证券代码：688681 证券简称：科汇股份 公告编号：2025-041 山东科汇电力自动化股份有限公司 本公司董事会及全体董事保证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： 本次利润分配方案经山东科汇电力自动化股份有限公司（以下简称"公司"） 二、 分配方案 截至股权登记日下午上海证券交易所收市后，在中国证券登记结算有限责任 公司上海分公司（以下简称"中国结算上海分公司"）登记在册的本公司全体股东 （山东科汇电力自动化股份有限公司回购专用证券账户除外）。 （1）差异化分红方案 根据公司 2024 年年度股东大会审议通过的《关于公司 2024 年度利润分配方 案的议案》，公司拟以实施权益分派股权登记日登记的总股本扣减公司回购专用证 券账户中股份为基数分配利润，每股派发现金红利人民币 0.10 元（含税），不进 行资本公积金转增股本，不送红股。如在实施权益分派股权登记日前，因可转债 转股、回购股权、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导 致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。 ? 是否涉 ...

Core Viewpoint - The U.S. Department of Commerce's Bureau of Industry and Security (BIS) has notified major global EDA software suppliers, including Synopsys, Cadence, and Siemens EDA, to cease sales and technical support to China without permission, creating a significant opportunity for domestic EDA companies in China [2][3]. Group 1: Market Impact - The three major EDA firms hold approximately 80% market share in China, with Synopsys generating $1 billion in revenue from China, accounting for 16% of its total revenue, and Cadence generating $550 million, accounting for 12% [3]. - Following the BIS directive, Synopsys suspended its financial guidance for the third quarter and full year of fiscal 2025, halted sales and service activities in China, and prohibited Chinese customers from accessing its online support portal, resulting in a stock price drop of over 9.6% in two days [3][4]. Group 2: Domestic EDA Opportunities - Domestic EDA companies are expected to benefit from the situation due to their flexible pricing and strong policy support for domestic alternatives, leading to optimistic future development prospects [2][11]. - The integration of AI with EDA tools is seen as a potential path for domestic companies to "leapfrog" international competitors, as they can better adapt to new software and hardware frameworks without the burden of legacy technologies [9]. Group 3: Financial Performance of Domestic EDA Companies - Huada Jiutian reported a revenue of 1.222 billion yuan in 2024, a year-on-year increase of 20.98%, but its net profit dropped by 45.46% to 109 million yuan [7]. - Gekun Electronics achieved a total revenue of 419 million yuan in 2024, a year-on-year increase of 27.42%, but reported a net loss of 96 million yuan [7]. Group 4: Strategic Moves and Future Plans - Huada Jiutian is actively pursuing the acquisition of Chip and Semiconductor Technology to enhance its capabilities in advanced packaging and system-level design EDA [10]. - The company aims to complete the development and market promotion of integrated circuit design tools within three years and achieve full domestic replacement of EDA tools in the design, manufacturing, and testing sectors within five years [10].

Group 1 - Leisai Intelligent adjusted the share repurchase price limit from 25.00 yuan/share to 52.00 yuan/share [1] - Fulin Precision's subsidiary Jiangxi Shenghua signed a supplementary agreement with CATL, involving a 500 million yuan advance payment for production capacity [1] - Shenzhou Cell plans to issue up to 25 million A-shares to its controlling shareholder to raise no more than 900 million yuan for working capital [2] Group 2 - BOE Technology received a commitment for an 1.8 billion yuan stock repurchase loan from China Construction Bank [2] - Chengjian Development plans to publicly transfer 9.24% equity in Beijing Science and Technology Park Construction Group at a minimum price of 282 million yuan [2][3] - *ST Lingda's chairman and president Wang Mingsheng resigned, with Jin Yongfeng elected as the new chairman [4] Group 3 - Jiangsu Boyun's shareholder plans to reduce holdings by up to 3% of the company's shares [6] - Yuhua Tian's shareholders plan to reduce holdings by up to 6% of the company's shares [8] - Anpei Long's shareholder plans to reduce holdings by up to 3% of the company's shares [10] Group 4 - Dayu Water-saving plans to participate in the auction for 70% equity of Huai'an Design Institute [15] - InSai Group intends to purchase 80% equity of Zhizhe Brand for 642 million yuan [16] - Jinj Chicken's shareholder plans to reduce holdings by up to 2.99% of the company's shares [18] Group 5 - Chao Hongji's shareholder plans to reduce holdings by up to 3% of the company's shares [19] - Chuangye Huikang's shareholder intends to transfer 40 million shares to repay stock pledge financing [20] - Zhuangzi Island's shareholder plans to reduce holdings by up to 1% of the company's shares [21] Group 6 - *ST Renle received a decision from the Shenzhen Stock Exchange to terminate its stock listing [22] - SMIC's wholly-owned subsidiary plans to sell 14.832% equity of a subsidiary to Hunan Guoke Microelectronics [24]

