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。 上海家化联合股份有限公司（以下简称"公司"）2025 年员工持股计划第一 次持有人会议于 2025 年 7 月 4 日以现场结合通讯表决的方式召开。会议由公司 首席财务官兼董事会秘书罗永涛先生召集和主持，出席本次会议的持有人 44 人， 代表 2025 年员工持股计划份额 72,505,293 份，占公司 2025 年员工持股计划首次 认购总份额的 100.00%，占公司 2025 年员工持股计划首次授予份额的 99.58%。 会议的召集、召开和表决程序符合公司 2025 年员工持股计划的有关规定。会议 以记名投票表决方式，审议通过了以下议案： （一） 审议通过《关于设立公司 2025 年员工持股计划管理委员会的议案》 证券代码：600315 证券简称：上海家化 公告编号：临 2025-041 上海家化联合股份有限公司 2025 年员工持股计划第一次持有人会议决议公告 表决结果：同意 72,505,293 份，占出席持有人会议的持有人所持份额总数的 100.00%；反对 0 份， ...

Core Viewpoint - Shanghai Jahwa's new CEO Lin Xiaohai is implementing significant reforms to revitalize the company amidst declining performance and increasing competition from international brands and emerging domestic products [1][8]. Group 1: Leadership and Strategy - Lin Xiaohai, with over 25 years of experience at Procter & Gamble, is focusing on brand consolidation and high-end product development [3][4]. - The company is eliminating underperforming sub-brands to concentrate resources on key brands like Six Gods, Baicaoji, and Yuze [4]. - A high-end product line, "Taiji Dan," is being launched under Baicaoji to compete with international brands [4]. Group 2: Operational Changes - The company is optimizing its distribution channels by closing inefficient stores and enhancing online sales, aiming for online revenue to exceed 50% by 2025 [4][10]. - A membership system is being established to improve customer retention and repurchase rates [5]. - The introduction of Procter & Gamble alumni into the management team is expected to enhance operational efficiency [6]. Group 3: Financial Performance - In 2024, Shanghai Jahwa reported a total revenue of 5.679 billion yuan, a year-on-year decline of 13.93%, and a loss of 833 million yuan, a significant drop of 266.60% [8]. - The Q1 2025 report shows a revenue decline of 10% to 1.704 billion yuan, but a profit turnaround to 217 million yuan, indicating a recovery compared to the previous year [10]. Group 4: Future Outlook - The company aims for a revenue target of over 9.5 billion yuan in 2025, with a net profit margin of 8% [15]. - Key brand revenue targets include 2.5 billion yuan for Yuze, 1.8 billion yuan for Baicaoji, and maintaining 3 billion yuan for Six Gods [15]. - The company plans to innovate in both offline and online channels, including the introduction of "smart beauty stores" and doubling GMV on Douyin to 2 billion yuan [15]. Group 5: Market Trends and Challenges - The market for functional skincare is expected to exceed 100 billion yuan by 2026, with "medical research collaboration" becoming a standard in the industry [13]. - International brands maintain a competitive edge in the high-end market, and domestic brands need to establish "technology + culture" barriers [13]. - Rising raw material costs and increasing online customer acquisition costs are significant challenges [13].

