安徽金种子酒业股份有限公司 2024年年度股东大会会议议程 现场会议时间：2025年5月29日14:00 安徽金种子酒业股份有限公司 2024 年年度股东大会 会议资料 2025 年 5 月 29 日 2024 年年度股东大会会议资料 目 录 | 一、程序文件 | | | --- | --- | | 2024 年年度股东大会会议议程 | 1 | | 2024 年年度股东大会会议须知 | 3 | | 二、会议议案 | | | 议案一、2024 | 年度董事会工作报告 5 | | 议案二、2024 | 年度监事会工作报告 10 | | 议案三、2024 | 年年度报告及摘要 13 | | 议案四、2024 | 年度财务决算报告 15 | | 议案五、2024 | 年度利润分配预案 18 | | 议案六、关于公司 2024 | 年度董事薪酬的议案 19 | | 议案七、关于公司 2024 | 年度监事薪酬的议案 20 | | 议案八、关于公司及全资子公司 | 2025 年度拟向各银行申请综合授信额度和公司为 | | 子公司提供担保的议案 | 21 | | 听取报告：2024 | 年度独立董事述职报告 24 | 20 ...

Core Viewpoint - The Chinese liquor industry is experiencing a deep adjustment in 2024, characterized by declining production and sales, sluggish terminal movement, shrinking consumption scenarios, and insufficient consumer confidence, leading to price inversions for various products [1] Group 1: Industry Trends - The liquor industry is facing dual declines in production and sales, with a notable slowdown in revenue growth for liquor companies in 2024 [1] - The number of liquor companies experiencing revenue declines increased from 2 to 6 compared to the previous year, with brands like Jiu Gui Jiu and Shun Xin Agriculture facing significant downturns for two consecutive years [1] Group 2: Sales Expenses - The total sales expenses for 19 listed liquor companies reached 45.87 billion yuan in the previous year, marking an 11% year-on-year increase, which outpaced revenue growth [2] - The median sales expense ratio rose from 16.26% to 19.1%, indicating a growing burden on companies [2] - Notably, Wu Liang Ye had the highest sales expenses at 10.692 billion yuan, followed by Gu Qing Gong Jiu and Kweichow Moutai [2] Group 3: Management Expenses - The total management expenses for listed liquor companies amounted to 22.85 billion yuan, slightly up from 22.66 billion yuan the previous year, with a median management expense ratio of 7.27% [3] - Eleven companies reported an increase in management expenses, while eight companies saw a decline [3] - Companies like Shanxi Fen Jiu, Shui Jing Fang, and Tian You De Jiu experienced management expense growth exceeding 10% [3] Group 4: Expense Ratios - Jiu Gui Jiu had the highest sales expense ratio at 42.94%, followed by Jin Zhong Zi Jiu at 31.84% and Gu Qing Gong Jiu at 26.22% [4] - Kweichow Moutai had the lowest sales expense ratio at 3.24%, indicating efficient cost management [4] - The management expense ratios for Tian You De Jiu, Jiu Gui Jiu, and Jin Zhong Zi Jiu exceeded 10%, while companies like Wu Liang Ye and Kweichow Moutai maintained lower ratios [4]

Industry Overview - The Chinese liquor industry is undergoing a deep adjustment in 2024, characterized by a decline in both production and sales, a slowdown in terminal sales, shrinking consumption scenarios, and insufficient consumer confidence [1] - The number of liquor companies experiencing revenue decline has increased from 2 to 6 compared to the previous year, with companies like Jiu Gui Jiu and Shun Xin Agriculture facing significant downturns for two consecutive years [1] Contract Liabilities - The total contract liabilities for 19 listed liquor companies in 2024 reached 55.986 billion yuan, an increase of 2.9 billion yuan from the previous year [2] - Major companies such as Wu Liang Ye, Yang He, Guizhou Moutai, and Shanxi Fenjiu accounted for 72% of the total contract liabilities, amounting to 40.299 billion yuan [2] - Luzhou Laojiao reported a contract liability of only 3.978 billion yuan, significantly lower than its peers despite similar revenue levels [2] Changes in Contract Liabilities - Eleven companies saw a decline in contract liabilities, with Guizhou Moutai's liabilities decreasing by 32% from 14.126 billion yuan to 9.592 billion yuan [4] - The reduction in Guizhou Moutai's contract liabilities is attributed to a slowdown in the payment pace from distributors and an increase in direct sales channels [4] Cash Collection Ratio - In 2024, two liquor companies reported a cash collection ratio below 100%, down from five the previous year [5] - Jin Zhong Zi Jiu has consistently reported a cash collection ratio below 100% for two years, with a revenue decrease of 37% and a loss of 258 million yuan in 2024 [5] - The company's core revenue from low-end products decreased by 29%, with significant declines in gross margins across all product categories [6] Summary of Key Financial Metrics - A table summarizes the contract liabilities and cash collection ratios for various companies, highlighting significant changes from 2023 to 2024 [7]

