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四川洲睿微电子科技有限公司成立 注册资本100万人民币
Sou Hu Cai Jing· 2025-08-28 08:12
Core Insights - Sichuan Zhou Rui Microelectronics Technology Co., Ltd. has been established with a registered capital of 1 million RMB [1] - The company is engaged in a wide range of activities including technology services, electronic components retail and wholesale, integrated circuit design and sales, and software development [1] Company Overview - The legal representative of the company is Chen Long [1] - The business scope includes general projects such as technical services, technology development, and electronic product sales [1] - The company also focuses on research and development of motor and control systems, as well as information system integration services [1]
复旦微电: 第九届监事会第二十一次会议决议公告
Zheng Quan Zhi Xing· 2025-08-27 12:12
Core Viewpoint - The supervisory board of Shanghai Fudan Microelectronics Group Co., Ltd. has approved several key resolutions during its meeting, including the review of the 2025 semi-annual report, the use of surplus funds from the initial public offering, and the management of idle funds for investment purposes [1][2][3] Group 1: Semi-Annual Report - The supervisory board confirmed that the 2025 semi-annual report and its summary were prepared and reviewed in accordance with legal and regulatory requirements, accurately reflecting the company's operational and financial status during the reporting period [1] - The board ensured that no violations of confidentiality occurred during the preparation and review of the semi-annual report [1] Group 2: Use of Surplus Funds - The board approved the permanent use of surplus funds and remaining over-raised funds from the initial public offering for working capital, following the completion of the investment projects [2] - The board agreed to close the dedicated account established for the raised funds and complete the necessary procedures [2] Group 3: Idle Funds Management - The board supported the use of idle self-owned funds for financial management, aiming to enhance the efficiency of fund utilization and generate investment returns without harming the interests of the company and minority shareholders [2] - The decision aligns with relevant legal and regulatory requirements [2] Group 4: Asset Impairment Provision - The board approved the provision for asset impairment for the first half of 2025, confirming that the process was legal and based on sufficient evidence, in accordance with accounting standards and company policies [2][3] Group 5: Special Report on Fund Usage - The board reviewed and approved the special report on the storage and actual usage of raised funds for the first half of 2025 [3]
力合微: 关于变更注册资本并修订《公司章程》及制定、修订部分公司治理制度的公告
Zheng Quan Zhi Xing· 2025-08-27 12:09
Capital Change - The company has increased its registered capital from RMB 121,177,380 to RMB 145,328,310 following a profit distribution and capital reserve conversion plan approved in the annual shareholders' meeting [1][6] - A cash dividend of RMB 3 per 10 shares (including tax) was distributed, totaling RMB 36,226,395, along with a capital reserve conversion of 2 shares for every 10 shares held, resulting in an increase of 24,150,930 shares [1][6] Company Charter Revision - The company has revised its charter to reflect the changes in registered capital and total shares, updating Article 6 to state the new registered capital of RMB 145,328,310 [1][6] - Other articles related to the roles and responsibilities of the board and management have also been updated to align with the new governance structure [2][5] Governance System Updates - The company has developed and revised several governance systems in accordance with relevant laws and regulations, including management of shareholding changes by directors and senior management, and prevention of fund occupation by major shareholders and related parties [6] - The revised charter and governance documents will be disclosed on the Shanghai Stock Exchange website [6]
力合微: 信息披露管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 12:09
General Principles - The information disclosure management system is established to regulate the information disclosure behavior of Shenzhen Lihe Microelectronics Co., Ltd. and related parties, ensuring compliance with laws and regulations while protecting shareholders' rights [1][2] - The term "information" refers to any matter that may significantly impact the trading price of securities or investment decisions, including mandatory disclosures and voluntarily disclosed information by the company [1] Disclosure Timeliness and Responsibilities - Timely disclosure is defined as within two trading days from the triggering event [2] - The system applies to the board of directors, senior management, and other relevant personnel, including shareholders holding more than 5% of shares [2][3] Basic Principles of Disclosure - Information disclosure is a continuous responsibility, requiring strict adherence to legal and regulatory requirements [2][3] - The company must ensure that all shareholders receive information in a truthful, accurate, complete, and timely manner, without any misleading statements or omissions [2][3] Management of Insider Information - The company must establish an insider information management system to limit the number of individuals with access to insider information before its legal disclosure [3][4] - Any insider must not disclose or use insider information for trading purposes before it is publicly disclosed [3][4] Regular Reporting Requirements - The company is required to disclose annual, semi-annual, and quarterly reports, with specific deadlines for each [6][7] - Financial reports must be audited by a qualified accounting firm before disclosure [6][7] Temporary Reporting Requirements - The company must disclose significant transactions that meet certain thresholds, such as asset transactions exceeding 10% of total assets or significant profit impacts [12][13] - Related party transactions must also be disclosed if they exceed specified amounts [15][16] Major Events Disclosure - The company must disclose major events that could significantly affect the trading price of its securities, including legal issues, financial difficulties, or significant operational changes [16][17] - Disclosure must occur at the earliest of specific triggering events, such as board resolutions or when management becomes aware of the event [28][29] Internal Control and Compliance - The company must implement internal controls for financial management and accounting, ensuring compliance with disclosure requirements [51][52] - An audit committee is responsible for overseeing the company's internal controls and external audits [52][53] Confidentiality and Penalties - All personnel with access to undisclosed information are obligated to maintain confidentiality and are prohibited from insider trading [62][63] - Violations of disclosure obligations may result in penalties, and the company reserves the right to pursue legal action against responsible individuals [66][67]
力合微: 总经理工作细则(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 12:08
Core Points - The document outlines the responsibilities and powers of the General Manager of Shenzhen Lihui Microelectronics Co., Ltd, aiming to enhance corporate governance and clarify managerial roles [5][6] - The General Manager is accountable to the Board of Directors and is responsible for implementing board resolutions and managing daily operations [5][6] - The document specifies the procedures for appointing and dismissing the General Manager and other senior management positions [8][8] Chapter Summaries Chapter 1: General Principles - The purpose of the guidelines is to improve the corporate governance structure and clarify the General Manager's powers and responsibilities [5] - The company has one General Manager and several Deputy General Managers [5] Chapter 2: Powers of the General Manager - The General Manager presides over the company's management, implements board resolutions, and reports to the board [5] - Specific powers include organizing annual business plans, proposing internal management structures, and deciding on significant transactions under certain thresholds [5][6] Chapter 3: Responsibilities of the General Manager - The General Manager must ensure the protection and appreciation of company assets and manage relationships among stakeholders [6] - Responsibilities also include promoting quality management, enhancing market adaptability, and ensuring safety and environmental protection [6] Chapter 4: Work Procedures and Institutions - The General Manager's office is responsible for handling tasks assigned by the General Manager, with departments reporting directly to them [7] - Regular meetings are held to discuss major operational and management issues, with at least one quarterly meeting scheduled [7] Chapter 5: Appointment and Dismissal of the General Manager - The General Manager is appointed or dismissed by the Board of Directors, with a term of three years [8] - Procedures for resignation and dismissal are outlined, including the requirement for an exit audit [8] Chapter 6: Supplementary Provisions - The guidelines take effect upon approval by the Board and can be modified as necessary [8] - Any unresolved matters will be governed by relevant national laws and regulations [8]
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]