Group 1 - The actual controller and major shareholder of Oat Technology, Liu Yan, plans to reduce his shareholding by no more than 2,912,000 shares through block trading due to personal funding needs, which represents up to 2% of the total share capital of the company [1] - As of the announcement date, Liu Yan directly holds 66,528,000 unrestricted circulating shares, accounting for 45.69% of Oat Technology's total share capital, all of which were acquired before the company's initial public offering [1] - Oat Technology was listed on the Shanghai Stock Exchange on June 8, 2020, with an issuance of 35.87 million shares at a price of 19.68 yuan per share, and the highest price on the first trading day reached 69.00 yuan [1] Group 2 - The total amount raised from the initial public offering of Oat Technology was 705.92 million yuan, with a net amount of 626.12 million yuan after deducting issuance costs, which was 87.91 million yuan more than the original plan [2] - The original fundraising plan was 538.21 million yuan, intended for automation testing equipment and supporting construction projects, research and development center construction projects, and to supplement working capital [2] - The issuance costs for the initial public offering amounted to 79.80 million yuan, including underwriting fees of 59.02 million yuan [2]

Core Points - The article outlines the implementation details of the online voting system for the shareholders' meeting of Dalian Zhiyun Automation Equipment Co., Ltd, aiming to enhance the voting mechanism and protect investors' rights [1][2][8] - The online voting system includes both the Shenzhen Stock Exchange trading system and an internet voting system, providing shareholders with multiple options to exercise their voting rights [2][4] Section Summaries General Provisions - The company establishes the "Implementation Rules for Online Voting at Shareholders' Meetings" to improve the voting mechanism and protect investors' rights [1] - The online voting system is defined as a technology platform that allows shareholders to exercise their voting rights via the internet [2] Preparation for Online Voting - The company must clearly outline voting codes, voting abbreviations, voting times, proposals, and proposal types in the shareholders' meeting notice [5] - The company is required to verify voting information for accuracy and completeness before the voting begins [3] Voting via Shenzhen Stock Exchange Trading System - Shareholders' meetings that utilize the Shenzhen Stock Exchange trading system must be held on trading days [8] - Voting through this system occurs during the trading hours of the shareholders' meeting [9] Voting via Internet Voting System - The internet voting system opens for voting at 9:15 AM on the day of the shareholders' meeting and closes at 3:00 PM [11] - Shareholders must authenticate their identity to vote through the internet voting system [12] Voting Results and Resolutions - Shareholders who vote through the online system are considered present at the meeting, and their votes are counted based on their shareholdings [14] - The company must combine and publish the results of both onsite and online voting after the meeting [16][18] Supplementary Provisions - Any matters not covered by these rules will be governed by relevant laws and regulations [19] - The board of directors is responsible for the formulation, interpretation, and revision of these rules [20]

