炜衡沛雄（前海）联营律师事务所 关于 美格智能技术股份有限公司 2025 年第三次临时股东会 之 法律意见书 中国 广东 深圳 前海深港合作区前海国际仲裁大厦第 17 层 1710-1712 电话（Tel）：（0755）86703090 邮编：518052 炜衡沛雄（前海）联营律师事务所 股东会法律意见书 炜衡沛雄（前海）联营律师事务所 关于美格智能技术股份有限公司 2025 年第三次临时股东会之 法 律 意 见 书 炜衡沛雄会法字[2025]第 8 号 致：美格智能技术股份有限公司 根据《中华人民共和国公司法》（以下简称"《公司法》"）、《上市公司 股东会规则》（以下简称"《股东会规则》"）等法律、法规、部门规章、规范 性文件及现行有效的《美格智能技术股份有限公司章程》（以下简称"《公司章 程》"）的规定，炜衡沛雄（前海）联营律师事务所（以下简称"炜衡"）接受 美格智能技术股份有限公司（以下简称"贵公司"或"公司"）的委托，指派邓 薇律师、石磊律师（以下简称"炜衡律师"）出席贵公司 2025 年第三次临时股 东会（以下简称"本次股东会"），在进行必要验证工作的基础上，对贵公司本 次股东会的召集、召开程序、出 ...

Core Insights - A total of 579 stocks in the Shanghai and Shenzhen markets have experienced net outflows of main funds for five consecutive days or more as of November 10 [1] - The stock with the longest continuous net outflow is Yageo, with 25 days, followed by Meg Intelligent with 22 days [1] - The largest total net outflow amount is from Xian Dao Intelligent, with a cumulative outflow of 4.379 billion yuan over eight days [1] Group 1: Stocks with Longest Net Outflows - Yageo has seen net outflows for 25 consecutive days [1] - Meg Intelligent has experienced net outflows for 22 consecutive days [1] Group 2: Stocks with Largest Net Outflow Amounts - Xian Dao Intelligent has a total net outflow of 4.379 billion yuan over eight days [1] - Northern Rare Earth follows with a net outflow of 4.118 billion yuan over the same period [1] - The stock Zhinanzhen has a net outflow of 4.024 billion yuan over eight days [1] Group 3: Stocks with Highest Net Outflow Ratios - *ST Zhongzhuang has the highest net outflow ratio, with a 5-day decline of 3.99% [1] - Other notable stocks with significant net outflow ratios include Xian Dao Intelligent (8.55%) and Northern Rare Earth (8.12%) [1] Group 4: Performance of Affected Stocks - Xian Dao Intelligent has seen a cumulative decline of 16.78% over the past eight days [1] - Northern Rare Earth has declined by 7.76% during the same period [1] - Zhinanzhen has experienced a decline of 14.85% [1]

Investment Rating - The report maintains an "Outperform" rating for the communication industry, indicating an expected performance exceeding the benchmark index by more than 10% [1][40]. Core Insights - Nvidia's GTC event provided a significant CAPEX guidance of $500 billion for the Blackwell-Rubin series, with North American CSPs showing a clear upward trend in capital expenditures for Q3 2025 [4][16]. - The report highlights a strong growth trend in AI infrastructure investments, with North American CSPs' capital expenditures reaching a total of $113.3 billion in Q3, marking a 75% year-on-year increase [5][17]. - The A-share communication industry is experiencing high growth in AI computing performance, although there is a mismatch between high short-term expectations and actual performance releases [5][17]. Summary by Sections Industry Dynamics - Nvidia's guidance for North American CSPs suggests CAPEX could reach $443 billion, $549 billion, and $632 billion from 2025 to 2027, with GPU shipments expected to total 20 million units [4][16]. - The report emphasizes the stability of capital markets regarding concerns over "AI bubble" investments, with Nvidia's roadmap enhancing investment certainty in areas like 1.6T optical modules and quantum computing [4][16]. A-Share Communication Industry Overview - The report notes that leading companies in optical modules, such as Zhongji Xuchuang and Xinyi Technology, continue to expand production, with stable gross margin trends despite short-term performance fluctuations [5][17]. - The bottleneck effects in core materials like optical chips are becoming more pronounced, with domestic chip manufacturers expected to gain market share as overseas giants slow down production [5][17]. Market Performance - The overall market showed mixed performance during the week of October 27 to October 31, 2025, with the Shenzhen Component Index rising by 0.67% and the communication index declining by 3.59% [11][20]. - The report identifies cloud computing as the leading sector with a weekly increase of 22.48%, followed by IDC and equipment manufacturers [11][20]. Recommended Companies - The report suggests focusing on companies in various segments, including optical devices (e.g., Guangke Technology, Shijia Photon) and AIOT solutions (e.g., Rockchip, Yiyuan Communication) [20].

