Core Viewpoint - Honghe Technology Co., Ltd. has approved a proposal to engage in foreign exchange derivative hedging transactions to mitigate uncertainties arising from exchange rate fluctuations in its overseas business [1][2]. Group 1: Business Strategy - The company has been expanding its overseas business, which is primarily settled in foreign currencies such as USD and EUR, leading to significant exposure to exchange rate volatility [1]. - The approved foreign exchange derivative business will have a maximum trading margin and premium limit of up to $10 million, with the highest contract value on any trading day not exceeding $200 million [1]. Group 2: Risk Management - The foreign exchange derivative trading will include various products such as forward foreign exchange contracts, currency swaps, and foreign exchange options, with transactions conducted through qualified financial institutions [2]. - The company has established an internal control system for foreign exchange derivative trading to manage risks, including market, liquidity, performance, customer default, operational, and legal risks [2].

Core Points - The company held its third board meeting on August 25, 2025, with all nine directors present, and the meeting was conducted in accordance with relevant laws and regulations [1][2] - The board approved the proposal to abolish the supervisory board and amend the company's articles of association, which will require shareholder approval [2][4] - The board also approved the revision of 18 basic management systems, including the audit committee and strategic committee working rules, and the establishment of a foreign exchange derivative trading management system [2][3] - The board approved the revision of the related party transaction decision-making system, which will also require shareholder approval [4] - The board approved the establishment of a salary total management system to enhance the market-oriented salary distribution mechanism [4][5] - The board completed the review of the 2025 semi-annual report and the special report on the use of raised funds, both of which were approved unanimously [5][6] - The board approved the risk assessment report for Yunnan Yuntianhua Group Financial Co., Ltd. for the first half of 2025, with some directors abstaining from the vote [6][7] - The board approved an increase in the expected daily related party transaction limit for 2025, which will require shareholder approval [7][8] - The board approved a guarantee limit of up to RMB 500 million for its wholly-owned subsidiary Zhuhai Zhuglass Electronic Materials Co., Ltd. [8] - The board approved the proposal to conduct foreign exchange derivative hedging transactions to mitigate risks associated with foreign exchange fluctuations [8][9] - The board agreed to hold the first temporary shareholders' meeting of 2025 on September 12, 2025, to review matters requiring shareholder approval [9]

中国国际金融股份有限公司 关于南京茂莱光学科技股份有限公司 一、本次开展外汇衍生品套期保值交易业务的基本情况 （一）交易目的 茂莱光学海外业务经营主要以美元、欧元、英镑等外币进行结算。为了提高 公司应对外汇市场风险的能力，规避和防范外汇汇率波动风险对公司经营业绩造 成的不利影响，增强公司财务稳健性，茂莱光学（包括境内外全资、控股子公司） 拟开展外汇衍生品交易业务。本次交易以规避和防范汇率风险为目的，不进行投 机和套利交易。 （二）交易金额 公司（包括境内外全资、控股子公司，下同）2025年度拟开展的外汇衍生产 品套期保值交易业务的金额不超过1亿元人民币或其他等值外币货币，在决议通 过之日起12个月内可以滚动使用。如需保证金，保证金为公司自有资金。有效期 内任一时点的交易金额（含前述交易的收益进行再交易的相关金额）不超过前述 最高额度。 开展外汇衍生品套期保值交易业务的核查意见 中国国际金融股份有限公司（以下简称"中金公司"或"保荐机构"）作为 南京茂莱光学科技股份有限公司（以下简称"茂莱光学"或"公司"）首次公开 发行股票并在科创板上市项目的保荐机构，根据《证券发行上市保荐业务管理办 法》《上海证券交易所科创 ...