Shenzhen Keanda Electronic Technology Co., Ltd. 2025 Annual Report Summary

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Stock Code: 002972 Stock Abbreviation: KANDA Announcement No.: 2026-08

  1. Important Reminder

This annual report summary comes from the full annual report. To fully understand the company’s operating results, financial status, and future development plans, investors should carefully read the full annual report in the media designated by the China Securities Regulatory Commission.

All directors have attended the board meeting to review this report.

Non-standard Audit Opinion Reminder

□ Applicable √ Not Applicable

The profit distribution plan or capital reserve conversion to share capital plan reviewed by the board of directors during the reporting period

√ Applicable □ Not Applicable

Whether to convert capital reserve to share capital

□ Yes √ No

The profit distribution plan approved by the board of directors is: based on the total share capital after deducting the shares held in the repurchase special securities account as of the equity registration date for future implementation of the equity distribution, a cash dividend of 1.5 yuan (tax included) will be distributed for every 10 shares to all shareholders, with 0 bonus shares (tax included), and no conversion of capital reserve to share capital.

The preferred stock profit distribution plan approved by the board of directors for this reporting period

□ Applicable □ Not Applicable

  1. Basic Information of the Company

  2. Company Profile

  1. Main Business or Product Introduction During the Reporting Period

The company primarily provides products, services, and system solutions around the rail transit field. Currently, the company’s main products include system integration, comprehensive lightning protection systems for railway stations, snow melting systems for switches, lightning protection distribution cabinets for signal monitoring, intelligent monitoring and diagnostic systems, and related solutions, while also providing engineering construction and system integration services for clients in the rail transit sector. The company’s business model is a “1+3+N” model: based on the rail transit industry, innovating and promoting three core products: system integration, lightning protection systems, and snow melting systems for switches, as well as other related product business innovations and research and development.

  1. Main Accounting Data and Financial Indicators

(1) Main accounting data and financial indicators for the past three years

Does the company need to retroactively adjust or restate previous annual accounting data?

□ Yes √ No

Unit: Yuan

(2) Major accounting data by quarter

Unit: Yuan

Do the above financial indicators or their totals have significant differences from the financial indicators disclosed in the company’s already published quarterly reports or semi-annual reports?

□ Yes √ No

  1. Share Capital and Shareholder Information

(1) Number of common shareholders and preferred shareholders with restored voting rights, and the shareholding status of the top 10 shareholders

Unit: Shares

Shareholders holding more than 5%, the top 10 shareholders, and the top 10 unrestricted circulating shareholders’ participation in the margin financing business and lending of shares

□ Applicable √ Not Applicable

The top 10 shareholders and the top 10 unrestricted circulating shareholders have changes compared to the previous period due to margin trading lending/return reasons

□ Applicable √ Not Applicable

(2) Total number of preferred shareholders and the shareholding status of the top 10 preferred shareholders

□ Applicable √ Not Applicable

There are no preferred shareholders’ holdings during the reporting period.

(3) Disclosure of the ownership and control relationship between the company and the actual controller in a box diagram

  1. Status of Bonds Existing on the Date of Approval and Disclosure of the Annual Report

□ Applicable √ Not Applicable

  1. Important Matters

None

Stock Code: 002972 Stock Abbreviation: KANDA Announcement No.: 2026-07

Shenzhen KANDA Electronics Technology Co., Ltd.

Announcement of the Resolutions of the First Meeting of the Sixth Board of Directors in 2026

The company and all members of the board of directors ensure that the content of the information disclosure is true, accurate, and complete, with no false records, misleading statements, or major omissions.

  1. Board Meeting Convening Status

The first meeting of the sixth board of directors of Shenzhen KANDA Electronics Technology Co., Ltd. (hereinafter referred to as “the Company”) for 2026 was held on March 25, 2026 (Wednesday) at 10:30 in the company’s headquarters meeting room, combining on-site and communication methods. The meeting notice was delivered to all directors via communication on March 14, 2026. There were 9 directors that should attend, and all 9 directors were present.