Investment Rating - The report rates the cosmetics and medical beauty industry as "Positive" [2][3] Core Viewpoints - The cosmetics retail sales growth for January to May 2025 is 4.1%, an increase of 2 percentage points compared to the same period last year, indicating a steady recovery in demand [3] - The performance of leading brands remains strong, with double-digit growth, supported by the theme of self-care in new consumption trends, leading to a positive outlook for the first half of 2025 [3] - The 618 shopping festival saw strong performances from domestic brands, with notable rankings on platforms like Tmall and Douyin [3] Summary by Sections Cosmetics Industry Outlook - The report anticipates significant revenue and net profit growth for major companies in Q2 and H1 2025, with specific forecasts: - Up Beauty Co. is expected to see a revenue increase of 16% and a net profit increase of 25% [3] - Marubi is projected to grow revenue by 22% and net profit by 28% in Q2 2025 [3] - Proya is expected to achieve a revenue growth of 10% and net profit growth of 15% in Q2 2025 [3] Key Companies Performance - Notable companies and their expected performance include: - Mao Geping is projected to have a revenue increase of 38% and net profit increase of 35% in H1 2025 [3] - Ruibin is expected to see a revenue increase of 15% and net profit increase of 15% in Q2 2025 [3] - Huaxi Biological is expected to maintain stable performance with a 0% revenue growth and a 10% net profit increase in Q2 2025 [3] Investment Recommendations - The report recommends focusing on companies with strong brand matrices and comprehensive product layouts, such as Up Beauty Co., Marubi, and Proya, which are expected to benefit from the live e-commerce traffic [3] - It also highlights the importance of niche market players like Ruibin and Mao Geping, who are positioned to capitalize on the rise of personal care and domestic beauty trends [3] - For the medical beauty sector, the report suggests focusing on companies with high R&D barriers and strong profitability, recommending companies like Aimeike and Langzi [3] E-commerce and Other Segments - The report suggests monitoring e-commerce companies like Ruibin, which is expected to see significant growth in revenue and net profit [3] - In the maternal and infant sector, Kid King is projected to exceed market expectations with a revenue increase of 10% and a net profit increase of 70% in Q2 2025 [3]

Core Viewpoint - Shanghai Jahwa's performance in 2024 is disappointing, with revenue of 5.679 billion yuan, a year-on-year decline of 13.93%, and a net loss of 833 million yuan [2] Group 1: Financial Performance - In 2024, Shanghai Jahwa reported a revenue of 5.679 billion yuan, down 13.93% year-on-year, and a net profit of -833 million yuan [2] - The beauty business generated revenue of 1.05 billion yuan, down 29.81% year-on-year, while the innovation business reported 830 million yuan, down 19.38% [4] - The overseas business, represented by汤美星, achieved revenue of 1.415 billion yuan, down 11.43% year-on-year, and the personal care business reported 2.379 billion yuan, a slight decline of 3.42% [4] Group 2: Strategic Focus - The company is implementing a "four focuses" strategy: focusing on core brands, brand building, online presence, and efficiency [2] - Core brands are categorized into three tiers, with significant resource allocation to the first tier brands, such as Six God and Yuze [2] - The company plans to launch new product lines for the second-tier brands, Baicaoji and Meijiajing, in August-September [3][6] Group 3: Product Development - New products were introduced at the shareholder meeting, including an upgraded mosquito repellent and a refreshing scented shower gel under the Six God brand [5] - Yuze brand also launched a second-generation barrier repair cream and a large molecule sunscreen product [6] Group 4: Online Strategy - The company is enhancing its online strategy by focusing on self-operated live streaming and transitioning from an online distributor model to a self-operated model [3][8] - During the 618 shopping festival, major brands achieved double-digit growth in online sales, with Six God and Baicaoji seeing GMV growth of approximately 30% and 50%, respectively [7] Group 5: Operational Efficiency - The company has reduced its SKU count from over 10,000 to around 3,000, aiming for a 40% improvement in product efficiency [6] - Approximately 500 positions were eliminated, primarily in offline channels and back-office departments, with an additional 10%-15% reduction planned for middle and back-office roles [6] Group 6: Future Goals - Shanghai Jahwa aims for a double-digit revenue growth in 2025, with a focus on core brand investment and enhancing online operational capabilities [10]

