北京市中伦律师事务所 关于华勤技术股份有限公司 2026 年限制性股票激励计划相关调整与授予事项的 法律意见书 $$\underline{{{-}}}\,\mathrm{O}\,\underline{{{-}}}\,\mathrm{\lambda\not\!E}\,\underline{{{-}}}\,\mathrm{H}$$ | 一、本次调整与本次授予的批准与授权 | 3 | | --- | --- | | 二、本次调整的具体内容 | 4 | | 三、本次授予的授予日 | 5 | | 四、本次授予的授予条件 | 5 | | 五、结论意见 | 6 | 北京市中伦律师事务所 法律意见书 关于华勤技术股份有限公司 2026 年限制性股票激励计划相关调整与授予事项的 法律意见书 致：华勤技术股份有限公司 根据华勤技术股份有限公司（以下简称"华勤技术"或"公司"）与北京市 中伦律师事务所（以下简称"本所"）签订的《专项法律服务合同》的约定及受 本所指派，本所律师作为公司 2026 年限制性股票激励计划（以下简称"激励计 划"或"本次激励计划"）相关事宜的专项法律顾问，就本次激励计划的相关调 整（以下简称"本次调整"） ...

Group 1 - The company Huqin Technology announced the convening of its 23rd second board meeting on February 12, 2026, which was held in a hybrid format of in-person and video communication [1] - The meeting reviewed the proposal regarding the grant of restricted stock to the incentive objects of the company's 2026 restricted stock incentive plan [1] Group 2 - Investors Ge Weidong and Fang Wenyuan each invested 1 billion yuan in the company, leading to a significant increase in the company's stock price [1] - Historical analysis indicates that retail investors participating in private placements have experienced both gains and losses [1]

华勤技术股份有限公司董事会薪酬与考核委员会 关于 2026 年限制性股票激励计划 激励对象名单（授予日）的核查意见 华勤技术股份有限公司（以下简称"公司"）董事会薪酬与考核委员会根据《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》（以 下简称《证券法》）、《上市公司股权激励管理办法》（以下简称《管理办法》） 等有关法律、法规及规范性文件和《公司章程》的规定，对公司 2026 年限制性 股票激励计划（以下简称"本激励计划"）激励对象名单（授予日）进行审核，发 表核查意见如下： 1、除 4 名员工不符合授予条件外，公司本激励计划授予激励对象人员名单 与公司 2026 年第一次临时股东会批准的《华勤技术股份有限公司 2026 年限制性 股票激励计划（草案）》规定的激励对象条件相符，激励对象不包含独立董事、 单独或合计持有公司 5%以上股份的股东或实际控制人及其配偶、父母、子女。 2、本次获授权益的激励对象不存在《管理办法》规定的不得成为激励对象 的以下情形： （1）最近 12 个月内被证券交易所认定为不适当人选； （2）最近 12 个月内被中国证监会及其派出机构认定为不适当人选； （3）最 ...

证券代码：603296 证券简称：华勤技术 公告编号：2026-014 华勤技术股份有限公司 一、董事会会议召开情况 华勤技术股份有限公司（以下简称"华勤技术"或"公司"）于2026年2月12日 以现场和视频通讯相结合的方式召开第二届董事会第二十三次会议，本次会议的 通知于2026年2月9日以电子邮件方式发出。会议应出席董事9人，实际出席会议 董事9人，本次会议由董事长邱文生先生主持。本次会议的召集、召开及表决程 序符合有关法律、行政法规、部门规章、规范性文件及《华勤技术股份有限公司 章程》的规定，表决形成的决议合法、有效。 一、董事会会议召开情况 本公司董事会及全体董事保证本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、准确性和完整性承担法律责任。 二、董事会会议审议情况 （一）审议通过《关于调整公司2026年限制性股票激励计划相关事项的议 案》 鉴于公司 2026 年限制性股票激励计划（以下简称"本激励计划"）中拟授予 的激励对象中有 4 名员工不符合授予条件，并根据员工考核结果等情况，因此对 本激励计划授予激励对象人数、名单及授予限制性股票数量进行调整。本次调整 后，本激励计 ...