The meeting was presided over by Chairman Guo Fengming, with executives in attendance. The meeting complied with relevant laws and regulations, rules, and the provisions of the “Company Articles of Association.”

  1. Board Meeting Review Status

(1) Reviewed and approved the “General Manager’s Work Report for 2025”

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

(2) Reviewed and approved the “Board of Directors’ Work Report for 2025”

For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

This proposal needs to be submitted to the company’s shareholders’ meeting for review.

(3) Reviewed and approved the “Independent Directors’ Annual Work Report for 2025”

The company’s independent directors, Mr. Wang Qianhua, Mr. Wang Ning, and Mr. Huang Shaowei, submitted the “Independent Directors’ Annual Work Report for 2025” to the board and will report at the company’s 2025 annual shareholders’ meeting. For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

(4) Reviewed and approved the proposal on “2025 Annual Report and Summary”

The board of directors compiled the company’s 2025 annual report, which has been approved by the company’s audit committee in advance. For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

This proposal needs to be submitted to the company’s 2025 annual shareholders’ meeting for review.

(5) Reviewed and approved the “2025 Annual Financial Settlement Report”

This proposal has been approved by the company’s audit committee in advance. For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

This proposal needs to be submitted to the company’s 2025 annual shareholders’ meeting for review.

(6) Reviewed and approved the “2025 Annual Internal Control Self-assessment Report”

This proposal has been approved by the company’s audit committee in advance. For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

(7) Reviewed and approved the “Special Instructions on the Storage and Use of Raised Funds for 2025”

For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

(8) Reviewed and approved the “2025 Annual Social Responsibility Report”

For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

(9) Reviewed and approved the “2025 Annual Profit Distribution Plan”

To actively reward the company’s shareholders and optimize the company’s capital structure, while ensuring the normal operation and long-term development of the company in accordance with the profit distribution principles, the company proposed the 2025 annual profit distribution plan:

The company plans to base the total share capital on the equity registration date of the implementation of the equity distribution, deducting the shares in the company’s repurchase special account, and distribute a cash dividend of 1.50 yuan (tax included) for every 10 shares to all shareholders, without converting capital reserve to share capital and without issuing bonus shares. As of the date of this announcement, the company’s total share capital is 246,008,800 shares, with 1,166,700 shares in the repurchase account, leaving 244,842,100 shares after deducting the repurchased shares, and an estimated cash dividend payout of 36,726,315.00 yuan.

For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

This proposal needs to be submitted to the company’s 2025 annual shareholders’ meeting for review.

(10) Reviewed and approved the “Proposal on the Compensation Scheme for Directors and Senior Executives for 2026”

This proposal was voted on in a classified manner as sub-proposals, and the voting status is as follows:

  1. Proposal for Guo Fengming’s 2026 salary

Associated directors Guo Fengming, Zhang Fan, and Guo Zeshan abstained from voting. Votes in favor: 6, Votes against: 0, Abstentions: 0.

  1. Proposal for Zhang Fan’s 2026 salary

Associated directors Guo Fengming, Zhang Fan, and Guo Zeshan abstained from voting. Votes in favor: 6, Votes against: 0, Abstentions: 0.

  1. Proposal for Guo Zeshan’s 2026 salary

Associated directors Guo Fengming, Zhang Fan, and Guo Zeshan abstained from voting. Votes in favor: 6, Votes against: 0, Abstentions: 0.

  1. Proposal for Wang Tao’s 2026 salary

Associated director Wang Tao abstained from voting. Votes in favor: 8, Votes against: 0, Abstentions: 0.

  1. Proposal for Zheng Jieceng’s 2026 salary

Associated director Zheng Jieceng abstained from voting. Votes in favor: 8, Votes against: 0, Abstentions: 0.

  1. Proposal for Su Xiaoping’s 2026 salary

Associated director Su Xiaoping abstained from voting. Votes in favor: 8, Votes against: 0, Abstentions: 0.

  1. Proposal for Wang Ning’s 2026 salary

Associated director Wang Ning abstained from voting. Votes in favor: 8, Votes against: 0, Abstentions: 0.

