SSDZ-TMP-22 苏州上声电子股份有限公司 外汇套期保值业务管理制度 第一章 总则 第一条 为规范苏州上声电子股份有限公司及控股子公司(以下简称 "公司")外汇套期保值业务，加强对外汇套期保值业务的管 理，健全和完善公司外汇套期保值业务管理机制，根据《中华 人民共和国公司法》、《中华人民共和国证券法》、《上海证券交 易所科创板股票上市规则》 、《苏州上声电子股份有限公司章程》 (以下简称" 《公司章程》 ")等的有关规定，结合公司实际情况， 特制定本制度。 第二章 外汇套期保值业务操作规定 第十条 公司单项外汇套期保值方案或年度外汇套期保值计划由公司经 营管理层制定，提交公司董事会或股东会审议，具体决策权限 为： （一）外汇套期保值单次或连续 12 个月累计金额高于公司最近 一期经审计总资产 50%以上（含本数） ，须经股东会审议批准。 （二）外汇套期保值单次或连续 12 个月累计金额不超过公司最 近一期经审计总资产 50%（不含本数） ，应当提交公司董事会审 议； （三）与关联人之间进行的外汇套期保值业务应当提交公司股 东会审议批准。 第十一条 各全资或控股子公司不具有外汇套期保值业务最后审批权，所 ...

Core Viewpoint - The company announced the cancellation of 650,000 stock options from its 2023 restricted stock and stock option incentive plan due to three incentive recipients leaving the company, which disqualified them from the plan [1][4][5]. Summary by Sections Approval Procedures - The company held meetings to review and approve various proposals related to the 2023 incentive plan, including the draft and management measures [1][2]. - Independent directors provided their opinions, and the supervisory board verified the incentive recipients [2][3]. Cancellation of Stock Options - The cancellation involves 650,000 stock options that were granted but not exercised by the three departing incentive recipients [4][5]. - This action was authorized by the third extraordinary general meeting of shareholders [4]. Impact on the Company - The cancellation of stock options is in compliance with relevant regulations and will not have a significant impact on the company's financial status or operational results [5]. Supervisory Board Opinion - The supervisory board agreed that the reasons and quantity for the cancellation align with legal and regulatory requirements [5]. Legal Compliance - The cancellation has received necessary approvals and adheres to the Company Law, Securities Law, and relevant management regulations [6].

份有限公司 2024 年年度股东会 武汉菱电汽车电控系统股份有限公司 2024 年年度股东会 证券代码：688667 证券简称：菱电电控 武汉菱电汽车电控系统股 武汉菱电汽车电控系统股份有限公司 2024 年年度股东会 为了维护全体股东的合法权益，确保股东会的正常秩序和议事效率，保证股东会的顺利 进行，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》 武汉菱电汽车电控系统股份有限公司 二〇二五年六月 （以 下简称"《证券法》"）《上市公司股东会规则》以及《武汉菱电汽车电控系统股份有限公司章 程》 （以下简称"《公司章程》"） 《武汉菱电汽车电控系统股份有限公司股东会议事规则》等相 关规定，武汉菱电汽车电控系统股份有限公司（以下简称"公司"或"菱电电控"）特制定 2024 年年度股东会会议须知： 一、为确认出席会议的股东或其代理人或其他出席者的出席资格，会议工作人员将对出 席会议者的身份进行必要的核对工作，请被核对者给予配合。出席会议的股东及股东代理人 须在会议召开前 30 分钟到会议现场办理签到手续，并请按规定出示证券账户卡、身份证明文 件或法人单位证明、授权委托书等，经验证 ...

Overview - Bohai Automotive System Co., Ltd. plans to issue shares and pay cash to acquire assets and raise supporting funds through a related party transaction [1][2][3] - The transaction involves purchasing 51% equity in Beijing Beiqi Moulding Technology Co., Ltd., 51% equity in Langfang Andao Tuo Seating Co., Ltd., 100% equity in Yingnafa Intelligent Technology (Beijing) Co., Ltd., and 50% equity in Langfang Laini Wiring System Co., Ltd. from Hainachuan [7][10] Transaction Details - The company intends to raise supporting funds from no more than 35 specific qualified investors through an inquiry-based issuance of shares [2][3] - The total amount of supporting funds raised will not exceed 100% of the transaction price for the asset acquisition [12][13] - The specific transaction price will be determined based on the evaluation results from a legally compliant evaluation agency [10][17] Impact on Business - The acquisition will expand the company's product line to include automotive exterior parts, seating structures, automotive electronics, and wiring harnesses, enhancing its core competitiveness [16][17] - The transaction is expected to significantly increase the company's total assets, net assets, operating income, and net profit, optimizing its financial condition and enhancing profitability [17][18] Approval Process - The transaction requires approval from the company's board of directors, shareholders' meeting, and regulatory bodies including the China Securities Regulatory Commission (CSRC) [18][19] - The company has received preliminary consent from its controlling shareholders, Hainachuan and Beijing Automotive Group [19][20] Investor Protection Measures - The company will strictly adhere to information disclosure obligations and legal procedures to protect the rights of investors, especially minority shareholders [19][20] - A network voting platform will be provided for shareholders to participate in the decision-making process regarding the transaction [19][20]

