证券代码：600684 证券简称：珠江股份 公告编号：2025-015 广州珠江发展集团股份有限公司 (二) 股东大会召集人：董事会 (三) 投票方式：本次股东大会所采用的表决方式是现场投票和网络投票相结 合的方式 (四) 现场会议召开的日期、时间和地点 (一) 股东大会类型和届次 2024 年年度股东大会 关于召开 2024 年年度股东大会的通知 召开的日期时间：2025 年 4 月 22 日 14 点 30 分 召开地点：广州市越秀区环市东路 371-375 号世贸中心大厦南塔 11 楼第一 会议室 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： 一、 召开会议的基本情况 股东大会召开日期：2025年4月22日 本次股东大会采用的网络投票系统：上海证券交易所股东大会网络投票 系统 (五) 网络投票的系统、起止日期和投票时间。 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自 2025 年 4 月 22 日 至 2025 年 4 月 22 日 采用上海证券交易所网络投票系统，通过交易系统 ...

证券代码：600684 证券简称：珠江股份 编号：2025-009 广州珠江发展集团股份有限公司 第十一届监事会 2025 年第一次会议决议 公告 本公司监事会及全体监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。 本议案尚需提交公司股东大会审议。具体内容详见上海证券交易所网站 （www.sse.com.cn）。 二、审议通过《2024 年度内部控制评价报告》 表决情况：同意 5 票，反对 0 票，弃权 0 票。 具体内容详见上海证券交易所网站（www.sse.com.cn）。 三、审议通过《关于<第十一届董事、监事、高级管理人员薪酬方案>的议 案》 广州珠江发展集团股份有限公司（以下简称"公司"）第十一届监事会 2025 年第一次会议于 2025 年 3 月 21 日通过办公系统或电子邮件发出会议通知 及会议材料，并于 2025 年 3 月 31 日在广州市越秀区环市东路 371-375 号世贸 中心大厦南塔 11 楼第一会议室以现场方式召开。应参加会议监事 5 人，实际参 加会议监事 5 人。本次会议召开符合《中华人民共和国公司法》和《公司章 ...

证券代码：600684 证券简称：珠江股份 编号：2025-008 广州珠江发展集团股份有限公司 第十一届董事会 2025 年第二次会议决议 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法律责任。 广州珠江发展集团股份有限公司（以下简称"公司"）第十一届董事会 2025 年第二次会议于 2025 年 3 月 21 日通过办公系统或电子邮件发出会议通知 及会议材料，并于 2025 年 3 月 31 日在广州市越秀区环市东路 371-375 号世贸 中心大厦南塔 11 楼第一会议室以现场方式召开。应参加会议董事 8 人，实际参 加会议董事 8 人。本次会议召开符合《中华人民共和国公司法》和《公司章程》 的规定，会议由卢志瑜董事长主持，形成了如下决议： 一、审议通过《2024 年年度报告全文及摘要》 表决情况：同意 8 票，反对 0 票，弃权 0 票。 本议案已经公司第十一届董事会审计委员会 2025 年第一次会议审议通过， 尚 需 提 交 公 司 股 东 大 会 审 议 。 具 体 内 容 详 见 上 海 证 券 交 易 所 网 站 ...

广州珠江发展集团股份有限公司 关于 2024 年度拟不进行利润分配的公告 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： 证券代码：600684 证券简称：珠江股份 编号：2025-012 广州珠江发展集团股份有限公司（以下简称"公司"）2024 年度拟不进行 利润分配，也不进行资本公积金转增股本。 公司不触及《上海证券交易所股票上市规则（2024 年 4 月修订）》第 9.8.1 条第一款第（八）项规定的可能被实施其他风险警示的情形。 《上海证券交易所股票上市规则（2024 年 4 月修订）》第 9.8.1 条第一款第 二、公司履行的决策程序 公司于 2025 年 3 月 31 日召开第十一届董事会 2025 年第二次会议和第十一 届监事会 2025 年第一次会议审议通过《2024 年度利润分配预案》。 三、相关风险提示 一、利润分配方案内容 （一）公司 2024 年度利润分配方案的具体内容 根据大信会计师事务所（特殊普通合伙）对公司 2024 年年度审计工作的结 果，2024 年度，公司实现归属于上市公司股 ...

