证券代码：600643 证券简称：爱建集团 公告编号：临 2025-033 上海爱建集团股份有限公司 第九届董事会第 18 次会议决议公告 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个别及连带责任。 上海爱建集团股份有限公司（以下简称"公司"或"爱建集团"）第九届董 事会第 18 次会议于 2025 年 8 月 8 日发出会议通知，会议于 2025 年 8 月 13 日以 现场结合通讯方式在公司 1301 会议室召开，会议由公司董事长王均金先生主持。 应出席董事 9 人，实际出席 9 人，其中胡爱军董事、段祺华独立董事以通讯方式 参会，其他董事以现场方式参会。公司监事会主席、监事及有关人员列席会议。 会议符合《中华人民共和国公司法》及《公司章程》等的规定。 本次会议审议通过以下议案： 一、审议《关于公司取消监事会并修订<公司章程>的议案》 审议通过《关于公司取消监事会并修订<公司章程>的议案》，同意： 公司不再设置监事会，《公司法》规定的监事会职权由董事会审计委员会行 使。同时对《上海爱建集团股份有限公司章程》进行修订。 根据相关法 ...

爱建集团最新一期业绩显示，截至2025一季报，公司营业总收入5.38亿元、同比减少12.40%，归属净利 润9280.10万元，同比减少19.51%，扣非净利润4130.41万元，同比减少66.99%，流动比率1.306、速动比 率1.284、资产负债率52.17%。 金融界消息 截至2025年7月29日收盘，爱建集团（600643）报收于6.25元，下跌0.32%，换手率1.88%， 成交量29.91万手，成交金额1.85亿元。 资金流向方面，今日主力资金净流出1617.74万元，占比成交额8.73%。其中，超大单净流出546.75万 元、占成交额2.95%，大单净流出1070.99万元、占成交额5.78%，中单净流出流入320.15万元、占成交 额1.73%，小单净流入1297.59万元、占成交额7.0%。 天眼查商业履历信息显示，上海爱建集团股份有限公司，成立于1983年，位于上海市，是一家以从事其 他金融业为主的企业。企业注册资本159317.0778万人民币，实缴资本159317.0778万人民币。公司法定 代表人为王均金。 通过天眼查大数据分析，上海爱建集团股份有限公司共对外投资了38家企业，参与 ...

Core Viewpoint - Digital transformation is essential for enterprises to adapt and thrive in the current economic landscape, as emphasized by Wang Junhao, President of Junyao Group, during the "2025 China Digital Industry Ecosystem Conference" [1] Group 1: Digital Transformation Strategy - Junyao Group aims to provide sustainable development experiences for private enterprises through its digital transformation efforts, focusing on four satisfaction metrics: customer, employee, shareholder, and societal satisfaction [3] - The company has established a comprehensive digital application process in the probiotics sector, expanding its strain library from over 4,000 to more than 40,000 since 2006 [3][4] Group 2: Probiotics Industry Innovation - Junyao Health has become a significant player in the global probiotics industry, exporting products to 80 countries and regions and holding over 70 patented strains [4] - The company utilizes digital technology for product development, analyzing market data to meet consumer needs and testing products online before launching them in physical stores [4][5] Group 3: Digitalization in Aviation - Junyao Group's subsidiary, Junyao Airlines, has implemented five key digitalization strategies: decision-making, operations, marketing, service, and management, enhancing customer satisfaction [6] - The airline operates over 100 aircraft with real-time data management, allowing for efficient decision-making and improved customer service [6][7] Group 4: Marketing and Sales Innovations - Junyao Airlines has successfully leveraged digital marketing, with 35% of ticket sales coming from Douyin (TikTok) and over 10 billion yuan in annual revenue from live-streaming sales [7] - The company has developed proprietary digital simulation technology, positioning itself among the top three globally, and has secured international orders, indicating a strong competitive edge [7]

Group 1 - The core viewpoint of the news highlights the significant decline in the performance of Aijian Trust, coinciding with personnel adjustments within the company [1][2] - Aijian Trust's total operating revenue for the first half of 2025 was 266 million yuan, a decrease of 156 million yuan compared to the same period last year, representing a decline of 36.97% [2] - The total profit for Aijian Trust in the first half of 2025 was 54 million yuan, down 131 million yuan year-on-year, reflecting a decline of 70.60% [2] Group 2 - The net profit for Aijian Trust in the first half of 2025 was 41 million yuan, a decrease of 89 million yuan compared to the same period last year, indicating a decline of 68.81% [2] - Aijian Trust was established in August 1986 and is recognized as the first private non-bank financial institution in China [2] - The company is facing unprecedented challenges due to changes in the financial market and increasingly stringent regulatory policies, which are impacting its operational performance [2]