| 证券代码：688667 证券简称：菱电电控 公告编号：2025-047 | | | | | | | --- | --- | --- | --- | --- | --- | | 武汉菱电汽车电控系统股份有限公司 | | | | | | | 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： | | | | | | | ? 本次会议是否有被否决议案：无 | | | | | | | 一、 会议召开和出席情况 | | | | | | | （一） 股东大会召开的时间：2025 年 6 月 日 | | 13 | | | | | （二） 股东大会召开的地点：湖北省武汉市东西湖区清水路特 | | | 8 | 号武汉菱电汽 | | | 车电控系统股份有限公司办公楼一楼会议室 | | | | | | | （三） 出席会议的普通股股东、特别表决权股东、恢复表决权的优先股股东及 | | | | | | | 其持有表决权数量的情况： | | | | | | | 普通股股东人数 | ...

Core Viewpoint - The controlling shareholder, Jinfei Holdings Group Co., Ltd., has completed its share buyback plan, acquiring a total of 11,656,000 shares, which represents 1.94% of the company's total equity, for an amount of 54.98 million RMB, excluding transaction fees [1][3][4]. Summary by Sections 1. Shareholder Buyback Plan - Jinfei Holdings announced a plan to buy back shares worth no less than 50 million RMB and no more than 100 million RMB, starting from December 12, 2024, for a period of six months [2][3]. - The buyback will be executed through centralized bidding on the Shenzhen Stock Exchange, without a set price range, allowing for flexibility based on market conditions [2][3]. 2. Funding Sources - The funding for the buyback will come from Jinfei Holdings' own funds combined with a special loan for share repurchase, with a commitment from China Construction Bank to provide up to 90% of the actual buyback amount, capped at 90 million RMB [3]. 3. Shareholding Changes - Prior to the buyback, Jinfei Holdings and its concerted party, Ruiqi Investment, held a combined total of 190,768,548 shares, representing 31.87% of the total equity. After the buyback, their combined holdings increased to 202,424,548 shares, or 33.77% of the total equity [4]. 4. Compliance and Legal Opinions - The buyback has been confirmed to comply with relevant laws and regulations, and the legal firm has verified that the buyer has the qualifications to execute the buyback plan [5].

Core Points - Hebei Keli Automobile Equipment Co., Ltd. is established as a joint-stock company in accordance with the Company Law and other relevant regulations, with a registered capital of RMB 95.2 million [1][2] - The company plans to issue 17 million shares to the public, approved by the China Securities Regulatory Commission on February 26, 2024 [1] - The company's business scope includes manufacturing and selling automotive parts, mold design and manufacturing, and technical development in various fields [1][2] Chapter Summaries Chapter 1: General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors while regulating its organization and behavior [1] - The company is registered in Qinhuangdao City and has a unified social credit code [1] - The chairman serves as the legal representative of the company, and the company is liable for civil activities conducted by the legal representative [1] Chapter 2: Business Objectives and Scope - The company's business objectives include creating value for customers, employees, society, and shareholders [1] - The business scope includes production and sales of automotive and mechanical parts, mold design, and technical development in various materials and equipment [1] Chapter 3: Shares - The company issues shares in the form of stocks with a par value of RMB 1 per share [2] - The company has issued a total of 95.2 million shares, all of which are ordinary shares [2] - The company cannot provide financial assistance for others to acquire its shares, except for employee stock ownership plans [2][3] Chapter 4: Shareholders and Shareholder Meetings - The company establishes a shareholder register based on the records provided by the securities registration and settlement institution [7] - Shareholders have rights to dividends, attend meetings, supervise operations, and transfer their shares [7][8] - The company must hold an annual shareholder meeting within six months after the end of the previous fiscal year [14] Chapter 5: Proposals and Notifications for Shareholder Meetings - Proposals must fall within the authority of the shareholder meeting and be clearly defined [58] - The company must notify shareholders of the meeting details at least 20 days in advance for annual meetings and 15 days for temporary meetings [60] Chapter 6: Voting and Resolutions of Shareholder Meetings - Resolutions can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring two-thirds approval [80][81] - Specific matters requiring special resolutions include amendments to the articles of association and changes in registered capital [82]

