苏州清越光电科技股份有限公司 对外投资管理制度 苏州清越光电科技股份有限公司 对外投资管理制度 二零二五年八月 苏州清越光电科技股份有限公 第一章 总则 第一条 为规范苏州清越光电科技股份有限公司（下称"公司"）对外投资行为， 建立规范、有效、科学的投资决策体系和机制，降低对外投资风险，提高对外投 资效益，避免投资决策失误，实现公司资产的保值增值，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》《上海证券交易所科创 板股票上市规则》《上海证券交易所上市公司自律监管指引第 5 号——交易与关 联交易》等有关法律、法规、规范性文件以及《苏州清越光电科技股份有限公司 章程》（以下简称《公司章程》）的有关规定，特制定本制度。 第二条 本制度所称对外投资，是指公司为获取未来收益而将一定数量的货币资 金、股权以及经评估后的实物或无形资产作价出资，对外进行各种形式的投资活 动。 本制度适用于公司及公司全资、控股子公司（以下简称"子公司"）的一切对外投 资行为。 第三条 公司对外投资行为应符合国家及省市有关法律法规及产业政策，符合公 司发展战略，有利于增强公司竞争能力，有利于合理配置企业资源，创 ...

苏州清越光电科技股份有限公司 内部审计制度 苏州清越光电科技股份有限公司 内部审计制度 苏州清越光电科技股份有限公司 内部审计制度 二零二五年八月 苏州清越光电科技股份有限公司 内部审计制度 目 录 第一章 总则 第一条 为了规范内部审计工作，明确内部审计机构和人员的职责，发挥内部 审计在强化内部控制、改善经营管理、提高经济效益中的作用，进一步促进苏 州清越光电科技股份有限公司（以下简称"公司"）的自我完善和发展，实现 内部审计工作的制度化和规范化，根据《中华人民共和国审计法》《中华人民 共和国公司法》《中华人民共和国证券法》等有关法律法规和规范性文件，以 及《苏州清越光电科技股份有限公司章程》（以下简称《公司章程》）的规定， 结合公司实际，特制定本制度。 第二条 本制度所称内部审计，是指由公司内部审计机构或人员，对其内部控 制和风险管理的有效性、财务信息的真实性和完整性以及经营活动的效率和效 果等开展的一种评价活动。 第三条 本制度所称内部控制，是指公司董事会、高级管理人员及其他有关人 员为实现下列目标而提供合理保证的过程： 第四条 公司应当依照国家有关法律、法规、规章及本制度的规定，结合本公 司所处行业和 ...

证券日报网讯南极光（300940）8月20日在互动平台回答投资者提问时表示，公司深圳厂区(月产能200 万+片)与江西万载厂区(月产能500万+片)共同构成了超700万片/月的规模化产能，其中万载厂区建筑面 积约5.67万平方米，具备快速扩充产能的能力。该产能可有效支持包括任天堂Switch2在内的核心客户 订单及现有订单需求。公司具备高效的产能调节和快速爬坡能力，能灵活响应突发性增量需求。作为任 天堂Switch2背光源独供厂商，公司通过持续的技术迭代，精准满足终端客户对显示性能与交付效率的 严苛需求。 ...

Summary of Key Points Core Viewpoint - The trading activity of Rainbow Co., Ltd. shows a mixed performance in the recent three trading days, with notable financing buy-ins and net selling on a specific day [1]. Financing Activity - On August 15, Rainbow Co. recorded a financing buy-in amount of 0.12 billion, ranking 1236th in the market [1]. - The financing repayment amount on the same day was 0.18 billion, resulting in a net selling of 5.45 million [1]. - Over the last three trading days (August 13-15), the financing buy-in amounts were 0.16 billion, 0.31 billion, and 0.12 billion respectively [1]. Securities Lending - On August 15, the company had a securities lending activity with a sell-out of 0.03 thousand shares and a net buy-in of 2.51 thousand shares [1].