  1. Proposal for Huang Shaowei’s 2026 salary

Associated director Huang Shaowei abstained from voting. Votes in favor: 8, Votes against: 0, Abstentions: 0.

  1. Proposal for Wang Qianhua’s 2026 salary

Associated director Wang Qianhua abstained from voting. Votes in favor: 8, Votes against: 0, Abstentions: 0.

  1. Proposal for Wu Haifeng’s 2026 salary

Votes in favor: 9, Votes against: 0, Abstentions: 0.

  1. Proposal for Nong Zhongchun’s 2026 salary

Votes in favor: 9, Votes against: 0, Abstentions: 0.

For details, see the company’s designated information disclosure website: www.cninfo.com.cn

This proposal needs to be submitted to the company’s 2025 annual shareholders’ meeting for review.

(11) Reviewed and approved the “Proposal on the Renewal of the Company’s Audit Institution for 2026”

The company will renew the appointment of Zhonghua Certified Public Accountants (Special General Partnership) as the company’s auditing institution for 2026, and request the shareholders’ meeting to authorize the chairman to negotiate the audit fees with Zhonghua based on the company’s business scale, complexity, work requirements, and the number of auditors needed for the annual report audit. For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

This proposal has been pre-reviewed and approved by the company’s audit committee and needs to be submitted to the company’s 2025 annual shareholders’ meeting for review.

(12) Reviewed and approved the “Proposal to Request the Company to Hold the 2025 Annual Shareholders’ Meeting”

The company’s board of directors intends to hold the 2025 annual shareholders’ meeting on April 17, 2026, in the company’s headquarters meeting room to review the proposals submitted by this board of directors to the shareholders’ meeting. For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

(13) “Proposal to Authorize the Board of Directors to Handle Minor Quick Financing Matters”

The company’s board of directors requests the shareholders’ meeting to authorize the board of directors to decide to issue financing of no more than 300 million yuan and no more than 20% of the net assets at the end of the recent year to specific objects, including matters such as declaration, formulation and implementation of financing plans, signing and amending agreements and documents, etc. The authorization period is from the date of approval by the 2025 annual shareholders’ meeting until the date of the 2026 annual shareholders’ meeting.

For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

This proposal needs to be submitted to the company’s 2025 annual shareholders’ meeting for review.

(14) Reviewed and approved the “Proposal on Using Raised Funds to Replace Own Funds Invested in Fundraising Projects”

To improve operational management efficiency while maintaining the rational use of raised funds, the company will use raised funds to replace the portion of labor costs paid in advance with its own funds for the “Development Project of Next-generation Intelligent Sensors.”

For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

(15) Reviewed and approved the “Proposal on Establishing the ‘Compensation Management System for Directors and Senior Executives’”

To further improve the compensation management system for the company’s directors and senior executives, establish a scientific and effective incentive and restraint mechanism, effectively mobilize the enthusiasm and creativity of directors and senior executives, improve the company’s management level, and promote the company’s healthy, sustainable, and stable development, the company has established the “Compensation Management System for Directors and Senior Executives.”

For details, see the complete text of the relevant system on the company’s designated information disclosure website: www.cninfo.com.cn.

Due to the involvement of the compensation of all directors in this proposal, all members of the board of directors abstained from voting. This proposal needs to be submitted to the company’s 2025 annual shareholders’ meeting for review.

(16) Reviewed and approved the “Proposal to Increase the Company’s Business Address and Revise the ‘Articles of Association’”

In line with the company’s strategic planning and operational needs, the company intends to apply to the industrial and commercial registration department to increase the business address, adding a new business address for record, implementing “one license multiple addresses,” and simultaneously revising the content regarding the business address in the “Articles of Association.”

For details, see the company’s designated information disclosure website: www.cninfo.com.cn

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

This proposal needs to be submitted to the company’s 2025 annual shareholders’ meeting for review.