有9家酒企归母净利润低于10亿元，4家净利润低于1亿元。去年只有金种子酒一家酒企亏损，亏损金额 从上年的0.22亿元扩大到2.58亿元。 出品：新浪财经上市公司研究院 作者：浪头饮食/ 郝显 2024年，白酒行业进入深度调整！ "行业产销双线下滑、终端动销整体放缓、消费场景萎缩、消费信心不足，诸多产品价格不同程度倒 挂，"茅台集团党委副书记、总经理王莉2024年中曾对白酒行业发展趋势作出过这样的判断。 在这种背景下，渠道库存问题凸显，头部酒企也频频通过停货稳定价格体系。白酒企业分化进一步加 剧，头部酒企仍能维持稳健增长，中小酒企则开始面对压力。 从上市公司层面来看，2024年酒企收入增速大幅放缓，收入下滑酒企数量从上年的2家增至6家。酒鬼酒 和顺鑫农业已经连续大幅下滑两年。 19家上市白酒公司归母净利润增长7.6% 贵州茅台一家占比达到52% 2024年19家上市白酒公司（剔除*ST岩石（维权）），总共实现归母净利润1668.48亿元，同比增长 7.6%。 贵州茅台去年净利润达到862.28亿元，占上市白酒净利润的近52%，提升了3.48个百分点。其次是五粮 液、泸州老窖和山西汾酒，归母净利润分别为318.5 ...

出品：新浪财经上市公司研究院 作者：浪头饮食/ 郝显 2024年，白酒行业进入深度调整！ "行业产销双线下滑、终端动销整体放缓、消费场景萎缩、消费信心不足，诸多产品价格不同程度倒 挂，"茅台集团党委副书记、总经理王莉2024年中曾对白酒行业发展趋势作出过这样的判断。 在这种背景下，渠道库存问题凸显，头部酒企也频频通过停货稳定价格体系。白酒企业分化进一步加 剧，头部酒企仍能维持稳健增长，中小酒企则开始面对压力。 从上市公司层面来看，2024年酒企收入增速大幅放缓，收入下滑酒企数量从上年的2家增至6家。酒鬼酒 和顺鑫农业已经连续大幅下滑两年。 3家酒企经营活动现金流净额转负 经营活动现金流是衡量上市公司核心盈利能力和财务健康度的关键指标，2024年3家酒企经营活动现金 流净额转负，分别为舍得酒业、酒鬼酒、金种子酒，比上年多了两家。 去年8家公司经营活动现金流净额同比增长，剔除皇台酒业之后，增速最快的是泸州老窖、山西汾酒、 口子窖。此外贵州茅台增长38.85%，也排在前列。 此外，伊力特、洋河股份、顺鑫农业、舍得酒业、金种子酒、酒鬼酒在收入下滑的情况下，存货仍在增 长。 | | | 2024年上市白酒公司存货、现金 ...

