北京市金杜律师事务所（以下简称本所）接受华丽家族股份有限公司（以下 简称公司）委托，根据《中华人民共和国证券法》（以下简称《证券法》）、《中华 人民共和国公司法》（以下简称《公司法》）、中国证券监督管理委员会《上市公司 股东会规则》（以下简称《股东会规则》）等中华人民共和国境内（以下简称中国 境内，为本法律意见书之目的，不包括中国香港特别行政区、中国澳门特别行政 区和中国台湾地区）现行有效的法律、行政法规、规章和规范性文件和现行有效 的公司章程有关规定，指派律师出席了公司于 2025 年 5 月 16 日召开的 2024 年 年度股东大会（以下简称本次股东大会），并就本次股东大会相关事项出具本法律 意见书。 为出具本法律意见书，本所律师审查了公司提供的以下文件，包括但不限于： 1. 经公司 2024 年第一次临时股东大会审议通过的《华丽家族股份有限公司 章程》（以下简称《公司章程》）； 2. 公司 2025 年 4 月 26 日刊登于巨潮资讯网及上海证券交易所网站的《华 丽家族股份有限公司第七届董事会第三十六次会议决议公告》和《华丽家族股份 有限公司第七届监事会第二十五次会议决议公告》； 3. 公司 2025 ...

证券代码：600503 证券简称：华丽家族 公告编号：2025-016 华丽家族股份有限公司 2024年年度股东大会决议公告 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。 重要内容提示： 本次会议是否有否决议案：无 一、 会议召开和出席情况 (一)股东大会召开的时间：2025 年 5 月 16 日 (二)股东大会召开的地点：上海市松江区石湖荡镇三新公路 207 号会议室 (三)出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况： | 1、出席会议的股东和代理人人数 | 607 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 142,885,543 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | | | 份总数的比例（%） | 8.9175 | (四)表决方式是否符合《公司法》及《公司章程》的规定，大会主持情况等。 本次会议由公司董事会召集，副董事长李荣强先生主持了会议。本次会议召 集、召开和表决符合《中华人民共和国公司法》及本公司《公司章程》的规定。 (五) ...

Core Viewpoint - In 2024, Huayi Family Co., Ltd. achieved a revenue of 353 million yuan, a year-on-year increase of 118.47%, but experienced a significant net profit decline of 159.37% [2][6]. Revenue and Profit Analysis - The company's revenue for 2024 was 353 million yuan, reflecting a growth of 118.47% compared to the previous year [2][3]. - The net profit for 2024 was -34.42 million yuan, a decrease of 159.37% year-on-year [6][7]. - The real estate sector generated 336 million yuan in revenue, up 129.43%, but the gross profit margin decreased by 19.23 percentage points [6][7]. Graphene Business Performance - Revenue from the graphene business was only 17,260 yuan in 2024, down 72.42% from 2023 [3][4]. - The companies under Huayi Family, Ningbo Moxi and Chongqing Moxi, have been operating at a loss since 2017, with cumulative losses reported [5][6]. - The lack of effective market application and ongoing losses have hindered the growth of the graphene business [4][5]. Real Estate Strategy - The company is refocusing on its real estate business due to challenges in new business sectors [2][6]. - As of December 31, 2024, the land reserve was only 65,000 square meters, indicating difficulties in acquiring quality land [7][8]. - The company plans to maintain a stable investment strategy and increase quality project reserves in 2025 [8]. Future Outlook - The company aims to optimize its asset structure and seek new development opportunities in line with domestic economic trends [8]. - The real estate development projects for 2025 include ongoing work in Shanghai, Suzhou, and Zunyi, with a focus on sales and project delivery [8].

Core Viewpoint - The company is preparing for its 2024 Annual General Meeting (AGM) scheduled for May 16, 2025, where shareholders will review various reports and proposals, including the annual financial report and the board's work report [1][2]. Group 1: Meeting Agenda - The AGM will be held on May 16, 2025, at 14:30 in Shanghai [1]. - The meeting will include the announcement of attendees, introduction of legal representatives, and discussions on various proposals [1]. - Shareholders will review the 2024 Annual Report and its summary, which has been approved by the board [1][2]. Group 2: Board of Directors Report - The board emphasizes its commitment to maintaining company interests and shareholder rights while adhering to legal and regulatory requirements [2]. - In 2024, the board held 8 meetings and 9 committee meetings to ensure effective governance and decision-making [2][3]. - The board has focused on improving internal management and governance structures to adapt to regulatory changes [3]. Group 3: Financial Performance - The company reported a net profit attributable to shareholders of -34.42 million yuan for 2024, a decrease of 159.37% compared to the previous year [12]. - Total revenue for 2024 was approximately 352.79 million yuan, reflecting an increase of 118.47% from 2023 [12][13]. - The company’s total assets increased by 5.01% to approximately 4.43 billion yuan by the end of 2024 [12]. Group 4: Profit Distribution Proposal - Due to the reported loss in 2024, the company proposes not to distribute profits or increase capital reserves [15][16]. - The decision is based on the need to ensure sufficient operational funds and sustainable development [15]. Group 5: Audit and Compliance - The company plans to renew its audit contract with Zhongxinghua Accounting Firm for the 2025 fiscal year, with audit fees set at 750,000 yuan [20]. - The audit firm has a history of providing effective and objective services to the company [20][21]. Group 6: Governance and Regulatory Compliance - The company is revising its governance documents, including the rules for shareholder meetings and the board of directors, to align with regulatory requirements [24][25]. - These revisions aim to enhance operational transparency and governance standards [24][25].