(17) Reviewed and approved the “Proposal on the Company’s 2025 Annual Provision for Asset Impairment”

In accordance with the requirements of the “Enterprise Accounting Standards” and the “Self-regulation Guidelines for Listed Companies in Shenzhen Stock Exchange No. 1 - Standard Operation for Main Board Listed Companies,” to accurately and truthfully reflect the company’s asset status and financial status as of December 31, 2025, based on the principle of prudence, the company conducted a comprehensive analysis and evaluation of the relevant assets in the consolidated financial statements as of December 31, 2025, and made provisions for impairment of assets that may incur impairment losses.

The audit committee of the company’s board of directors pre-reviewed this provision for asset impairment.

Voting result: 9 votes in favor, 0 votes against, 0 abstentions.

For details, see the company’s designated information disclosure website: www.cninfo.com.cn

  1. Documents for Reference

  2. Resolutions of the First Meeting of the Sixth Board of Directors in 2026;

  3. Resolutions of the Second Meeting of the Sixth Audit Committee in 2026;

This is hereby announced.

Shenzhen KANDA Electronics Technology Co., Ltd.

Board of Directors

March 26, 2026

Stock Code: 002972 Stock Abbreviation: KANDA Announcement No.: 2026-010

Shenzhen KANDA Electronics Technology Co., Ltd.

Special Explanation on the Storage and Use of Raised Funds for 2025

The company and all members of the board of directors ensure that the content of the information disclosure is true, accurate, and complete, with no false records, misleading statements, or major omissions.

According to the “Regulatory Guidelines No. 2 for Listed Companies - Supervision and Management of Raised Funds” and the “Self-regulatory Guidelines No. 1 for Listed Companies in Shenzhen Stock Exchange - Standard Operation for Main Board Listed Companies,” Shenzhen KANDA Electronics Technology Co., Ltd. (hereinafter referred to as “the company”) has prepared the special report on the storage and use of raised funds as of December 31, 2025, as follows:

  1. Basic Information of Raised Funds

  2. Actual Amount of Raised Funds and Timing of Fund Availability

According to the approval document “Zheng Jian Xu Ke [2019] No. 2270” issued by the China Securities Regulatory Commission regarding the approval of the initial public offering of shares by Shenzhen KANDA Electronics Technology Co., Ltd., the company publicly issued 44.08 million shares of RMB common stock (A shares) at an issue price of 11.49 yuan per share on December 27, 2019, raising a total of 506,479,200.00 yuan. After deducting various issuance expenses totaling 51,989,200.00 yuan, the actual net amount of raised funds was 454,490,000.00 yuan. The availability of the raised funds has been verified by Zhonghua Certified Public Accountants (Special General Partnership), which issued verification report No. 7805 [2019].

  1. Amount of Raised Funds Used and Balance for the Year 2025

As of December 31, 2025, the amount used and the balance of the raised funds is as follows:

  1. Storage and Management Status of Raised Funds

To standardize the management and use of raised funds and protect the rights and interests of investors, the company has formulated the “Management Measures for Raised Funds” (hereinafter referred to as “the Management System”) in accordance with the “Company Law of the People’s Republic of China,” “Securities Law of the People’s Republic of China,” “Listing Rules of Shenzhen Stock Exchange,” and the company’s articles of association, implementing a special account storage system for raised funds. As of December 31, 2025, the balance of the special account for raised funds is as follows:

After the company publicly issued the raised funds, according to the requirements of the “Listing Rules of Shenzhen Stock Exchange,” “Self-regulatory Guidelines No. 1 for Listed Companies in Shenzhen Stock Exchange,” and the company’s “Management Measures for Raised Funds,” the company signed “Three-party Supervision Agreements” with six banks, including Ping An Bank Co., Ltd. Shenzhen Branch, China Merchants Bank Co., Ltd. Shenzhen Branch, Industrial Bank Co., Ltd. Shenzhen Science and Technology Park Branch, China Construction Bank Co., Ltd. Shenzhen Yimin Branch, Industrial Bank Co., Ltd. Shenzhen Branch, and Chengdu Bank Co., Ltd. Jinniu Branch, and with the sponsor, Great Wall Securities Co., Ltd., to strengthen the supervision procedures for the use of raised funds.

