit system aims to enhance and standardize the internal audit work of the company, ensuring the protection of investors' rights and interests [2] - The internal audit is defined as an evaluation activity conducted by the internal audit department to assess the effectiveness of internal controls, risk management, and the authenticity and completeness of financial information [2] - The board of directors is responsible for establishing and implementing the internal control system, ensuring the accuracy and completeness of related information disclosures [2] Chapter 1: General Principles - The internal audit system is based on various laws and regulations, including the Audit Law of the People's Republic of China and relevant guidelines from the Shanghai Stock Exchange [2] - Internal control aims to ensure legal compliance, asset security, and the authenticity of financial reporting [2] Chapter 2: Establishment of Internal Audit Institutions - The board of directors establishes an audit committee composed of independent directors, with the audit department reporting to this committee [3] - The audit department must maintain independence and not be under the financial department's leadership [3] Chapter 3: Responsibilities, Authority, and General Requirements of Internal Audit - The audit committee oversees the audit department's work, reviews annual audit plans, and evaluates audit results [4] - The audit department is responsible for assessing the completeness and effectiveness of internal controls and auditing financial data for legality and compliance [4] Chapter 4: Specific Implementation of Internal Audit - The audit department must submit an annual audit work plan two months before the end of each accounting year, focusing on significant external investments and transactions [6] - Internal audit should cover all business segments related to financial reporting and information disclosure [7] Chapter 5: Information Disclosure - The audit committee must issue an annual internal control evaluation report based on the audit department's findings [12] - The company must disclose the internal control evaluation report alongside its annual report [14] Chapter 6: Supervision and Management - The company establishes an incentive and restraint mechanism for the audit department to evaluate performance [15] - Internal audit personnel are protected from retaliation for performing their duties [15] Chapter 7: Supplementary Provisions - The internal audit system becomes effective upon approval by the board of directors [16] - Any inconsistencies between this system and national laws will be governed by the relevant laws [16]
力合微: 内幕信息知情人管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 12:08
Core Points - The document outlines the insider information management system of Shenzhen Lihe Microelectronics Co., Ltd, emphasizing the importance of confidentiality and compliance with relevant laws and regulations [3][4][5]. Group 1: Insider Information Management - The management of insider information is the responsibility of the board of directors, with the board secretary organizing its implementation [3]. - Any department or individual must not disclose insider information without board approval, and all external communications must be reviewed by the board secretary [3][4]. - Insider information includes significant changes in business policies, major investments, undisclosed financial reports, and other critical events that could impact stock prices [3][4][5]. Group 2: Insider Information Persons - Insider information persons are defined as individuals who can access insider information before it is publicly disclosed, including company directors, senior management, and significant shareholders [4][5]. - The company must maintain accurate records of insider information persons, including their identities, roles, and the nature of the insider information they are privy to [9][10]. - The company is required to report insider information persons to the Shanghai Stock Exchange in a timely manner, especially during significant corporate events [10][12]. Group 3: Confidentiality and Accountability - Insider information persons are obligated to keep the information confidential and are prohibited from trading company stocks based on insider information [25][28]. - The company will impose penalties on individuals who leak insider information or engage in insider trading, including potential criminal prosecution [29][30]. - The board of directors is responsible for ensuring the accuracy and completeness of insider information records and must report any violations to regulatory authorities [30][31].
力合微: 对外投资管理办法(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 12:08
Core Viewpoint - The external investment management measures of Shenzhen Lihua Microelectronics Co., Ltd. aim to enhance the corporate governance structure, standardize investment decision-making processes, and ensure the legality and safety of the company's investments [1][8]. Group 1: General Principles of External Investment - External investment refers to various forms of investment activities and project exit behaviors, including equity investments, project cooperation, stock and fund investments, and debt investments [1]. - The principles of external investment include compliance with national laws, alignment with the company's development strategy, and adherence to a risk management system [1]. Group 2: Investment Decision Authority - Investment projects require approval from the shareholders' meeting, board of directors, and general manager based on their respective authority levels [1]. - Specific thresholds for investment that require shareholder approval include transactions involving assets exceeding 50% of the company's total audited assets or transaction amounts exceeding 50% of the company's market value [1][4]. Group 3: Procedures for Investment in Core Business - Investment suggestions related to the core business must be proposed in writing by shareholders, directors, senior management, and relevant departments [12]. - The general manager is responsible for organizing the review of investment proposals and preparing feasibility reports for board approval [12][20]. Group 4: Responsibilities and Supervision - The board of directors and general manager must regularly monitor the progress and effectiveness of major investment projects, holding responsible parties accountable for any deviations from planned investments or expected returns [35][36]. - The audit committee has the authority to supervise the company's investment activities, ensuring compliance with established procedures [36][37].