Group 1 - CITIC Construction Investment expects a net profit of 4.43 billion to 4.57 billion yuan for the first half of 2025, representing a year-on-year increase of 55%-60% [1] - New Hope anticipates a net profit of 680 million to 780 million yuan for the first half of 2025, recovering from a loss of 1.217 billion yuan in the same period last year [2] - Foton Motor forecasts a net profit of approximately 777 million yuan for the first half of 2025, marking an increase of about 87.5% year-on-year [7] Group 2 - North New Road and Bridge expects a net loss of 70 million to 85 million yuan for the first half of 2025 [2] - Nanwei Co. anticipates a net loss of 12 million to 16 million yuan for the first half of 2025 [3] - Hanhua Technology projects a net loss of 45 million to 60 million yuan for the first half of 2025, widening the loss by 11.42%-18.10% compared to the previous year [6] Group 3 - Songlin Technology expects a net profit of 90 million to 95 million yuan for the first half of 2025, a decrease of 57.06%-59.32% year-on-year [4] - Fuchun Environmental Protection anticipates a net profit of 178 million to 207 million yuan for the first half of 2025, representing a year-on-year increase of 80%-110% [18] - Ansteel Group forecasts a net loss of 1.144 billion yuan for the first half of 2025, a reduction in loss of approximately 57.46% compared to the previous year [20][22] Group 4 - China Wuyi expects a net loss of 80 million to 104 million yuan for the first half of 2025, a significant decline compared to the previous year [28] - Meikailong anticipates a net loss of 1.59 billion to 1.92 billion yuan for the first half of 2025 [26] - Aijian Group projects a net profit of 140 million yuan for the first half of 2025, a decrease of 33.26% year-on-year [27]

Core Viewpoint - Shanghai Aijian Group Co., Ltd. expects a significant decline in net profit for the first half of 2025, with a projected net profit of 140.34 million yuan, representing a 33.26% decrease year-on-year, and a net profit of 17.74 million yuan after deducting non-recurring gains and losses, reflecting a 91.94% decrease compared to the same period last year [1][2] Financial Performance Summary - The company anticipates a net profit attributable to shareholders of the parent company of 140.34 million yuan for the first half of 2025, down from 210.26 million yuan in the same period last year [1] - The net profit after deducting non-recurring gains and losses is expected to be 17.74 million yuan, a significant drop from 220.08 million yuan in the previous year [1][2] - The total profit for the previous year was 314.22 million yuan, with a net profit attributable to shareholders of the parent company at 210.26 million yuan [1] Reasons for Performance Decline - The decline in performance is primarily attributed to increased difficulties and risks in the trust industry related to real estate business, alongside the need for innovative transformation, which has adversely affected the income and net profit of the company's subsidiary, Shanghai Aijian Trust Co., Ltd. [2] - The substantial decrease in net profit after deducting non-recurring gains and losses is mainly due to government subsidies and changes in the fair value of trading financial assets held by the company, as well as investment income from disposals [2]

Core Viewpoint - The company received an inquiry letter from the Shanghai Stock Exchange regarding its 2024 annual report, specifically focusing on the acquisition of a 60% stake in Shanghai Pu Jing Enterprise Management Center (Limited Partnership) and the related financial implications [1][2]. Group 1: Acquisition Details - The company acquired a 60% stake in Shanghai Pu Jing for a cash consideration of 90 million yuan, with the identifiable net assets of the acquired entity showing a book value of -942 million yuan and a fair value of 135 million yuan, resulting in an assessment increment of 1.076 billion yuan [1][2]. - The acquisition was driven by the need to stabilize control and management of the acquired entity due to financial difficulties faced by one of its partners, Shanghai Jing Rui Investment Co., Ltd. [2][3]. Group 2: Financial Impact - The acquisition led to an increase in the book value of intangible assets by 1.929 billion yuan, primarily due to mining rights, and an increase in investment property by 483 million yuan [1][2]. - The total assets of the acquired entity amounted to 3.032 billion yuan, with a net profit of -325.6 million yuan for the year 2024 [5][6]. Group 3: Management and Operational Strategy - Post-acquisition, the company plans to appoint a senior management team to enhance governance and operational efficiency, focusing on cost reduction and revenue enhancement through improved sales and marketing efforts [6][7]. - The company aims to leverage its experience in mining rights management to mitigate potential impairment risks associated with the acquired assets [1][3]. Group 4: Asset Valuation and Assessment - The identifiable assets and liabilities of the acquired company were assessed using various valuation methods, including the discounted cash flow method for mining rights, which were valued at 2.0009436 billion yuan [7][8]. - The fair value of investment properties was determined to be 452 million yuan, reflecting a 17.82% increase from the book value [7][8].