On June 3, 2020, the fifth board of directors and the fifth supervisory board of the company approved the proposals to increase the implementation location of fundraising projects and to use raised funds to increase the capital of its wholly-owned subsidiary, Zhuhai KANDA Technology Development Co., Ltd. The independent directors and the sponsor expressed their verification opinions, agreeing to the company’s increase in the implementation location of fundraising projects and the use of raised funds to increase the capital of its wholly-owned subsidiary. To ensure the smooth implementation of fundraising projects, the wholly-owned subsidiary, Zhuhai KANDA Technology Development Co., Ltd., opened special accounts for storing raised funds at Ping An Bank Shenzhen Branch Futian Sub-branch and China Merchants Bank Shenzhen Branch Lianhua Sub-branch.

On July 12, 2021, the fifth board of directors and the fifth supervisory board of the company approved the proposals to add implementation subjects and locations for certain fundraising projects and to use part of the raised funds to pay in registered capital to its wholly-owned subsidiary. The company approved adding Chengdu KANDA Intelligent Rail Transit Co., Ltd. (hereinafter referred to as “Chengdu KANDA”) as the implementation subject of the “Automated Production Base Construction Project,” as well as adding the location of Chengdu KANDA (Zhongtie Industrial Park, Jinniu District, Chengdu) as the implementation location for this new fundraising project, and using the raised funds from the “Automated Production Base Construction Project” to pay in registered capital of 50 million yuan to Chengdu KANDA for the implementation of the “Chengdu Automated Production Base Construction Project.” The independent directors and the sponsor expressed verification opinions, agreeing to the proposals. On July 28, 2021, the resolutions of the company’s first extraordinary shareholders’ meeting of 2021 approved the proposals to add subjects and locations for certain fundraising projects and to use part of the raised funds to pay in registered capital to its wholly-owned subsidiary. To ensure the smooth implementation of fundraising projects, Chengdu KANDA Intelligent Rail Transit Co., Ltd. opened special accounts for storing raised funds at Chengdu Bank Co., Ltd. Jinniu Branch.

On April 26, 2023, the sixth board of directors and the sixth supervisory board held their second meeting and approved the proposal on the completion of some fundraising investment projects and the permanent replenishment of working capital with surplus raised funds. Given that the company’s “Marketing Network Construction Project” has reached the planned usable state, the company will permanently replenish the surplus raised funds from this fundraising project into working capital for daily production and operation.

On August 25, 2023, the sixth board of directors and the sixth supervisory board held their third meeting, and on September 14, 2023, the first extraordinary shareholders’ meeting of 2023 approved the proposal on the completion of some fundraising investment projects and the permanent replenishment of working capital with surplus raised funds, agreeing to the completion of the fundraising project “Intelligent Monitoring and Diagnostic System Development Project” from the initial public offering. The company will permanently replenish the surplus raised funds from this fundraising project into working capital for the company’s production and operational activities. All independent directors of the company expressed clear agreement on this matter, and the sponsor provided a verification opinion with no objection.

Given that the raised funds used for “replenishing working capital,” “Marketing Network Construction Project,” and “Intelligent Monitoring and Diagnostic System Development Project” have been fully utilized, the special accounts for storing raised funds for these projects are no longer in use. To facilitate bank account management and reduce management costs, the company has canceled these special accounts in 2022 and 2023.

On December 9, 2024, the sixth board of directors held its fifth meeting and the sixth supervisory board held its fourth meeting, and on December 26, 2024, the second extraordinary shareholders’ meeting held a resolution to change part of the uses of raised funds to implement new fundraising projects and extend the timeline for fundraising projects. Based on the principle of maximizing company benefits and shareholder interests, after careful research and discussion by the company’s management, it is proposed to change part of the use of raised funds and use part of the raised funds for the “Development Project of Next-generation Intelligent Sensors,” while extending the implementation deadlines for the “Automated Production Base Construction Project” and “Product Testing Center Construction Project” to December 31, 2025. To ensure the smooth implementation of new fundraising projects, the company signed a three-party supervision agreement with Ping An Bank Co., Ltd. Shenzhen Branch and Great Wall Securities Co., Ltd. on January 14, 2025, and opened a special account for storing raised funds at Ping An Bank Co., Ltd. Shenzhen Branch Futian Sub-branch on January 3, 2025. The sponsor provided a verification opinion with no objections.