Group 1 - Huqin Technology's stock increased by 5.08%, reaching 89.07 CNY per share, with a trading volume of 710 million CNY and a turnover rate of 1.44%, resulting in a total market capitalization of 90.471 billion CNY [1] - Huqin Technology, established on August 29, 2005, specializes in the research, design, production, and operation services of smart hardware products. Its revenue composition includes high-performance computing (60.32%), smart terminals (31.93%), AIOT and others (3.95%), and automotive and industrial products (1.24%) [1] Group 2 - According to data, a fund under China Merchants Fund has heavily invested in Huqin Technology. The China Merchants Quantitative Selected Stock Fund A (001917) increased its holdings by 122,000 shares in the fourth quarter, totaling 910,300 shares, which represents 1.39% of the fund's net value, ranking as the eighth largest holding [2] - The China Merchants Quantitative Selected Stock Fund A (001917) was established on March 15, 2016, with a latest scale of 3.692 billion CNY. Year-to-date returns are 6.75%, ranking 2075 out of 5569 in its category; the one-year return is 42.07%, ranking 1390 out of 4295; and since inception, the return is 305.41% [2] Group 3 - The fund manager of the China Merchants Quantitative Selected Stock Fund A (001917) is Wang Ping, who has a cumulative tenure of 15 years and 240 days. The total asset size of the fund is 21.446 billion CNY, with the best fund return during his tenure being 303.45% and the worst being -70.61% [3]

Group 1: Overall Market Performance - As of February 9, 2026, 271 companies on the Shanghai Stock Exchange have issued positive performance forecasts for 2025, with 168 expecting profit increases and 85 companies turning losses into profits [1] - In the Sci-Tech Innovation Board, 391 companies have disclosed their expected performance for 2025, with nearly 60% of these companies anticipating year-on-year net profit growth, including 39 companies expecting over 100% profit growth [1] - The year 2025 is seen as a pivotal year for the "14th Five-Year Plan," showcasing resilience and structural highlights in the operations of companies listed on the Shanghai Stock Exchange [1] Group 2: Nonferrous Metals Industry - The nonferrous metals industry is projected to see an industrial added value growth of 6.9% in 2025, surpassing the national average by 1.0 percentage points, with production of ten major nonferrous metals exceeding 80 million tons for the first time [2] - The total profit of large-scale enterprises in the nonferrous metals sector is expected to reach 528.45 billion yuan, a year-on-year increase of 25.6%, marking a historical high [2] - Leading companies in the nonferrous metals sector are exhibiting a "volume-price resonance" characteristic, with significant increases in production and prices of key minerals like gold, copper, cobalt, and lithium contributing to profit growth [2] Group 3: Key Companies in Nonferrous Metals - Zijin Mining is expected to achieve a net profit of 51 to 52 billion yuan in 2025, representing a year-on-year increase of 59% to 62%, driven by rising prices of gold, silver, and copper [2] - Luoyang Molybdenum, the largest cobalt producer globally, anticipates a net profit of 20 to 20.8 billion yuan for 2025, reflecting a year-on-year increase of 47.80% to 53.71% [3] - Huayou Cobalt expects a net profit of 5.85 to 6.45 billion yuan in 2025, with a year-on-year growth of 40.80% to 55.24%, benefiting from upstream resource production and recovering downstream material business [3] Group 4: Electronics Industry - The electronics industry is experiencing significant growth driven by AI, with smart hardware becoming a primary growth engine [4] - Huaqin Technology forecasts a revenue of 170 to 171.5 billion yuan in 2025, a year-on-year increase of 54.7% to 56.1%, and a net profit of 4 to 4.05 billion yuan, reflecting a growth of 36.7% to 38.4% [4] - Shengyi Technology anticipates a net profit of 3.25 to 3.45 billion yuan, representing a year-on-year increase of 87% to 98%, driven by strong demand in automotive electronics and AI servers [4] - Rockchip is expected to achieve a revenue of 4.387 to 4.427 billion yuan in 2025, with a net profit of 1.023 to 1.103 billion yuan, reflecting a year-on-year growth of 71.97% to 85.42% [4]