Core Viewpoint - The report outlines the self-examination of insider trading activities related to the acquisition of Jiangsu Aoyikes Automotive Electronics Technology Co., Ltd. by Wuhan Lingdian Automotive Control System Co., Ltd. The independent financial advisor, Changjiang Securities, confirms that the insider trading activities during the self-examination period do not constitute insider trading related to the transaction [1][6]. Group 1: Transaction Overview - Wuhan Lingdian Automotive Control System Co., Ltd. plans to issue shares and pay cash to acquire Jiangsu Aoyikes Automotive Electronics Technology Co., Ltd. from 27 counterparties [1]. - The self-examination period for insider trading activities spans from July 16, 2024, to one day before the disclosure of the restructuring report [1]. Group 2: Insider Trading Examination - The examination includes the trading activities of natural persons and institutions who are aware of the insider information during the self-examination period [1]. - Specific trading activities of insiders include: - Wu Zhanghua, a director and CFO, sold 670,000 shares on December 5, 2024, and held 2,033,474 shares as of May 28, 2025 [1]. - Yuan Bing, spouse of Vice President Wang Jie, bought 9,900 shares and sold 3,600 shares during the self-examination period [1]. - Zhu Kun, father of the company's securities representative, bought 1,000 shares and sold 1,200 shares [1]. Group 3: Commitments from Insiders - Insiders provided commitments stating that their trading activities were not related to the transaction and did not involve insider information [2][3][4]. - Each insider confirmed that they would comply with laws regarding insider trading and would not disclose any non-public information related to the transaction [2][3][4][5]. Group 4: Independent Financial Advisor's Opinion - The independent financial advisor, Changjiang Securities, concluded that the trading activities of insiders during the self-examination period did not constitute insider trading and would not pose a substantial obstacle to the transaction [6][7].

Core Viewpoint - Zhejiang Wan'an Technology Co., Ltd. has announced its profit distribution plan for the fiscal year 2024, which includes a cash dividend of 0.6 yuan per 10 shares, totaling approximately 31.09 million yuan, with no stock distribution or capital increase from reserves [1][2]. Group 1: Profit Distribution Plan - The profit distribution plan was approved at the annual shareholders' meeting held on May 19, 2025, with a base of 518,152,477 shares after deducting 900,000 repurchased shares [1]. - The cash dividend will be distributed to all shareholders, with a specific tax treatment for different categories of investors, including a differentiated tax rate for domestic and Hong Kong investors [1][2]. Group 2: Key Dates - The record date for the distribution is set for June 16, 2025, and the ex-dividend date is June 17, 2025 [2]. Group 3: Dividend Calculation and Adjustments - The cash dividend per share is calculated as 31,089,148.62 yuan divided by the total share capital of 519,052,477 shares, resulting in approximately 0.059895 yuan per share [2]. - Following the distribution, the maximum repurchase price will be adjusted from 20.00 yuan per share to 19.94 yuan per share, effective from June 17, 2025 [3].

Core Viewpoint - The company, Shanghai Jialeng Songzhi Automotive Air Conditioning Co., Ltd., has announced its profit distribution plan for the fiscal year 2024, which includes a cash dividend of RMB 1.00 per 10 shares, totaling RMB 62,623,020.00, excluding shares held in the repurchase account [1][2][3]. Group 1: Profit Distribution Plan - The total share capital of the company is 628,581,600 shares, with 2,351,400 shares held in the repurchase account, leading to a distribution base of 626,230,200 shares for the dividend [1][3]. - The cash dividend is calculated as RMB 62,623,020.00 divided by the adjusted total share capital, resulting in a per-share cash dividend of approximately RMB 0.996259 (including tax) [1][5]. - The profit distribution plan was approved at the 2024 annual general meeting held on May 22, 2025, and will be implemented according to the specified timeline [1][2]. Group 2: Dividend Payment Details - The record date for the dividend distribution is set for June 12, 2025, with the ex-dividend date on June 13, 2025 [3][4]. - The distribution will be made directly to shareholders' accounts through their respective securities companies [4]. - The company will not deduct individual income tax for certain categories of shareholders, with tax rates varying based on the type of shares held [3][5].