Group 1 - The core viewpoint of the news is that Meige Intelligent has experienced a decline in stock price and significant net outflow of funds, despite a year-to-date increase in stock price [1] - As of November 4, Meige Intelligent's stock price is 44.70 CNY per share, with a market capitalization of 11.739 billion CNY [1] - The company has seen a year-to-date stock price increase of 49.85%, but has declined by 3.77% in the last five trading days [1] Group 2 - Meige Intelligent was established on April 5, 2007, and listed on June 22, 2017, with its main business involving wireless communication modules and IoT solutions [2] - The revenue composition of Meige Intelligent is 97.46% from wireless communication modules and solutions, and 2.54% from other sources [2] - As of September 30, 2025, Meige Intelligent achieved a revenue of 2.821 billion CNY, representing a year-on-year growth of 29.30% [2] Group 3 - Since its A-share listing, Meige Intelligent has distributed a total of 133 million CNY in dividends, with 85.62 million CNY distributed in the last three years [3] - As of September 30, 2025, the number of shareholders of Meige Intelligent increased by 4.38% to 52,700 [2][3] - The top ten circulating shareholders include Hong Kong Central Clearing Limited and Southern CSI 1000 ETF, with some shareholders reducing their holdings [3]

Group 1 - The core point of the article is that Megmeet Smart announced a share buyback plan, intending to repurchase a total of 844,400 shares, which represents 0.32% of the company's total share capital [1] Group 2 - The share buyback will be conducted through a special securities account via centralized bidding [1] - The buyback is set to be completed by October 31, 2025 [1]

Core Viewpoint - The company, Meige Intelligent (002881.SZ), has conducted its first share buyback on December 27, 2024, and as of October 31, 2025, it has repurchased a total of 844,400 shares, representing 0.32% of its total share capital [1] Summary by Categories Share Buyback Details - The company repurchased shares through a centralized bidding method using a dedicated securities account [1] - The highest transaction price for the repurchased shares was 45.68 yuan per share, while the lowest was 29.01 yuan per share [1] - The total amount of funds used for the buyback was 30,494,562.00 yuan, excluding transaction fees [1] Compliance and Regulations - The share buyback implementation complies with relevant laws and regulations, as well as the company's established buyback plan [1]

证券代码：002881 证券简称：美格智能 公告编号：2025-090 美格智能技术股份有限公司 关于股份回购进展的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假记 载、误导性陈述或重大遗漏。 美格智能技术股份有限公司（以下简称"公司"）于2024年11月1日召开了 第四届董事会第四次会议，于2024年11月14日召开了2024年第四次临时股东大会, 审议通过了《关于回购公司股份方案的议案》，同意公司使用自有资金或专项贷 款资金，以集中竞价交易方式回购公司部分A股社会公众股，用于注销并减少公 司注册资本。本次回购金额不低于人民币3,000万元（含），且不超过人民币6,000 万元（含），回购价格不超过35.15元/股（含），具体回购股份数量以回购期满 时实际回购的股份数量为准。回购股份的实施期限自公司股东大会审议通过回购 股份方案之日起不超过12个月。具体内容详见公司分别于2024年11月5日、2024 年 11 月 15 日 、 2024 年 11 月 20 日 刊 登 在 《 证 券 时 报 》 及 巨 潮 资 讯 网 （www.cninfo.com.cn）上的《关于回购公司股份 ...