Core Viewpoint - Huaying Technology (000536) reported a decline in total revenue and an increase in net loss for the first half of 2025, indicating ongoing financial challenges despite some improvements in specific metrics [1]. Financial Performance Summary - Total revenue for the first half of 2025 was 721 million yuan, a decrease of 16.59% compared to the same period in 2024 [1]. - The net profit attributable to shareholders was -476 million yuan, showing an improvement of 15.5% year-on-year [1]. - In Q2 2025, total revenue was 379 million yuan, down 14.16% year-on-year, while the net profit attributable to shareholders was -243 million yuan, up 20.74% year-on-year [1]. - The gross margin was -24.89%, an increase of 5.35% year-on-year, while the net margin was -66.15%, a decrease of 1.34% year-on-year [1]. - Total expenses (selling, administrative, and financial) amounted to 180 million yuan, accounting for 24.93% of revenue, an increase of 14.56% year-on-year [1]. Balance Sheet Highlights - Cash and cash equivalents decreased by 65.82% to 299 million yuan, primarily due to loan repayments and payment of goods [1][2]. - Accounts receivable dropped by 56.99% to 37.99 million yuan, attributed to reduced customer shipment volumes [2]. - Interest-bearing liabilities decreased by 12.19% to 3.453 billion yuan [1]. - The current ratio was reported at 0.19, indicating increased short-term debt pressure [1][4]. Cash Flow Analysis - Operating cash flow per share was -0.03 yuan, a significant decline of 135.1% year-on-year, due to reduced cash receipts from customers [1][3]. - The net cash flow from financing activities increased by 179.47%, reflecting higher cash received from borrowings compared to the previous year [3]. Business Evaluation - The company's historical return on invested capital (ROIC) has been poor, with a median of -5.77% over the past decade, and a particularly low ROIC of -27.46% in 2018 [4]. - The company has reported losses in 11 out of 31 annual reports since its listing, indicating a challenging financial history [4]. - Recommendations include monitoring cash flow and debt levels, as the interest-bearing asset-liability ratio reached 44.99% [4].

General Principles - The rules are established to protect shareholders' legal rights and ensure the proper functioning of the shareholders' meeting [1][2] - The rules apply to all shareholders, their representatives, and other relevant attendees [2] - The shareholders' meeting is the highest authority of the company, responsible for major decisions [3][4] Rights and Obligations of Shareholders - Shareholders have rights proportional to their shareholding, including profit distribution, voting, and supervision of company operations [5][6] - Shareholders can request to review company documents and participate in meetings [7][8] - Shareholders must comply with laws and regulations, and misuse of rights can lead to liability [12][13] Powers of the Shareholders' Meeting - The shareholders' meeting has the authority to elect directors, approve financial reports, and make decisions on capital changes [15][16] - Certain significant transactions, such as guarantees exceeding specific thresholds, require approval from the shareholders' meeting [16][17] Convening and Notification of Shareholders' Meetings - Annual meetings must be held within six months after the end of the fiscal year, while temporary meetings can be called as needed [19][20] - Shareholders must be notified in writing at least 21 days before an annual meeting and 15 days before a temporary meeting [23][24] Proposals for Shareholders' Meetings - Proposals must fall within the powers of the shareholders' meeting and be submitted in advance [35][36] - Shareholders holding at least 1% of shares can propose items for discussion [36][37] Voting and Resolutions - Voting is conducted based on the number of shares held, with different thresholds for ordinary and special resolutions [68][69] - Certain matters require a higher voting threshold, such as capital changes and mergers [71][72]

Core Points - The document outlines the rules for shareholder meetings of Shanghai Hehui Optoelectronics Co., Ltd, ensuring the protection of shareholders' rights and the proper functioning of the highest authority within the company [1][2][3] Group 1: General Provisions - The rules are established based on the Company Law and Securities Law of the People's Republic of China, applicable to all shareholders and their representatives [1][2] - The shareholder meeting is the power institution of the company, responsible for major decisions [1][3] Group 2: Rights and Obligations of Shareholders - Shareholders have rights to dividends, attend meetings, supervise operations, and access company documents [2][3] - Shareholders must provide proof of their shareholding to access company information [3][5] Group 3: Powers of the Shareholder Meeting - The shareholder meeting has the authority to elect directors, approve financial reports, and decide on profit distribution [6][7] - Major asset transactions exceeding 30% of the company's audited total assets must be approved by the shareholder meeting [6][7] Group 4: Meeting Procedures - Annual meetings must be held within six months after the end of the fiscal year, while temporary meetings can be called under specific circumstances [12][18] - Shareholders must be notified of meetings at least 20 days in advance for annual meetings and 15 days for temporary meetings [22][23] Group 5: Proposals and Voting - Proposals must be within the powers of the shareholder meeting and clearly defined [34][35] - Voting can be conducted in person or through authorized representatives, with specific rules for counting votes and announcing results [67][79]