On December 8, 2025, the company held the sixth meeting of the board of directors for 2025 and the sixth meeting of the audit committee for 2025, approving the proposal on the postponement of some fundraising projects, agreeing to extend the timeline for the “Automated Production Base Construction Project” and “Product Testing Center Construction Project” to reach the planned usable state until December 31, 2026, and to extend the timeline for the “Development Project of Next-generation Intelligent Sensors” to reach the planned usable state until December 31, 2027. The sponsor provided a verification opinion with no objections.

  1. Actual Use of Raised Funds for This Year

On December 9, 2024, the company held the fifth meeting of the sixth board of directors and the fourth meeting of the sixth supervisory board, approving the proposal to use idle raised funds and self-owned funds for cash management. The company agreed to use no more than 160 million yuan (including this amount) of idle raised funds and no more than 350 million yuan (including this amount) of self-owned funds for cash management, ensuring that the normal operations and fundraising investment project construction are not affected. The above limits will be valid for 12 months from the date of approval by the board of directors, and within the above limits and time frame, the funds can be used in a rolling manner. Idle raised funds from cash management will be promptly returned to the special account for raised funds upon maturity. The board of directors authorized the chairman of the company or authorized persons designated by the chairman to sign relevant contracts and documents within the above limits. The sponsor provided a verification opinion with no objections.

On December 8, 2025, the sixth meeting of the board of directors for 2025 and the sixth meeting of the audit committee for 2025 were held, approving the proposal to use idle raised funds and self-owned funds for cash management. The company agreed to use no more than 150 million yuan (including this amount) of idle raised funds and no more than 350 million yuan (including this amount) of self-owned funds for cash management, ensuring that normal operations and fundraising investment project construction are not affected. The above limits will be valid for 12 months from the date of approval by the board of directors, and within the above limits and time frame, the funds can be used in a rolling manner. Idle raised funds from cash management will be promptly returned to the special account for raised funds upon maturity. Additionally, the board of directors authorized the chairman of the company or authorized persons designated by the chairman to sign relevant contracts and documents within the above limits. The sponsor provided a verification opinion with no objections.

As of December 31, 2025, the funds not due from the cash management of idle raised funds amount to 25 million yuan.

As of December 31, 2025, the company’s usage status of the raised funds is detailed in Appendix 1: Comparison Table of Raised Funds Usage.

  1. The Status of Changes in the Use of Raised Funds for Investment Projects

On July 12, 2021, the fifth board of directors and the fifth supervisory board of the company approved the proposals to add implementation subjects and locations for certain fundraising projects and to use part of the raised funds to pay in registered capital to its wholly-owned subsidiary. The company approved adding Chengdu KANDA Intelligent Rail Transit Co., Ltd. as the implementation subject of the “Automated Production Base Construction Project” and increasing the location of Chengdu KANDA as the implementation location for this new fundraising project, using the raised funds from the “Automated Production Base Construction Project” to pay in registered capital of 50 million yuan to Chengdu KANDA for the implementation of the “Automated Production Base Construction Project.” The independent directors and the sponsor expressed verification opinions, agreeing to these proposals. On July 28, 2021, the resolutions of the company’s first extraordinary shareholders’ meeting approved the proposals to add subjects and locations for certain fundraising projects and to use part of the raised funds to pay in registered capital to its wholly-owned subsidiary. To ensure the smooth implementation of fundraising projects, Chengdu KANDA Intelligent Rail Transit Co., Ltd. opened special accounts for storing raised funds.