大连智云自动化装备股份有限公司 第一章 总则 第一条 为加强大连智云自动化装备股份有限公司（以下简称"公司"、 "本 公司"）董事和高级管理人员持有、买卖本公司股份的管理工作，根据《公司法》 《证券法》《上市公司董事和高级管理人员所持本公司股份及其变动管理规则》 以及《深圳证券交易所上市公司自律监管指引第10号——股份变动管理》等相关 法律、法规、规范性文件的有关规定，结合公司实际情况，特制定本管理制度。 第二条 本管理制度适用于公司的董事、高级管理人员及本管理制度第二 十条规定的自然人、法人或其他组织所持本公司股份及其变动的管理。 公司董事、高级管理人员不得从事以本公司股票为标的证券的融资融券交易。 第三条 公司董事和高级管理人员所持本公司股份，是指登记在其名下和 利用他人账户持有的所有本公司股份。公司董事、高级管理人员从事融资融券交 易的，其所持本公司股份还包括记载在其信用账户内的本公司股份。公司董事、 高级管理人员委托他人代行买卖股份，视作本人所为，也应遵守本管理制度并履 行相关询问和报告义务。 第四条 公司董事和高级管理人员在买卖本公司股份及其衍生品种前，应 知悉《公司法》《证券法》等法律、法规关于内 ...

Core Points - The company has established an internal audit system to enhance audit quality and ensure regular and institutionalized internal auditing [1][2] - The internal audit department is responsible for supervising and inspecting the company's business activities, risk management, internal controls, and financial information [2][3] - The audit committee of the board plays a crucial role in guiding and supervising the internal audit department's work [3][4] Group 1: Internal Audit Structure - The company has set up an audit department that reports to the board of directors and the audit committee [2][3] - The audit department must maintain independence and cannot be under the leadership of the finance department [2][4] - The audit department is responsible for evaluating the effectiveness of internal controls and compliance with financial regulations [4][5] Group 2: Audit Responsibilities - The audit department conducts audits on the completeness, rationality, and effectiveness of internal control systems across various departments and subsidiaries [4][5] - It is required to report at least quarterly to the board or the audit committee on the execution of the internal audit plan and any issues discovered [5][6] - The audit department must cooperate with external audit firms and provide necessary support [5][6] Group 3: Audit Procedures and Reporting - The audit department must submit an annual internal audit work plan two months before the end of each fiscal year and an annual report two months after the fiscal year ends [6][7] - Audit projects are initiated based on the audit committee's approval, and the audit department must notify the audited units three days prior to the audit [10][11] - The audit department is required to maintain detailed records of audit evidence and findings, which must be documented and archived [24][25] Group 4: Internal Control Evaluation - The audit department is responsible for evaluating the effectiveness of internal controls and must report any significant deficiencies or risks to the board or audit committee [13][14] - The evaluation report should include the purpose, scope, conclusions, and recommendations for improving internal controls [13][14] - The company must disclose any significant deficiencies in internal controls to the stock exchange if identified [14][19] Group 5: Compliance and Penalties - The audit committee is tasked with overseeing compliance and may recommend penalties for departments or individuals who obstruct the audit process [31][32] - Internal audit staff are protected by law from retaliation for performing their duties [8][31] - Violations of the internal audit regulations may result in disciplinary actions or economic penalties [31][32]