Core Viewpoint - Jinzhongzi Liquor, once a prominent player in the Anhui liquor market, is currently facing significant operational challenges, with declining performance metrics and increasing losses [1][5][7] Company Overview - Jinzhongzi Liquor specializes in the production and sale of various types of liquor, including the Jinzhongzi series, Zongzi series, and high-end cultural liquor [1] - The company employs a "sales-driven production" model, focusing on order-based production planning [1] Historical Performance - In 2012, Jinzhongzi Liquor achieved peak revenue of 2.294 billion yuan and a net profit of 561 million yuan, positioning itself among the top players in the Anhui liquor market [3] - Since 2013, the company has experienced a downward trend in revenue, leading to significant losses starting in 2019, with a net loss of 204 million yuan that year [5][3] Diversification Efforts - To counteract declining performance, Jinzhongzi Liquor attempted diversification into sectors such as pharmaceuticals and real estate, with Jin Taiyang Pharmaceuticals contributing over 40% to total revenue at one point [4] - Despite these efforts, the overall financial situation of Jinzhongzi Liquor did not improve significantly [4] Recent Developments - Following strategic investment from China Resources in 2022, the company began implementing management reforms, which have shown some positive effects in 2022-2023, with revenues of 1.186 billion yuan and 1.469 billion yuan, and a reduction in net losses [5] - The new management team has focused on improving operational management and product offerings, although short-term challenges remain [5] 2024 Performance - The latest report for 2024 indicates a significant decline in performance, with revenue dropping to 925 million yuan, a decrease of 37.04% year-on-year, and a net loss of 258 million yuan [7] - Quarterly performance showed a worsening trend, with the fourth quarter net loss reaching 1.58 billion yuan [7] Revenue Breakdown - The liquor segment generated 744 million yuan, down 24.23% year-on-year, while the pharmaceutical segment saw a 62.13% decline to 158 million yuan [8] - All product categories faced revenue declines, with high-end, mid-range, and low-end liquor experiencing decreases of 4.87%, 14.01%, and 29.08% respectively [8] Market Challenges - The decline in performance is attributed to consumer downgrading affecting sales of lower-tier products and increased marketing expenditures impacting profitability [8]

Investment Rating - The industry investment rating is "Positive" (maintained) [1] Core Viewpoints - The first quarter of 2025 showed a slight decline in the food and beverage index by 0.5%, ranking 13th among 28 sub-industries, underperforming the CSI 300 by approximately 0.1 percentage points. Other liquor categories (+2.2%), dairy products (+1.4%), and snacks (+1.4%) performed relatively well [10][12] - The food and beverage sector's revenue grew by 4.6% year-on-year in Q1 2025, a slight decrease from 6.6% in Q4 2024. Profit increased by 0.3%, a significant improvement from the -13.0% in Q4 2024. The liquor segment saw a revenue growth of 1.7% in Q1 2025, slightly up from 1.2% in Q4 2024, indicating resilience in consumption during the Spring Festival [10][11] - The report highlights a divergence in performance within the liquor industry, with high-end liquor and leading real estate liquor brands maintaining stable performance, while some mid-range brands experienced significant declines. The report anticipates a gradual recovery in liquor consumption as economic policies take effect [10][11] Summary by Sections Weekly Insights - The report notes a pressured tone in Q1 results but indicates a month-on-month improvement. The food and beverage index's performance is under scrutiny, with specific attention to the liquor sector's resilience [10][12] Market Performance - The food and beverage sector underperformed the broader market, with a 0.5% decline in the index. The report identifies leading stocks and those that lagged behind, emphasizing the need for strategic focus on top-performing companies [10][12] Upstream Data - Some upstream raw material prices have decreased, with specific data on dairy and meat prices indicating fluctuations that could impact the overall cost structure for food and beverage companies [17][23] Liquor Industry News - Notable developments include the pre-sale of Moutai's 2025 Dragon Boat Festival gift box and the launch of new products by Qingdao Beer, reflecting ongoing innovation and market engagement within the liquor sector [41][42] Memorandum - The report includes a memorandum highlighting significant upcoming events, such as the unlocking of restricted shares for Angel Yeast on May 9, which could influence market dynamics [43]