Core Viewpoint - Huaqin Technology Co., Ltd. has received approval for its overseas IPO in Hong Kong, aiming to raise between $600 million to $800 million, with a strong financial performance supporting its market entry [3][4]. Financial Performance - In 2024, the company expects to achieve revenue of approximately 109.88 billion RMB, a year-on-year increase of 28.8%, with a net profit of 2.93 billion RMB [7]. - For the first three quarters of 2025, Huaqin reported total revenue of 128.88 billion RMB and a net profit of 3.10 billion RMB, indicating continued growth [7]. - The company’s revenue for 2022 was 92.65 billion RMB, which decreased to 85.34 billion RMB in 2023, but is projected to rebound significantly in 2024 [9]. R&D and Strategic Initiatives - Huaqin plans to invest over 6 billion RMB in R&D in 2025, with nearly 20,000 R&D personnel across five locations, reinforcing its commitment to technological innovation [9][12]. - The company has established a "1+5+5" global manufacturing and R&D system, with its headquarters in Shanghai and five major R&D centers [10]. Business Growth and Market Strategy - The data center business is projected to exceed 20 billion RMB in revenue in 2024, marking significant growth [12]. - Huaqin's "3+N+3" strategy is pivotal for its IPO, focusing on enhancing core technology, expanding manufacturing capacity, and pursuing vertical integration and global investments [12].

Group 1 - The core point of the article is the announcement of the first extraordinary general meeting of shareholders of Huqin Technology Co., Ltd., held on February 9, 2026, where several important resolutions were passed [2][4][5]. - The meeting was convened by the board of directors and chaired by Chairman Qiu Wensheng, complying with the relevant laws and regulations [2][3]. - All nine current directors and the board secretary attended the meeting, ensuring proper representation [3]. Group 2 - The resolutions passed included the approval of the 2026 Restricted Stock Incentive Plan and its management measures, as well as the authorization for the board to handle related matters [4][5]. - The voting results showed that the resolutions received more than two-thirds of the votes from shareholders present, indicating strong support [5]. - Related shareholders recused themselves from voting on specific resolutions to maintain fairness [5]. Group 3 - The meeting was witnessed by Beijing Zhonglun Law Firm, which confirmed that the procedures and results of the meeting were legal and valid [6]. - The company conducted a self-examination regarding insider trading related to the 2026 Restricted Stock Incentive Plan, confirming that no insider trading occurred during the specified period [9][10][13]. - Three individuals were identified as having traded company stock during the self-examination period, but their transactions were deemed independent and not based on insider information [10][11][13].

Core Viewpoint - The company has established an open and compatible ecosystem for its H200 chip, ensuring robust growth in its data business through 2026, regardless of the import status of the H200 chip [1] Group 1: Technology and Ecosystem - The company has built a computing matrix that is fully compatible with major global GPU chip platforms such as NVIDIA, AMD, and Intel [1] - The company also deeply integrates with mainstream domestic computing power platform GPU chips, forming a "dual circulation" technology layout [1] Group 2: Market Position - The company holds a significant market share among leading domestic CSP customers [1] - The data business is expected to maintain a high growth rate through 2026, irrespective of the H200 chip's import status [1]

Core Viewpoint - The core purpose of the employee stock ownership plan implemented by the company is to establish and improve the profit-sharing mechanism, incentivizing key technical personnel, business, and management backbone to grow together with the company in the long term [1] Group 1 - The five stockholding platforms consist of core employees who have grown with the company over the years [1] - The company aims to attract and retain key talent through a long-term sustainable equity incentive and diversified development platform, aligning employee interests with the long-term development of the company [1] - The company's reduction plans are conducted in an orderly manner under the overall arrangement of the company, with employees expressing confidence in the company's development and supporting the related arrangements [1]