Core Viewpoint - Shanghai Jahwa is undergoing a significant transformation, focusing on organizational restructuring and strategic repositioning to address challenges such as brand aging, channel mismatch, and insufficient online competitiveness [2][6][11]. Group 1: Leadership and Strategy - CEO Lin Xiaohai has set a new vision and restructured the company's governance and organization, emphasizing "brand" as the operational unit [7][10]. - Lin Xiaohai rated his performance at 79 out of 100, indicating both achievements and areas for improvement in the past year [6][11]. - The company has shifted from a "large and comprehensive" approach to a "small team operation," enhancing responsiveness and resource allocation [10]. Group 2: Operational Improvements - The company has optimized its organizational structure, including leadership changes in multiple business units and improving operational efficiency by reducing redundancy in roles [8][9]. - Inventory turnover efficiency has improved significantly, with the time for goods turnover reduced from 300 days to 89 days, leading to double-digit same-store sales growth [8][9]. - The company has also focused on cleaning up its overseas subsidiaries, particularly addressing losses in the UK subsidiary [8]. Group 3: E-commerce Performance - During the 618 shopping festival, several brands under Shanghai Jahwa saw substantial sales growth, with Yuze brand sales increasing over 20% and Six Gods over 30% [9]. - The company achieved a 17% year-on-year growth in GMV during the 2023 Double 11 shopping festival, reflecting the effectiveness of its reforms [9][11]. Group 4: Future Focus and Challenges - Moving into the second half of 2025, the company will enter a "deep water zone" of reform, facing internal and external pressures from market competition [13][16]. - The company aims to deepen its "four focuses" strategy: focusing on core brands, brand building, online growth, and efficiency [13][15]. Group 5: R&D Investment - Shanghai Jahwa has increased its R&D investment, with a 11.12% year-on-year growth in R&D expenses in Q1 2025 [19][20]. - The company is focusing on "R&D system + medical research collaboration + product innovation," establishing partnerships with hospitals to enhance product development [20][21]. - The R&D advantages are seen as a key differentiator, with a complete medical research chain and ongoing investment capabilities [26][27].

Core Insights - Shanghai Jahwa held its 2024 annual shareholder meeting on June 25, where management discussed strategic direction, operational philosophy, brand development, and channel reform [1] - CEO Lin Xiaohai expressed that the company's performance over the past year "basically met expectations" and emphasized the importance of operational capability moving forward [1] Strategic Focus - The company is deepening its "Four Focuses" strategy, which includes focusing on core brands, brand building, online presence, and efficiency [2] - Lin Xiaohai highlighted that the strategic transformation is showing initial results, with brands undergoing rebranding and repositioning [2] - The Yuze brand has strengthened its collaboration with renowned hospitals, leading to comprehensive upgrades in brand image and product offerings [2] - The Six God brand has introduced a new slogan to promote a "refreshing culture," targeting younger consumers [2] - The company has categorized its brands into three tiers for differentiated resource allocation, with Six God and Yuze in the top tier [2] Performance and Growth - The company's major brands achieved double-digit growth across online channels during the 618 shopping festival, attributed to organizational optimization and strategic focus [3] - Lin Xiaohai indicated that the organization is entering a "deep water zone" of reform, with a focus on enhancing operational capabilities and brand investment [4] - The company aims for double-digit revenue growth by 2025, which is positioned as a pivotal year for brand development and competitive advantage [4]

Group 1 - The company held its 2024 annual shareholders' meeting on June 25, where 14 proposals were approved, including the 2024 Board of Directors' work report and the 2024 annual report [2] - In 2024, the company achieved a revenue of 5.679 billion yuan, indicating improved governance and operational standards [2] - The shareholders' meeting approved a profit distribution plan for the first half of 2025 to reward investors, along with employee stock ownership and long-term incentive fund management plans to enhance employee engagement [2] Group 2 - During the "618" shopping festival, the company's main brands achieved double-digit growth across online channels, attributed to effective planning and improved operational efficiency [3] - The company plans to deepen reforms in the second half of the year, focusing on core brands and increasing investment in brand building to achieve double-digit revenue growth by 2025 [3]

Core Viewpoint - Shanghai Jahwa is undergoing significant reforms under the leadership of Chairman Lin Xiaohai, who has been in position for one year, aiming to address historical challenges and improve operational efficiency while facing increased competition in the domestic beauty market [2][3][10]. Company Summary - Shanghai Jahwa reported its first annual loss since going public, including over 600 million yuan in goodwill impairment losses, which Lin Xiaohai described as shedding a "burden" [2]. - The company has identified several historical issues, including low employee efficiency, weak online channels, and an overly extensive offline presence [3]. - Lin Xiaohai has implemented a focused strategy, concentrating resources on core brands like Liushen and Yuze, while reducing support for smaller brands [5]. - The company has seen double-digit growth in online channels during the "618" shopping festival, with offline inventory turnover days reduced from over 300 to approximately 90 [3][5]. - Shanghai Jahwa's offline revenue still accounts for over 50% of total revenue, significantly higher than competitors, but the company plans to streamline its offline operations by focusing on core products and reducing long-tail offerings [6]. Industry Summary - The domestic beauty market is experiencing a surge in new entrants, with many local brands going public, increasing competitive pressure on established players like Shanghai Jahwa [10]. - Lin Xiaohai emphasized the need for product innovation over raw material innovation, indicating a shift in focus towards developing new products that meet market demands [10]. - The baby and child product segment is identified as a rapidly growing market, with a shift towards online sales channels for these products [11].