On December 9, 2024, the company held the fifth meeting of the sixth board of directors and the fourth meeting of the sixth supervisory board, approving the proposal to change part of the use of raised funds to implement new fundraising projects and extend the timeline for fundraising projects. The company agreed to change part of the use of raised funds and use 60 million yuan of raised funds for the new fundraising project “Development Project of Next-generation Intelligent Sensors,” while extending the implementation timelines for the “Automated Production Base Construction Project” and “Product Testing Center Construction Project” to December 31, 2025. The sponsor expressed clear agreement on this matter. This matter was approved by the second extraordinary shareholders’ meeting held on December 26, 2024. To ensure the smooth implementation of the new fundraising project, the company signed a three-party supervision agreement with Ping An Bank Co., Ltd. Shenzhen Branch and Great Wall Securities Co., Ltd. on January 14, 2025, and opened a special account for storing raised funds at Ping An Bank Co., Ltd. Shenzhen Branch Futian Sub-branch on January 3, 2025.

The specific situation of changes in the fundraising investment projects is detailed in Appendix 2: Change of Fundraising Investment Projects.

  1. The Status of the Use of Surplus Raised Funds

On April 26, 2023, the sixth board of directors and the sixth supervisory board held their second meeting and approved the proposal on the completion of some fundraising investment projects and the permanent replenishment of working capital with surplus raised funds. Given that the company’s “Marketing Network Construction Project” has reached the planned usable state, the company will permanently replenish the surplus raised funds from this fundraising project into working capital for daily production and operation.

On August 25, 2023, the sixth board of directors and the sixth supervisory board held their third meeting, and on September 14, 2023, the company held the first extraordinary shareholders’ meeting of 2023, approving the proposal on the completion of some fundraising investment projects and the permanent replenishment of working capital with surplus raised funds, agreeing to the completion of the fundraising project “Intelligent Monitoring and Diagnostic System Development Project” from the initial public offering. The company will permanently replenish the surplus raised funds from this fundraising project into working capital for the company’s production and operational activities. All independent directors of the company expressed clear agreement on this matter, and the sponsor provided a verification opinion with no objection.

  1. Issues in the Use and Disclosure of Raised Funds

According to the specific circumstances of implementing fundraising projects, to ensure smooth progress, in 2025, the company used its own funds of 7.0385 million yuan to pay in advance for the “Development Project of Next-generation Intelligent Sensors,” which will later be replaced with raised funds; on March 25, 2026, the company held the first meeting of the sixth board of directors in 2026, approving the proposal to replace the self-owned funds invested in fundraising projects with raised funds of 7.0385 million yuan for the “Development Project of Next-generation Intelligent Sensors.” The sponsor provided a verification opinion with no objections.

The information previously disclosed by the company regarding the use of raised funds is timely, true, accurate, and complete, and there are no violations in the management and use of raised funds.

  1. If the company has more than two financings and there are raised funds utilized in the same year, it should explain separately in the special report.

The company does not have more than two financings with raised funds utilized in the same year.

Appendix 1: Comparison Table of Raised Funds Usage

Appendix 2: Change of Fundraising Investment Projects

Shenzhen KANDA Electronics Technology Co., Ltd.

Board of Directors

March 26, 2026

Appendix 1: Comparison Table of Raised Funds Usage

(Unit of amount: ten thousand yuan)

Note 1: On April 26, 2023, the company held the second meeting of the sixth board of directors and the second meeting of the sixth supervisory board, approving the proposal on the completion of some fundraising investment projects and the permanent replenishment of working capital with surplus raised funds, agreeing to the completion of the fundraising project “Marketing Network Construction Project.” As of December 31, 2023, the company has transferred out 1.7363 million yuan as permanent working capital.

Note 2: On August 25, 2023, the company held the third meeting of the sixth board of directors and the third meeting of the sixth supervisory board, and on September 14, 2023, the company held the first extraordinary shareholders’ meeting of 2023, approving the proposal on the completion of some fundraising investment projects and the permanent replenishment of working capital with surplus raised funds, agreeing to the completion of the fundraising project “Intelligent Monitoring and Diagnostic System Development Project.” As of December 31, 2023, the company has transferred out 26.5799 million yuan as permanent working capital.