华丽家族股份有限公司 2024 年年度股东大会会议资料 华丽家族股份有限公司 2024年年度股东大会会议资料 二〇二五年五月十六日 华丽家族股份有限公司 2024 年年度股东大会会议资料 会议议程 一、 会议时间： 现场会议召开时间：2025年5月16日 14点30分 网络投票时间：按照中国证监会和上海证券交易所相关规定 二、 会议地点：上海市松江区石湖荡镇三新公路207号会议室 三、 主持人：董事长王伟林 四、 宣布大会参加人数、代表股数、会议召开、介绍会议出席人员、介绍律师 事务所见证律师 五、 股东审议以下议案： 请参见上海证券交易所网站（www.sse.com.cn）披露的《华丽家族股份有限 公司2024年度独立董事述职报告》 1、审议《关于2024年年度报告及摘要的议案》 2、审议《关于2024年度董事会工作报告的议案》 3、审议《关于2024年度监事会工作报告的议案》 4、审议《关于2024年度财务决算报告的议案》 5、审议《关于2024年度利润分配预案的议案》 6、审议《关于公司内部董事2025年度津贴方案的议案》 7、审议《关于续聘2025年度财务和内控审计机构的议案》 8、审议《关于2025 ...

Core Viewpoint - Huali Family Co., Ltd. reported a significant increase in revenue for 2024, but also faced substantial net losses, indicating a "revenue growth without profit" situation [2]. Financial Performance - The company achieved an operating revenue of 353 million yuan in 2024, representing a year-on-year increase of 118.47% compared to 161 million yuan in 2023 [3]. - The net loss attributable to shareholders was 34.42 million yuan, a decline of 159.37% from a profit of 57.97 million yuan in the previous year [3]. - The net profit after deducting non-recurring gains and losses was a loss of 38.45 million yuan, compared to a profit of 44.83 million yuan in 2023 [3]. - Cash generated from operating activities was a negative 223.69 million yuan, an improvement from a negative 347.30 million yuan in 2023 [3]. Business Segments - The real estate segment showed mixed performance, with projects in Shanghai and Suzhou driving revenue growth, while the overall market downturn led to a 19.23 percentage point decline in gross margin [2][4]. - The increase in revenue was primarily due to the higher turnover of the Suzhou project, despite the adverse market conditions [2]. - The company’s investment in Xiamen International Bank, which has not paid dividends for five consecutive years, resulted in a reduction of approximately 50 million yuan in investment income, further pressuring financial performance [2]. Emerging Business Challenges - The graphene industry, which the company has invested in for years, continues to struggle, with revenue from graphene derivatives dropping to only 17,000 yuan, a decrease of 72.42% year-on-year [4]. - Subsidiaries in Ningbo and Chongqing are still operating at a loss, and new ventures like South River Robotics have yet to contribute effectively to profitability [4]. - Efforts to revitalize assets through fund investments have not yet yielded significant returns, and the exit from the Ruile Culture project has not been fully realized, making it difficult to improve financial performance in the short term [4].

Group 1 - The real estate sector in both Hong Kong and A-shares experienced a significant rally on May 7, with notable stock price increases for companies such as Jin Hui Holdings (up 21.9%) and Zhongliang Holdings (up 7.06%) [1] - The People's Bank of China announced a 0.5 percentage point reserve requirement ratio cut, expected to inject approximately 1 trillion yuan into the market, along with a 0.1 percentage point reduction in policy interest rates [2] - The reduction in personal housing provident fund loan rates by 0.25 percentage points is projected to save residents over 20 billion yuan annually in interest, supporting rigid housing demand and stabilizing the real estate market [2] Group 2 - Following the "May Day" holiday, there was a surge in property subscriptions in various cities, with Shenzhen seeing a 23.89% year-on-year increase in new housing subscriptions during the holiday [3] - The introduction of high-quality projects in major cities like Beijing, Shanghai, and Hangzhou is expected to stimulate demand for improved housing and facilitate market recovery in May [3] - Major financial institutions are increasingly optimistic about the Chinese real estate market, with reports indicating a favorable policy environment and potential recovery in core cities [3]

Group 1 - The real estate sector experienced a rapid increase at the beginning of trading, with several stocks hitting the daily limit up, indicating strong market interest [1] - Notable companies that reached their upper trading limits include Xinhua Group (000620), Sanxiang Impression (000863), Tianbao Infrastructure (000965), Shilianhang (002285), Huali Family (600503), and Yudai Development (000514) [1] - There is a significant influx of dark pool capital into these stocks, suggesting a bullish sentiment among investors [1]

Core Viewpoint - Real estate stocks experienced a collective surge, driven by favorable news regarding the reduction of housing loan interest rates by the People's Bank of China [1] Group 1: Market Reaction - Several real estate stocks, including Tianbao Infrastructure, Yudai Development, Huali Family, Sanxiang Impression, and Xinhua United, reached their daily limit up [1] - Other stocks such as Fuxing Shares, Everbright Jiabao, Greenland Holdings, and Urban Investment Holdings saw increases exceeding 5% [1] Group 2: Policy Changes - The People's Bank of China announced a reduction in the personal housing provident fund loan interest rate by 0.25 percentage points [1] - The interest rate for first-time homebuyers on loans with a term of five years or more decreased from 2.85% to 2.6%, with similar adjustments for other loan terms [1]

Group 1 - The A-share real estate sector opened high, with Huayi Family rising over 7% and Tianbao Infrastructure increasing over 6% [1] - Other companies such as TeFa Service, I Love My Home, and Chongqing Development also opened high [1] - The People's Bank of China announced a reduction in the personal housing provident fund loan interest rate by 0.25 percentage points [1]