Core Viewpoint - The announcement presents the unaudited financial data for Shanghai Aijian Trust Co., Ltd. for the first half of 2025, highlighting a significant decline in revenue and profits compared to the same period last year [1]. Financial Data Summary - Total operating revenue for the first half of 2025 was approximately 265.71 million RMB, a decrease of 36.97% from 421.53 million RMB in the same period last year [3]. - Operating profit fell to approximately 56.00 million RMB, down 69.84% from 185.71 million RMB year-on-year [3]. - Total profit amounted to approximately 54.39 million RMB, representing a 70.60% decrease from 185.02 million RMB in the previous year [3]. - Net profit for the period was approximately 40.59 million RMB, a decline of 68.81% compared to 130.12 million RMB in the same period last year [3]. Asset and Equity Summary - As of June 30, 2025, total assets were approximately 8.60 billion RMB, reflecting a slight increase of 0.43% from 8.57 billion RMB at the beginning of the year [3]. - Owner's equity stood at approximately 7.38 billion RMB, up 0.55% from 7.34 billion RMB at the start of the year [3]. Operational Performance Explanation - The decline in revenue and profits is primarily attributed to a decrease in interest income and commission fees [4]. - The increase in total assets is mainly due to a rise in interbank placements [4]. - The increase in owner's equity is attributed to the rise in profits [4].

证券代码：600643 证券简称：爱建集团 公告编号：临 2025-032 上海爱建集团股份有限公司 关于 2024 年年度报告的信息披露监管问询函 的回复公告 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个别及连带责任。 上海爱建集团股份有限公司（以下简称"爱建集团"、"公司"或"本公司"） 于近日收到上海证券交易所下发的《关于上海爱建集团股份有限公司2024年年度 报告的信息披露监管问询函》（上证公函【2025】0793号，以下简称"问询函"）。 根据相关要求，公司会同年审会计师事务所立信会计师事务所（特殊普通合 伙）逐项认真核查问询函中所提及的相关问题，现就相关问题回复如下： 问询函问题一：关于企业合并。年报显示，公司于 2024 年 12 月收购上海浦 竞企业管理中心（有限合伙）60%股权，被收购企业于购买日可辨认净资产账面 价值为-9.42 亿元，公允价值为 1.35 亿元，评估增值额达 10.76 亿元；本次合 并对价为现金 0.9 亿元，确认营业外收入 0.45 亿元。同时，合并使得期末无形 资产账面价值较上期末增加 1 ...

Shanghai Aijian Group Co., Ltd. 2025 Semi-Annual Performance Forecast [Current Period Performance Forecast](index=1&type=section&id=I.%20Current%20Period%20Performance%20Forecast) The company forecasts a 33.26% year-on-year decrease in H1 2025 net profit attributable to shareholders, with core business profitability sharply declining by 91.94% after non-recurring items Performance Forecast Summary | Indicator | Estimated Amount (Ten Thousand CNY) | Year-on-Year Change | | :--- | :--- | :--- | | Net Profit Attributable to Parent Company Shareholders | 14,033.97 | -33.26% | | Net Profit Attributable to Parent Company Shareholders After Deducting Non-Recurring Gains and Losses | 1,773.74 | -91.94% | - The financial data in this performance forecast are preliminary estimates by the company and have not been audited by a certified public accountant[3](index=3&type=chunk) [Prior Period Performance Overview](index=1&type=section&id=II.%20Prior%20Period%20Performance%20Overview) The company provides prior period performance as a comparative baseline, including net profit attributable to parent company shareholders and earnings per share Prior Period Performance Data | Indicator | 2024 Semi-Annual Amount (Ten Thousand CNY) | | :--- | :--- | | Total Profit | 31,421.98 | | Net Profit Attributable to Parent Company Shareholders | 21,026.38 | | Net Profit Attributable to Parent Company Shareholders After Deducting Non-Recurring Gains and Losses | 22,008.05 | | Earnings Per Share (CNY) | 0.131 | [Key Reasons for Current Period Performance Decline](index=2&type=section&id=III.%20Key%20Reasons%20for%20Current%20Period%20Performance%20Decline) The performance decline is primarily due to reduced income and profit from Aijian Trust, impacted by real estate market regulation and trust industry supervision, alongside a significant reliance on non-recurring gains - Core subsidiary Shanghai Aijian Trust Co., Ltd. experienced increased business difficulty and risk due to real estate market regulation and industry supervision, leading to a decrease in its income and net profit[5](index=5&type=chunk) - The decline in net profit after deducting non-recurring gains and losses is significantly greater than the decline in net profit attributable to parent company shareholders, indicating a substantial impact of non-recurring gains and losses (such as government subsidies, fair value changes, and disposal gains from transactional financial assets) on current period profit[5](index=5&type=chunk) [Risk Warning](index=2&type=section&id=IV.%20Risk%20Warning) The company emphasizes that the performance forecast data are unaudited preliminary estimates, with no significant uncertainties identified that could impact accuracy - The company explicitly states that these performance forecast data are preliminary estimates, unaudited by certified public accountants, and the final data will be subject to the official report[6](index=6&type=chunk)[7](index=7&type=chunk) [Other Explanatory Matters](index=2&type=section&id=V.%20Other%20Explanatory%20Matters) The company reiterates that final financial data will be based on the officially disclosed 2025 semi-annual report and advises investors to be aware of investment risks - The company's designated information disclosure media are China Securities Journal, Shanghai Securities News, and the Shanghai Stock Exchange website, reminding investors to be aware of investment risks[8](index=8&type=chunk)