中信证券股份有限公司 关于贵州航宇科技发展股份有限公司及控股子公司 开展金融衍生品交易业务的核查意见 中信证券股份有限公司（以下简称"保荐人"）作为贵州航宇科技发展股份 有限公司（以下简称"航宇科技"或"公司"）2022 年度向特定对象发行股票和 券发行上市保荐业务管理办法》 《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 11 号——持续督导》等相关规定，对航宇科 技开展外汇金融衍生品交易业务事项进行了核查，并发表核查意见如下： 一、交易情况概述 （二）交易金额及期限 公司及控股子公司拟开展的外汇金融衍生品交易业务主要外币币种为美元、 欧元，在任一时点用于外汇金融衍生品交易金额最高不超过 3 亿元人民币（或等 值的其他货币），上述额度在董事会审议通过之日起 12 个月内可以循环使用。 （三）交易品种及方式 结合公司实际业务情况，拟开展的外汇金融衍生品交易业务主要包括即期、 远期、掉期（互换）、期权等产品或上述产品的组合，对应基础资产包括利率、 汇率、货币或是上述标的组合。 （四）交易对手方 交易对手主要为经营稳健、资信良好、具有金融衍生品交易业务经营资格的 国有及股份制银行， ...

Core Viewpoint - The document outlines the management system for foreign exchange derivative trading at OFILM Group Co., Ltd., emphasizing the need for risk management, compliance with regulations, and the establishment of a structured operational framework for such trading activities [1][2][3]. Summary by Sections General Principles - The purpose of the system is to standardize foreign exchange derivative trading and related information disclosure, enhance management, prevent investment risks, and ensure asset safety [1]. - Derivatives include forwards, swaps, options, and combinations thereof, with underlying assets being securities, indices, interest rates, exchange rates, currencies, and commodities [1]. Trading Operations Principles - The company does not engage in foreign exchange trading solely for profit; all trading activities are based on normal business operations and aimed at hedging against exchange rate risks [2][3]. - Trading is permitted only with qualified financial institutions approved by the State Administration of Foreign Exchange and the People's Bank of China [2][3]. - The foreign currency amounts in derivative contracts must not exceed the company's prudent forecast of foreign currency receipts and payments [2][3]. Approval Authority - The Board of Directors is responsible for reviewing the necessity and risk control of foreign exchange derivative trading, with overall plans and limits requiring the Chairman's consent before submission for Board approval [3][4]. - A feasibility analysis report must be provided for derivative trading, and certain conditions require submission to the shareholders' meeting for approval [4]. Management and Internal Procedures - The General Manager is authorized to manage foreign exchange derivative trading operations and sign relevant agreements [5]. - The finance department is responsible for daily management and must report on the trading situation and any anomalies [5][6]. Information Disclosure - All foreign exchange derivative trading activities must be disclosed promptly after Board approval, detailing the necessity and rationale for the trades [7][8]. - Significant risks or losses must be disclosed through temporary announcements, and specific details about the trading purpose and expected financial implications must be provided [8][9]. Miscellaneous - The system applies to the company's subsidiaries, which must also comply with these regulations [10]. - The Board of Directors holds the interpretation rights of this system [11].

Group 1 - The People's Bank of China, Henan Branch, reported on the foreign economic development situation in Henan Province for the first half of 2025, emphasizing the importance of financial support for stabilizing foreign trade and investment [4] - The bank has enhanced the convenience of cross-border trade and investment financing, allowing more specialized, small and medium-sized private enterprises, and cross-border e-commerce entities to benefit from foreign exchange policies [4] - In the first half of the year, 410 quality enterprises in the province processed 34,700 trade foreign exchange transactions, totaling $42.7 billion [4] Group 2 - The bank has strengthened services for enterprises to hedge against exchange rate risks, promoting the use of foreign exchange derivatives and holding outreach events for over 200 large private enterprises [5] - In the first half of the year, foreign-related enterprises used foreign exchange derivatives to hedge against risks amounting to $6.4 billion, with a new hedging rate of 22.88%, an increase of 5 percentage points from the previous year [5]