Core Viewpoint - The company announced a share repurchase plan with a total amount between 30 million and 60 million yuan, with an initial price cap of 35.15 yuan per share, later adjusted to 78.42 yuan per share [1] Summary by Relevant Sections - **Share Repurchase Plan** - The company plans to repurchase shares amounting to no less than 30 million yuan and no more than 60 million yuan [1] - The initial price limit for the repurchase was set at 35.15 yuan per share, which was subsequently raised to 78.42 yuan per share [1] - **Repurchase Progress** - As of October 31, 2025, the company had repurchased a total of 844,400 shares, representing 0.32% of the total share capital [1] - The highest transaction price recorded was 45.68 yuan per share, while the lowest was 29.01 yuan per share [1] - The total funds utilized for the repurchase amounted to 30.4946 million yuan [1] - **Future Plans** - The company will continue to execute the share repurchase plan and will disclose information in a timely manner [1]

Economic News - China's National Energy Administration issued 229 million green certificates in September, involving 306,500 renewable energy projects, with 158 million being tradable, accounting for 68.86% [4] - The price of storage chips has accelerated in the fourth quarter due to a shift in production capacity towards high-end chips for AI and data centers, leading to a significant reduction in traditional storage chip supply [6] - The global smartphone market is expected to reach a shipment volume of 320.1 million units in Q3 2025, reflecting a 3% year-on-year growth, indicating signs of recovery after a weak first half [7] Company Insights - Sinopec Easy Joy and Taobao Flash Purchase announced a strategic partnership, with plans to have over 5,000 stores on the Taobao platform by the end of the year [5] - Pop Mart opened its first store in the Middle East at Hamad International Airport in Qatar, marking its first 24/7 operational store globally [5] - Youyan New Materials reported Q3 revenue of 2.674 billion yuan, a year-on-year increase of 20.43%, and a net profit of 115 million yuan, up 56.31% [5] - Tianli Lithium Energy's Q3 revenue was 569 million yuan, a 33.25% year-on-year increase, but it reported a net loss of 28.85 million yuan, an increase of 67.68% in losses [5] - China Telecom showcased its "Beidou Voice Message" service, becoming the first operator to implement this technology [5] Industry Analysis - The food and beverage industry is expected to benefit from the expansion of overall consumption, with new retail channels like instant retail and membership supermarkets emerging as significant opportunities [8][9] - The non-ferrous metals industry is poised for improvement in profitability and valuation levels due to a favorable supply-demand structure, driven by high-quality green development paths [11] - The production of ten non-ferrous metals in China is projected to grow at an annual rate of approximately 1.5% from 2025 to 2026, indicating a shift towards stable, high-quality growth [13] - The demand for metals is expected to expand significantly due to the growth of new energy industries and structural changes in demand, particularly for copper, lithium, and other metals [15][16]

Core Viewpoint - Meig Smart is a leading global provider of wireless communication modules and IoT solutions, with a focus on technological leadership and product customization advantages [1] Group 1: Business Performance - In Q3 2025, Meig Smart reported revenue of 2.821 billion yuan, ranking 7th among 29 companies in the industry, with the industry leader, Yiyuan Communication, achieving 17.877 billion yuan [2] - The main business, wireless communication modules and solutions, generated 1.839 billion yuan, accounting for 97.46% of total revenue, while other businesses contributed 47.9 million yuan [2] - The net profit for the same period was 113 million yuan, placing the company 8th in the industry, with the top performer, Yiyuan Communication, reporting a net profit of 727 million yuan [2] Group 2: Financial Ratios - As of Q3 2025, Meig Smart's debt-to-asset ratio was 41.02%, higher than the previous year's 34.65% and above the industry average of 40.17% [3] - The gross profit margin for Q3 2025 was 13.13%, down from 16.25% in the previous year and below the industry average of 26.55% [3] Group 3: Shareholder Information - As of September 30, 2025, the number of A-share shareholders increased by 4.38% to 52,700, while the average number of circulating A-shares held per shareholder decreased by 3.29% to 3,469.24 [5] - The top ten circulating shareholders included Hong Kong Central Clearing Limited and several ETFs, with notable changes in shareholdings [5] Group 4: Growth Prospects - Meig Smart's revenue for the first three quarters of 2025 grew by 29.30% year-on-year, with net profit increasing by 23.88% [6] - Strong growth in overseas markets was highlighted, with overseas revenue reaching 960 million yuan, a year-on-year increase of approximately 38% [6] - The company is expected to benefit from the commercialization of 5G smart modules and edge AI, with projected revenues for 2025-2027 estimated at 3.958 billion, 4.939 billion, and 5.926 billion yuan respectively [6]