Core Viewpoint - Shanghai Jahwa is undergoing a significant transformation under the leadership of Lin Xiaohai, who emphasizes the need for a mission-driven team and a shift from internal competition to external competitiveness to revitalize the company [2][6][7]. Financial Performance - In 2024, Shanghai Jahwa reported a net profit attributable to shareholders of -833 million yuan, marking its first loss in recent years [4][10]. - The company's operating revenue for 2024 was approximately 5.68 billion yuan, a decrease of 13.93% compared to 2023 [5][10]. - The revenue trend from 2021 to 2024 shows a continuous decline, with figures of 76.46 billion yuan, 71.06 billion yuan, 65.98 billion yuan, and 56.79 billion yuan respectively [9]. Strategic Direction - Lin Xiaohai has initiated a "second entrepreneurship" strategy, focusing on organizational restructuring and operational efficiency to combat the company's recent downturn [4][6]. - The management aims for a double-digit revenue growth and profitability by 2025, with a focus on executing new strategies effectively [11][14]. - The company is fostering a competitive environment among its brands, with a goal to enhance external competitiveness starting from the 2025 "6·18" promotional event [7][14]. Market Perception - The long-term decline in stock price reflects the company's past operational challenges, with a drop of over 60% since its peak in June 2021 [8][9]. - As of June 25, 2024, the stock price was reported at 20.58 yuan, with a total market capitalization of 13.83 billion yuan [9]. Management and Governance - The management team, including CFO Luo Yongtao, expressed confidence in the company's future despite recent financial struggles, attributing the stock price to a comprehensive evaluation of the company's performance [8][11]. - Lin Xiaohai emphasized the importance of building trust with stakeholders through consistent performance and communication, which is essential for gaining greater authority from the controlling shareholder [15][18].

Core Viewpoint - Shanghai Jahwa is undergoing a "second entrepreneurship" under the leadership of Lin Xiaohai, aiming to reverse the company's recent decline and achieve a revival in its performance [5][10]. Financial Performance - In 2024, Shanghai Jahwa reported a net profit attributable to shareholders of -833 million yuan, marking its first loss in recent years [8][21]. - The company's revenue has been on a downward trend, with figures of 76.46 billion yuan in 2021, 71.06 billion yuan in 2022, 65.98 billion yuan in 2023, and 56.79 billion yuan in 2024, reflecting a continuous decline [17][21]. - For the first quarter of 2025, the revenue was 17.04 billion yuan, a decrease of 10.59% year-on-year, with a net profit of 217 million yuan, down 15.25% [21][22]. Strategic Direction - Lin Xiaohai emphasized the need for a mission-driven team and a sense of urgency to transform the organization into a competitive entity [10][11]. - The company aims to shift from "internal competition" to "external competition," with a focus on performance relative to competitors starting from the 2025 "6.18" promotional event [12][20]. - The management team is tasked with executing the new strategy effectively to translate it into tangible business results [21]. Stock Performance - Shanghai Jahwa's stock price has seen a significant decline, dropping over 60% since its peak of 62.91 yuan per share in June 2021, closing at 20.58 yuan on June 25, 2024, with a total market capitalization of 13.83 billion yuan [15][19]. - The management acknowledged that the current stock price reflects past operational performance, but they remain confident about future improvements [13][19]. Management and Governance - Lin Xiaohai highlighted the importance of building trust with shareholders, stating that trust is earned through consistent performance and victories [26][27]. - The company is focused on becoming a leading domestic and international daily cosmetics company, requiring a shift in mindset and organizational adjustments [27][29].