Core Viewpoint - The competitive landscape among the four major listed liquor companies in Anhui has become increasingly polarized, with Gujing Gongjiu solidifying its leading position while other companies face varying degrees of challenges and declines [2] Financial Performance - In 2024, the four listed liquor companies in Anhui achieved a total net profit of 9.504 billion yuan, a year-on-year increase of 10.82%, and total operating revenue of 37.862 billion yuan, up 10.05% [2] - Gujing Gongjiu reported a net profit of 5.517 billion yuan, surpassing the combined profits of the second and third-ranked companies, with a net profit growth rate of 46.01%, the highest among the four [2] - Gujing Gongjiu's operating revenue reached 23.578 billion yuan, growing by 16.41%, significantly outpacing the 8.46% revenue growth of Yingjia Gongjiu [2] Product Strategy - Gujing Gongjiu has developed a product matrix covering price ranges from 100 to 500 yuan, effectively meeting both mass consumption and premium market demands [4] - The core product line includes high-revenue contributors like the "Gujing 20," which has annual sales close to 5 billion yuan, supporting overall revenue growth [4] Channel Strategy - Gujing Gongjiu employs a platform merchant recruitment model, enhancing its market control and supporting continuous market share expansion [6] - Yingjia Gongjiu has outperformed Kouzi Jiao in recent years, achieving a net profit of 2.589 billion yuan, a year-on-year increase of 13.45%, while Kouzi Jiao's net profit fell by 3.83% to 1.689 billion yuan [6][7] Competitive Dynamics - Kouzi Jiao's revenue growth has stagnated, with a slight increase of only 0.89%, while its gross margin decreased from 75.19% to 74.59% [6][7] - Yingjia Gongjiu's effective product and market strategies have allowed it to narrow the gap in gross margin with Kouzi Jiao [6] Market Positioning - Kouzi Jiao's reliance on traditional distribution models has weakened its market control, leading to pricing chaos and poor product movement [7][9] - Yingjia Gongjiu's innovative "1+1+N" model has facilitated channel penetration and refined management, laying a foundation for growth [11] Challenges Faced by Other Companies - Jinzhongzi Jiu reported a significant revenue decline of 37.04% to 925 million yuan, with net losses expanding to 258 million yuan [11][13] - Jinzhongzi Jiu's product structure imbalance and failed price adjustments have severely impacted its sales performance [13]

Group 1: Market Developments - Jiang Jia led a team to investigate the UAE market, emphasizing the importance of the region for Wuliangye's strategic layout and future efforts in channel construction and brand promotion [1] - Xifeng Wine held a business meeting to deploy strategies for the Jiangsu market, highlighting its strong development foundation [1] - Yunmen Wine established a liaison office in Japan and an Osaka tasting center, marking a significant step in its internationalization strategy [1] Group 2: Financial Performance - Shanxi Fenjiu reported a revenue of 36.011 billion in 2024, a year-on-year increase of 12.79%, with a net profit of 12.243 billion, up 17.29% [1] - Yanghe Co. achieved a revenue of 28.876 billion in 2024, with a net profit of 6.673 billion [1] - Yingjia Gongjiu's revenue for 2024 was 7.344 billion, up 8.46%, with a net profit increase of 13.45% to 2.589 billion [1] - Kouzi Jiao reported a revenue of 6.015 billion in 2024, a slight increase of 0.89%, but a net profit decrease of 3.83% to 1.655 billion [1] - Yilite's revenue for 2024 was 2.203 billion, down 1.27%, with a net profit decline of 15.91% to 0.286 billion [1] - Jiugui Wine's revenue fell to 1.423 billion in 2024, a decrease of 49.70%, with a net profit drop of 97.72% to 0.012 billion [1][2] - Jinzongzi Wine reported a revenue of 0.925 billion in 2024, down 37.04%, resulting in a net loss of 0.258 billion [2] Group 3: Industry Standards and Sustainability - The national standard for "Rice Aroma Type Baijiu" was released, indicating regulatory developments in the industry [3] - New Zealand's wine industry reported significant sustainability achievements, with 68% of wineries implementing carbon reduction measures, reflecting a growing trend towards environmental responsibility [4]

Core Viewpoint - The white liquor industry is experiencing a significant slowdown in growth, with many companies reporting declining revenues and profits, indicating a challenging market environment [1][12][18]. Group 1: Industry Performance - As of April 29, nearly all listed white liquor companies reported a slowdown in performance for 2024, with six companies experiencing a year-on-year revenue decline [1][4]. - In the first quarter of 2025, nearly half of the white liquor companies reported negative performance, with some experiencing revenue declines of 20% to 30% [1][12]. - The total revenue of all white liquor companies in 2024 exceeded 440 billion yuan, primarily driven by growth from leading companies like Moutai [4][7]. Group 2: Market Dynamics - The competitive landscape of the white liquor industry has shifted, with Shanxi Fenjiu rising to the third position among leading brands, indicating a consolidation of market power among top players [2][8]. - Over the past five years, the rankings of the top ten white liquor companies have changed significantly, with new entrants and established brands experiencing shifts in their market positions [10][11]. - The performance of mid-sized and smaller liquor companies has generally been poor, with some facing delisting risks [2][12]. Group 3: Future Outlook - Analysts suggest that the white liquor industry is currently in a "bottoming out" phase, with expectations of continued low performance in the second quarter of 2025 [2][17]. - The core issue facing the industry is weak consumer demand, with a need for companies to connect with younger consumers and explore new market segments [18].