复旦微电: 中信建投证券股份有限公司关于上海复旦微电子集团股份有限公司使用剩余超募资金和节余募集资金永久补充流动资金的核查意见
Zheng Quan Zhi Xing· 2025-08-27 12:08
为规范公司募集资金管理和使用,保护投资者权益,公司设立了募集资金专 项账户。募集资金到账后,已全部存放于募集资金专项账户内,本公司已与保荐 机构中信建投证券股份有限公司及存放募集资金的商业银行签订了《募集资金专 户存储三方监管协议》。 《募集资金专户存储三方监管协议》对发行人、保荐机构 及存放募集资金的商业银行的相关责任和义务进行了详细约定。详细情况请参见 公司已于 2021 年 8 月 3 日披露于上海证券交易所网站(www.sse.com.cn)的《复 旦微电首次公开发行股票科创板上市公告书》。 会第九次会议,审议通过了《关于使用部分超募资金永久补充流动资金的议案》。 经 2021 年第二次临时股东大会审议通过,同意公司使用部分超募资金人民币 六次会议,审议通过了《关于使用部分超募资金永久补充流动资金的议案》,同 意公司使用部分超募资金人民币 2,400 万元用于永久补充流动资金。经 2022 年 度股东周年大会审议通过,同意公司使用部分超募资金人民币 2,400.00 万元用于 永久补充流动资金。 中信建投证券股份有限公司 关于上海复旦微电子集团股份有限公司 使用剩余超募资金和节余募集资金永久补充流动资 ...
思科瑞: 成都思科瑞微电子股份有限公司第二届监事会第十次会议决议公告
Zheng Quan Zhi Xing· 2025-08-27 10:29
Meeting Overview - The second meeting of the Supervisory Board was held on August 26, 2025, chaired by Mr. Shi Mingming, in compliance with the Company Law of the People's Republic of China and the company's articles of association [1] Half-Year Report Approval - The Supervisory Board approved the 2025 Half-Year Report and its summary, affirming that the report accurately reflects the company's actual situation without any false records or misleading statements. The voting result was 3 in favor, 0 against, and 0 abstentions [1][2] Fund Usage Report Approval - The Supervisory Board also approved the Special Report on the Storage and Use of Raised Funds for the first half of 2025, confirming that it truthfully reflects the situation during the reporting period. The voting result was 3 in favor, 0 against, and 0 abstentions [2][3] Equity Incentive Plan Approval - The Supervisory Board approved the proposal for a wholly-owned subsidiary to implement an equity incentive plan through capital increase, which aligns with the long-term planning and development strategy of the company. The voting result was 3 in favor, 0 against, and 0 abstentions [2][3]
安集微电子科技(上海)股份有限公司2025年半年度报告摘要
Core Points - The company, Anji Microelectronics Technology (Shanghai) Co., Ltd., has issued a semi-annual report for 2025, detailing its financial performance and future plans [1][5][27]. Group 1: Company Overview - Anji Microelectronics is listed under stock code 688019 and bond code 118054, with the bond referred to as "Anji Convertible Bond" [1][5]. - The company has not undergone any changes in its controlling shareholder or actual controller during the reporting period [2][5]. Group 2: Financial Data - The company raised a total of RMB 830.50 million through the issuance of convertible bonds, with a net amount of RMB 816.61 million after deducting issuance costs [7][8]. - The company also raised RMB 207.14 million through a simplified procedure for issuing A-shares, with a net amount of RMB 203.62 million after costs [6][7]. Group 3: Fund Management - The company has established a special account for the management of raised funds, ensuring that funds are used specifically for their intended purposes [9][10]. - As of June 30, 2025, the balance of funds raised through the simplified procedure was RMB 33.89 million, while the balance from convertible bonds was RMB 443.03 million [9][10]. Group 4: Fund Usage - The company has used RMB 163.37 million of the raised funds to replace pre-invested funds in projects and cover issuance costs [12]. - There were no instances of using idle funds to temporarily supplement working capital during the reporting period [13]. Group 5: Compliance and Governance - The company has adhered to relevant regulations regarding the management and use of raised funds, ensuring timely and accurate disclosures [22][30]. - The supervisory board has confirmed that the semi-annual report and the special report on fund usage comply with legal and regulatory requirements [27][30].