Core Viewpoint - The document outlines the management system for foreign exchange derivative trading at Guangdong Songfa Ceramics Co., Ltd., emphasizing the need for risk prevention, compliance with regulations, and the establishment of a robust management mechanism for the company's foreign exchange derivative trading activities [1][2]. Group 1: General Principles - The foreign exchange derivative trading activities are aimed at mitigating and preventing exchange rate or interest rate risks, based on the company's normal production and operational needs [2]. - The company must conduct foreign exchange derivative transactions with qualified financial institutions and cannot engage with unauthorized organizations or individuals [2][3]. - Transactions must align with the company's foreign currency receivables and payables forecasts, ensuring that the amounts do not exceed these forecasts [2][3]. Group 2: Approval Authority - The Board of Directors is responsible for reviewing the necessity and legality of foreign exchange derivative trading decisions, with disclosures made in relevant announcements or reports [3][4]. - Any overall plan and limits for foreign exchange derivative trading must be approved by the Board of Directors or, if exceeding their authority, by the shareholders' meeting [3][4]. Group 3: Management and Operational Procedures - The Board may authorize the Chairman or designated individuals to manage specific foreign exchange derivative trading operations within the approved scope [4][5]. - The company can estimate the scope, limits, and duration of derivative trading for the next 12 months to streamline operations [4][5]. Group 4: Risk Management - The company must implement measures to prevent funding risks, ensuring that trading does not utilize cash flow beyond normal operations [6][7]. - In cases of significant losses or market changes, the finance department must report to management and the Board, providing a risk analysis report that includes trading positions and risk assessments [7][8]. Group 5: Information Disclosure - The company is required to disclose foreign exchange derivative trading activities as per relevant laws and regulations, ensuring transparency in operations [8]. - All trading documents must be retained for at least 10 years by the finance department [8].

Core Insights - The development of green finance in China faces challenges, including insufficient coverage of standards and a lack of product innovation and market mechanisms [1][2] Group 1: Current Issues in Green Finance - Existing green finance standards primarily serve "pure green" economic activities, failing to adequately cover low-carbon transition activities in high-carbon industries, which account for approximately 75% of national carbon emissions [1] - High-carbon industries such as power generation and steel will continue to play a significant role in the national economy and are key areas for energy conservation and carbon reduction [1] Group 2: Financial Support and Market Mechanisms - The price discovery function of financial support for green low-carbon development is not fully realized, particularly in incentivizing high-carbon enterprises to reduce emissions [2] - Although financial institutions have introduced products linked to carbon indicators, these products have not yet achieved large-scale development [2] Group 3: Recommendations for Improvement - It is suggested to enhance policy standards by coordinating financial and industrial policies, and to establish national-level transition financial standards that cover key high-carbon industries [2] - There is a need to strengthen product innovation by expanding the range of financial institutions participating in the carbon market and enriching the types of carbon financial products such as futures and options [2] - Improving infrastructure and increasing the quality of corporate information disclosure are essential to support product innovation and reduce financing costs while effectively preventing "greenwashing" risks [2]

Core Viewpoint - The recent ASEAN investment exchange seminar, organized by the Industrial and Commercial Bank of China (ICBC) in Zhongshan, aimed to explore opportunities and challenges for local enterprises in the context of US-China tariff frictions [1][3]. Group 1: Event Overview - The seminar was attended by nearly 40 business representatives, focusing on the collaboration between government, banks, and enterprises to discuss the "going out" strategy for Zhongshan companies [1]. - Experts from the State Administration of Foreign Exchange and ICBC provided insights on tariff cost hedging, exchange rate risk management, and cross-border settlement facilitation [3]. Group 2: Financial Services and Risk Management - ICBC's experts emphasized the importance of establishing a "risk-neutral" mindset for enterprises amid increasing RMB exchange rate flexibility, while offering methods for exchange rate risk management [3]. - The seminar included presentations on Thailand's business environment, legal regulations, and financial services, aimed at guiding companies in their overseas ventures [3]. Group 3: Strategic Support for Enterprises - ICBC is leveraging its global network and financial technology to support Zhongshan enterprises in various scenarios, including investment, trade settlement, employee management, and fund management [7]. - The bank plans to provide professional exchange rate risk management solutions, encouraging the use of forward contracts and options to effectively hedge against exchange rate fluctuations [7].

