Statement
The China Securities Regulatory Commission and the exchange's decisions or opinions regarding this issuance do not guarantee the authenticity, accuracy, or completeness of the application documents and disclosed information, nor do they provide substantive judgments or guarantees regarding the issuer's profitability, investment value, or investor returns. Any contrary statements are false representations. According to the Securities Law, after securities are legally issued, the issuer is responsible for changes in operations and earnings. Investors must independently assess the issuer's investment value and make their own investment decisions, bearing the investment risks arising from changes in operations, earnings, or securities prices after the legal issuance.
Major Matters Reminder
1. Compliance with Issuance Conditions
This issuance of convertible bonds complies with the legal issuance conditions as stipulated in the Company Law, Securities Law, and the Administrative Measures for the Registration of Securities Issuance by Listed Companies.
2. Credit Rating of the Convertible Bonds
The company has engaged China Chengxin Securities Rating Co., Ltd. to rate the convertible bonds. The issuer's credit rating is "AA-", and the convertible bonds also have a credit rating of "AA-" with a stable outlook. During the bond's term, the rating agency will conduct at least one tracking rating annually and issue a report. Changes in the credit rating due to external business environment, internal factors, or changes in rating standards may increase investor risks and affect their interests.
3. No Guarantee for the Issuance
The convertible bonds issued this time are not secured. Investors should be aware of the repayment risks due to the lack of guarantees.
4. Company's Profit Distribution Policy and Recent Three-Year Distribution
(1) Profit Distribution Policy
The current effective Articles of Association stipulate the following profit distribution policy:
- Article 168: The company shall implement a stable and continuous profit distribution policy, emphasizing reasonable returns to investors while considering sustainable development. The distribution must not exceed the cumulative distributable profits.
- Distribution Methods: The company may distribute profits through cash dividends, stock dividends, or a combination of both, prioritizing cash dividends when conditions allow.
(2) Specific Conditions and Ratios for Cash Dividends
If the profit distribution conditions under the Company Law are met, and there are no significant investment plans or expenditures, the company shall distribute cash dividends at least once a year, with cumulative cash distributions over three years not less than 30% of the average distributable profits for those years.
(3) Recent Three-Year Cash Dividend Situation
The cash dividend situation for the last three years is as follows:
| Year | Net Profit (RMB 10,000) | Cash Dividend (Including Tax) (RMB 10,000) | Dividend Ratio (%) |
|---|---|---|---|
| 2025 | 11947.81 | 6219.62 | 52.06 |
| 2024 | 10649.80 | 6204.81 | 58.26 |
| 2023 | 10978.15 | 5987.28 | 54.54 |
| 2022 | 10683.71 | 4866.51 | 45.55 |
Note: The profit distribution plan for 2025 is pending approval at the 2025 annual shareholders' meeting.
5. Special Risk Reminders
Investors are advised to carefully read the full text of the risk factors in this prospectus and pay special attention to the following risks:
(1) Risks Related to Overseas Investment and Policy Changes
Part of the raised funds will be used for constructing a high-end printed circuit board production base in Thailand. The legal, policy, and business environment in Thailand differ from domestic conditions, posing management, operational, and market risks. The effectiveness of this investment is uncertain.