Note 3: As of December 31, 2023, the company has transferred out a total of 28.3162 million yuan as permanent working capital for both the “Marketing Network Construction Project” and the “Intelligent Monitoring and Diagnostic System Development Project.” The difference between the total promised investment for the “Marketing Network Construction Project” and the accumulated investment amount by the end of the period is 128,700 yuan, while the difference for the “Intelligent Monitoring and Diagnostic System Development Project” is 22,123,000 yuan, totaling 22,252,000 yuan; the difference with the company’s permanent working capital is the net interest income after deducting handling fees.

Appendix 2: Change of Fundraising Investment Projects

(Unit of amount: ten thousand yuan)

Stock Code: 002972 Stock Abbreviation: KANDA Announcement No.: 2026-011

Shenzhen KANDA Electronics Technology Co., Ltd.

Announcement of the Company’s 2025 Annual Profit Distribution Plan

The company and all members of the board of directors ensure that the content of the information disclosure is true, accurate, and complete, with no false records, misleading statements, or major omissions.

  1. Review Procedure

On March 25, 2026, Shenzhen KANDA Electronics Technology Co., Ltd. (hereinafter referred to as “the Company”) held the first meeting of the sixth board of directors in 2026, the second meeting of the audit committee in 2026, and the first meeting of the independent directors’ special committee in 2026, reviewing and approving the “2025 Annual Profit Distribution Plan,” which needs to be submitted to the company’s 2025 annual shareholders’ meeting for review.

  1. Basic Situation of Profit Distribution and Capital Reserve Conversion to Share Capital Plan

(1) Basic Plan for This Profit Distribution

The benchmark year for this profit distribution is 2025. According to the audit by Zhonghua Certified Public Accountants (Special General Partnership), the company’s net profit attributable to shareholders of the listed company in the consolidated financial statements for 2025 is 87,434,655.56 yuan, and the net profit for the parent company is 39,183,851.43 yuan. As of December 31, 2025, the undistributed profit in the consolidated financial statements is 508,301,662.07 yuan, and the undistributed profit for the parent company is 337,820,587.93 yuan. Based on the principle that profit distribution should be based on the lower of the distributable profit of the parent company and the consolidated financial statements, the distributable profit for shareholders in 2025 is 337,820,587.93 yuan.

Based on the principle of determining the specific profit distribution ratio according to the lower of the distributable profit in the consolidated statements and the parent company’s statements, and within the framework of ensuring the profit distribution policy, guaranteeing the company’s long-term stable development and shareholder long-term interests, and based on confidence in the company’s steady operations and sustainable development, considering the scale of distributable profits, the company proposes the 2025 annual profit distribution plan:

The company plans to base the total share capital on the equity registration date for the implementation of the equity distribution, deducting the repurchased shares in the company’s repurchase special account, and distribute a cash dividend of 1.50 yuan (tax included) for every 10 shares to all shareholders, without converting capital reserve to share capital and without issuing bonus shares. As of the date of this announcement, the company’s total share capital is 246,008,800 shares, with 1,166,700 shares in the repurchase account, leaving 244,842,100 shares after deducting the repurchased shares, with an estimated cash dividend payout of 36,726,315.00 yuan.

(2) Explanation of the Company’s Proposed Cash Dividend for the 2025 Fiscal Year

  1. This year, the company implemented a semi-annual cash dividend for 2025, distributing a cash dividend of 1.50 yuan (tax included) for every 10 shares to all shareholders, without converting capital reserve to share capital and without issuing bonus shares, with a total cash dividend payout of 36,726,315.00 yuan (this plan has been implemented); the company proposes to implement the 2025 annual profit distribution plan, distributing a cash dividend of 1.50 yuan (tax included) for every 10 shares to all shareholders, without converting capital reserve to share capital and without issuing bonus shares, with a total cash dividend payout of 36,726,315.00 yuan (this plan will be implemented upon approval by the shareholders’ meeting), resulting in a total cash dividend of 73,452,630.00 yuan for the year.

  2. The total cash dividend for 2025 amounts to 73,452,630.00 yuan, accounting for 84.21% of this year’s net profit.

  3. If the company’s total share capital changes from the date of this announcement to the equity registration date for the implementation of the equity distribution plan, the company will implement the plan based on the changed total share capital and adjust the total distribution amount accordingly

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