Core Viewpoint - The document outlines the management system for securities investment and financial derivatives trading of the company, emphasizing risk control, compliance with laws, and protection of investor rights [1][2]. Group 1: General Principles - The system aims to regulate the company's securities investment and financial derivatives trading, ensuring risk control and compliance with relevant laws and regulations [1]. - Securities investment includes various activities such as new stock subscriptions, stock repurchases, and bond investments [1]. - Financial derivatives trading encompasses products like forwards, futures, swaps, and options, with underlying assets that can include securities, indices, interest rates, and commodities [1][2]. Group 2: Scope and Applicability - The system applies to the company and its consolidated subsidiaries, requiring subsidiaries to obtain company approval before engaging in securities investment and derivatives trading [2][3]. - Certain investment behaviors, such as fixed-income investments or acquiring over 10% of another company's shares for more than three years, are excluded from this system [2]. Group 3: Approval Authority - The board of directors must review investment risks and control measures for securities investments exceeding 1% of the company's latest audited net assets or 10 million RMB [3]. - Investments exceeding 5% of net assets or 50 million RMB require both board and shareholder meeting approvals [3]. Group 4: Risk Control Measures - The company must use its own funds for securities investment and derivatives trading, avoiding the use of raised funds or non-compliant sources [3][10]. - A risk emergency response mechanism must be activated in case of significant market changes or operational violations [10]. Group 5: Internal Management and Auditing - The board and shareholders are the main decision-making bodies for securities investment and derivatives trading, with the management executing operations within authorized limits [6]. - The audit department is responsible for supervising trading activities and must conduct audits at least biannually [7]. Group 6: Information Disclosure - The company must disclose its securities investment and derivatives trading activities according to the Shanghai Stock Exchange rules [13]. - Any significant risks or potential risks must be reported to the exchange and publicly announced when they meet disclosure standards [13]. Group 7: Legal Responsibilities - Violations of laws or internal regulations in trading activities will lead to serious consequences for responsible personnel, including legal accountability [15].

Group 1 - Coinbase announced a $2.9 billion acquisition of Dubai-based cryptocurrency derivatives exchange Deribit, marking the largest acquisition in the cryptocurrency industry to date [1] - The acquisition price includes $700 million in cash and 11 million shares of Coinbase Class A common stock, with the deal expected to close by the end of this year [1] - Following the announcement, Coinbase's stock price surged nearly 6% [1] Group 2 - The acquisition aims to position Coinbase as a leader in the global derivatives market, allowing it to compete with major players like Binance [3] - Despite being the largest cryptocurrency exchange in the U.S., Coinbase has a relatively small market share globally, where trading is heavily concentrated on Binance [3] - Deribit, a leading cryptocurrency derivatives platform, recorded over $1 trillion in trading volume last year and currently has approximately $30 billion in open interest [3] Group 3 - Deribit has a strong and profitable business model, with a stable record of positive adjusted EBITDA growth, which is expected to enhance profitability post-acquisition [3] - The acquisition is seen as a critical breakthrough in Coinbase's international expansion strategy, diversifying revenue sources and improving profitability [3] Group 4 - The acquisition comes at a favorable time for the cryptocurrency industry, with the U.S. White House expressing support for the sector, which has spurred recent merger and acquisition activity [4] - Other notable acquisitions in the industry include Kraken's $1.5 billion acquisition of NinjaTrader and Ripple's agreement to acquire brokerage Hidden Road [4]