Core Points - The article outlines the independent director system of Shanghai Hehui Optoelectronics Co., Ltd, aimed at improving corporate governance and protecting the interests of minority shareholders and stakeholders [1][2]. Group 1: General Principles - The independent director is defined as a board member who does not hold any other position in the company and has no direct or indirect interests that could affect their independent judgment [1][2]. - Independent directors have a duty of loyalty and diligence to the company and all shareholders, and they must perform their responsibilities in accordance with laws, regulations, and the company's articles of association [1][2]. Group 2: Independence and Qualifications - The board of directors must have three independent directors, including at least one accounting professional [2]. - Independent directors must meet specific independence criteria, including not having close relationships with major shareholders or the actual controller of the company [3][4]. - Candidates for independent directors must possess relevant qualifications, including at least five years of experience in law, accounting, or economics [6][8]. Group 3: Responsibilities and Powers - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [20][21]. - They have the authority to independently hire external consultants for audits or consultations and can propose the convening of temporary shareholder meetings [21][22]. Group 4: Meetings and Reporting - Independent directors must attend board meetings in person and can only delegate their attendance under specific circumstances [12][13]. - They are required to submit annual reports detailing their activities, including attendance at meetings and interactions with minority shareholders [36][37]. Group 5: Legal Responsibilities - Independent directors are liable for any economic losses caused to the company due to their unauthorized departure from their duties [44]. - They must sign board resolutions and are responsible for ensuring compliance with laws and regulations [45][46].

Core Points - The document outlines the independent director system for Shanghai Hehui Optoelectronics Co., Ltd, aiming to enhance corporate governance and protect the interests of minority shareholders [1][2][3] - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their independent judgment [1][2] - The proportion of independent directors on the board must be no less than one-third, including at least one accounting professional [2][3] Group 1 - Independent directors have a duty of loyalty and diligence to the company and all shareholders, and they must perform their roles according to relevant laws and regulations [2][3] - Independent directors must avoid situations that could compromise their independence and must disclose any conflicts of interest [2][4] - The company must establish committees such as the audit committee, nomination committee, and compensation committee, with independent directors holding a majority in these committees [2][3] Group 2 - To qualify as an independent director, candidates must meet specific criteria, including relevant work experience and a clean personal record [3][4] - Certain individuals, such as those with significant shareholdings or familial ties to major shareholders, are prohibited from serving as independent directors [4][5] - Independent directors are required to conduct annual self-assessments of their independence and report their findings to the board [5][6] Group 3 - The nomination and election process for independent directors involves proposals from the board or shareholders, with a requirement for transparency and consent from nominees [7][8] - Independent directors must attend board meetings and can only be absent with prior review of materials and delegation of authority to another independent director [12][13] - The independent directors have specific rights, including the ability to hire external advisors and propose meetings to address significant issues [20][21] Group 4 - Independent directors must submit annual reports detailing their activities, including attendance at meetings and interactions with shareholders [19][20] - The company is responsible for providing necessary resources and support to independent directors to fulfill their duties effectively [38][39] - Compensation for independent directors must be approved by the board and disclosed in the company's annual report [43][44]

Core Viewpoint - The company, Shanghai Hehui Optoelectronics Co., Ltd., has announced adjustments to its Articles of Association and related rules following its H-share issuance and listing on the Hong Kong Stock Exchange, including the abolition of the supervisory board and the transfer of its powers to the audit committee of the board [1][3]. Summary by Sections Company Articles of Association Adjustments - The company has revised its Articles of Association to reflect the legal binding nature of the document for shareholders, directors, and senior management, allowing shareholders to sue the company and vice versa [3][4]. - The company will adopt a system of registered shares, with specific naming conventions for shares with restricted voting rights [3][4]. Capital Increase and Share Repurchase - The company can increase its capital through various methods, including issuing shares to unspecified objects and distributing bonus shares to existing shareholders [4][5]. - The company can repurchase its shares through public centralized trading or other legally recognized methods, with specific conditions for different scenarios of share repurchase [5][6]. Shareholder Rights - Shareholders are entitled to dividends, participate in shareholder meetings, and supervise the company's operations, among other rights [12][13]. - The company must ensure that all shareholders are treated fairly and that their legal rights are protected [14]. Board and Shareholder Meeting Procedures - The board of directors is responsible for convening shareholder meetings and must provide timely notifications regarding meeting details and proposals [18][19]. - Shareholders holding a significant percentage of shares can request the convening of temporary shareholder meetings under certain conditions [18][19]. Compliance and Responsibilities - The company’s controlling shareholders and actual controllers must adhere to regulations regarding the protection of the company and other shareholders' rights [15][16]. - The company is obligated to disclose information and comply with relevant laws and regulations regarding shareholder rights and corporate governance [15][16].