General Principles - The company establishes a system to enhance the management of its subsidiaries, ensuring their operation is standardized, efficient, and orderly, thereby promoting healthy development and improving overall asset operation quality [1][2] - The system applies to subsidiaries where the company holds more than 50% of the shares or can control the board of directors [1] Management and Supervision - The company maintains an equal legal relationship with its subsidiaries, exercising shareholder rights such as asset income, major decision participation, and management selection [2][3] - Subsidiaries must provide timely, complete, and accurate information regarding their performance and financial status to facilitate informed decision-making by the company's board [3][4] Personnel Management - The company appoints or recommends directors, supervisors, and senior management for its subsidiaries, ensuring compliance with the subsidiaries' approval procedures [4][5] - Directors and senior management of subsidiaries must adhere to legal obligations and company regulations, avoiding conflicts of interest and ensuring the protection of company interests [6][7] Financial Management - Subsidiaries are required to follow the company's unified financial management policies and report financial statements in accordance with company requirements [8][9] - Financial reports submitted by subsidiaries must include various financial documents such as income statements, balance sheets, and cash flow statements [9][10] Operational Decision-Making - The operational and development plans of subsidiaries must align with the company's overall strategy and objectives [10][11] - Subsidiaries must establish decision-making procedures for investment projects, ensuring thorough evaluation and risk management before proceeding with external investments [11][12] Information Management - Major events occurring in subsidiaries are treated as significant events for the company, necessitating compliance with information disclosure regulations [12][13] - The chairman or executive director of a subsidiary is responsible for providing information, with specific departments designated for managing information disclosure [13][14] Internal Audit and Supervision - The company's audit department conducts regular audits of subsidiaries to ensure compliance with financial and operational regulations [14][15] - Subsidiaries must cooperate with audits and implement corrective actions based on audit findings [15][16] Assessment and Accountability - The company oversees and guides subsidiaries based on internal control systems, holding them accountable for any failures that result in losses [16][17] - Subsidiaries are encouraged to establish their own assessment and reward systems to motivate staff and ensure fair competition [17]

）、中国证券监督管理委员会（以下简称"中国证监会"） 《上市公司信息 大连智云自动化装备股份有限公司 第一章 总则 第一条 为规范大连智云自动化装备股份有限公司（以下简称"公司"）及其他相 关义务人的信息披露行为，促进公司规范运作，维护公司和投资者的合法权益，根据 《中华人民共和国公司法》 （以下简称《公司法》）、 《中华人民共和国证券法》 （以下简 称《证券法》 《深圳证券交易所创业板股票上市规则》 披露管理办法》 （以下简称《信息披露办法》）、 （以下简称《创业板上市规则》）、 《深圳证券交易所上市公司自律监管指引第 5 号— —信息披露事务管理》 （以下简称《信息披露事务管理指引》）等法律、法规及《大连 智云自动化装备股份有限公司章程》 （以下简称《公司章程》）等有关规定，特制定本 制度。 第二条 本制度所称"信息"是指已经或可能对公司股票及其衍生品种交易价格 或者对投资决策产生重大影响的信息以及证券监管部门和证券交易所要求披露的信 息。 本制度所称"证券交易所"是指公司上市的深圳证券交易所。 第三条 信息披露是公司的持续责任，公司应当依法、诚信地履行持续信息披露 的义务。 第四条 信息披露应遵循的原则 ...

大连智云自动化装备股份有限公司 第一章 总则 第一条 为规范大连智云自动化装备股份有限公司（以下简称"公司"）股 东会会议的组织和行为，维护公司股东的合法权益，保证股东会依法行使职权， 确保股东会召开、表决程序和决议内容的合法性、有效性，提高股东会议事效率， 根据《中华人民共和国公司法》 （以下简称《公司法》）、 《中华人民共和国证券法》 （以下简称《证券法》）、中国证监会《上市公司股东会规则》《深圳证券交易所 上市公司自律监管指引第2号——创业板上市公司规范运作》《深圳证券交易所 创业板股票上市规则》及《公司章程》等有关规定，特制定本规则。 第二条 公司股东会的召集、提案、通知、召开等事项适用本规则。 第三条 公司股东会由全体股东组成。股东会是公司的权力机构，依法行使 下列职权： （一）选举和更换非由职工代表担任的董事，决定有关董事的报酬事项； （二）审议批准董事会的报告； （三）审议批准公司的利润分配方案和弥补亏损方案； （四）对公司增加或者减少注册资本作出决议； （五）对发行公司债券作出决议； 上述指标计算中涉及的数据如为负值，取其绝对值计算。 （十三）审议批准变更募集资金用途事项； （六）对公司合并、 ...