Financial Performance - The company reported a net profit attributable to shareholders of -62.96 million RMB for 2023, leading to a recommendation of no profit distribution or capital reserve transfer to shareholders[4]. - The company's operating revenue for 2023 was approximately ¥3.27 billion, a decrease of 35.58% compared to ¥5.08 billion in 2022[20]. - The net profit attributable to shareholders was a loss of approximately ¥62.96 million, improving from a loss of ¥1.80 billion in 2022[20]. - The adjusted net profit attributable to shareholders, excluding non-recurring gains and losses, was a loss of approximately ¥157.31 million, compared to a loss of ¥1.83 billion in the previous year[20]. - The company's total assets decreased significantly to approximately ¥2.98 billion, down 90.75% from ¥32.26 billion in 2022[20]. - The net assets attributable to shareholders were approximately ¥443.56 million, a decrease of 37.14% from ¥705.59 million at the end of 2022[20]. - The basic earnings per share for 2023 was -¥0.07, compared to -¥2.11 in 2022[21]. - The company reported a net cash flow from operating activities of approximately -¥128.92 million, an improvement from -¥169.05 million in 2022[20]. - The weighted average return on equity was -12.01% for 2023, compared to -114.18% in 2022[21]. Asset Restructuring - The company completed a significant asset restructuring, exchanging real estate-related assets and liabilities for 100% equity of Pearl River City Management Service Group Co., Ltd., with cash adjustments for the difference[7]. - The company's financial data has been retrospectively restated in accordance with relevant accounting standards due to the asset restructuring[7]. - The company completed a major asset swap, resulting in a substantial reduction in revenue from the real estate sector[23]. - The company underwent a major asset restructuring, which included the disposal of a real estate company, impacting both total assets and net profit[23]. - The company completed a major asset restructuring, transitioning from real estate to a focus on urban services and cultural sports operations[57]. - The company completed the asset restructuring, acquiring 100% of Zhujiang City Service, which has become a wholly-owned subsidiary[94]. - The company disposed of real estate development-related assets with a total assessed and transaction price of RMB 2,804,058,300[98]. Risk Management - The company has not identified any major risks that could materially affect its operations during the reporting period[6]. - The company has not engaged in non-operational fund occupation by controlling shareholders or related parties[6]. - There were no violations of decision-making procedures regarding external guarantees during the reporting period[6]. - The company has faced no significant policy, industry, or operational risks as detailed in the management discussion and analysis section[6]. - The company faces risks related to environmental regulations and the potential for innovation business incubation failures, which could lead to sunk costs[113]. - Market risks include a slowdown in real estate expansion and increased competition among property management firms, impacting the company's growth[116]. - The company is exposed to operational risks due to rising labor costs and potential service quality issues from outsourcing[117]. Governance and Compliance - The company’s board of directors and management have confirmed the authenticity, accuracy, and completeness of the annual report[3]. - The audit report issued by Da Xin Certified Public Accountants was a standard unqualified opinion[3]. - The company maintains independence from its controlling shareholder in business, personnel, assets, and finance, ensuring stable operations[129]. - The company has established an independent financial department and operates under a separate financial management system, with no interference from the controlling shareholder[130]. - The company has implemented a comprehensive information disclosure management system, ensuring timely and accurate information dissemination to all shareholders[125]. - The company has a robust internal control system to regulate related party transactions, ensuring fairness and protecting the interests of all shareholders[127]. - The company has no insider trading incidents related to sensitive information that could impact stock prices during the reporting period[128]. - The company has established specialized committees within the board, including audit and remuneration committees, with independent directors holding majority positions[121]. Strategic Focus and Future Plans - The company plans to expand its market presence through strategic partnerships and new service offerings in urban management and cultural operations[34]. - The company aims to achieve full coverage of community fitness facilities by 2025, in line with national policies promoting sports[38]. - The company is focusing on high-end cleaning services and hotel management, leveraging its experience in high-end property maintenance[44]. - The company aims to diversify its revenue streams by developing intangible asset businesses and creating new profit sources[112]. - The company is committed to upgrading its operations through digital transformation, integrating AI, 5G, and big data to enhance service capabilities[111]. - The company aims to transform from a single sports venue operator to a comprehensive sports industry operator, expanding into event management and sports investment[107]. - The strategic goal during the "14th Five-Year Plan" period is to become a leading smart city operation service provider, focusing on technology and capital to optimize business layout and enhance management efficiency[108]. Community and Environmental Initiatives - The company has engaged in community service activities, including health and wellness initiatives for vulnerable groups[194]. - The company actively promotes energy-saving measures, including the replacement of traditional lighting with energy-efficient LED lights[191]. - The company has established an environmental protection mechanism and strictly adheres to relevant laws and regulations[185]. - The company has not been penalized for environmental issues during the reporting period[187]. - Total investment in poverty alleviation and rural revitalization projects amounted to 2.532 million yuan, benefiting 5,192 people[196]. Employee and Management Information - The total number of employees in the parent company and major subsidiaries is 8,238, with 6,241 production personnel and 890 technical personnel[174]. - The company organized over 40 professional skills training sessions in 2023, totaling approximately 4,800 participants, and conducted over 5,000 training sessions across various units, totaling about 45,000 participants[176]. - The total hours of outsourced labor amounted to 4,633,272 hours, with total payments for outsourced labor reaching 99.3 million yuan[177]. - The total remuneration for all directors, supervisors, and senior management during the reporting period amounted to 5.5801 million yuan[154]. - The company has no new employee incentive plans during the reporting period[182]. Shareholder Engagement - The company held 1 annual general meeting and 4 extraordinary general meetings during the reporting period, ensuring equal rights for all shareholders, especially minority shareholders[120]. - The company has maintained a consistent approach to shareholder meetings, ensuring transparency and adherence to corporate governance standards[139]. - The company actively engages with investors through various channels, including in-person visits and online interactions, to gather feedback and suggestions[126]. - The company has a cash dividend policy that prioritizes cash dividends when conditions are met, aiming for a minimum of 30% of the average distributable profit over the last three years to be distributed in cash[179].

Asset Restructuring and Financial Position - The company completed a significant asset restructuring, exchanging real estate-related assets and liabilities for 100% equity in Pearl River City Management Service Group, with cash adjustments for the difference[8]. - The company completed a major asset restructuring, which included the acquisition of 100% equity in Guangzhou Zhujiang Urban Management Service Group Co., Ltd.[23]. - The company successfully completed a major asset restructuring, transitioning from "real estate" to "urban services + cultural and sports operations" during the reporting period[33]. - The company completed the asset transfer related to the acquisition of 100% equity in Zhujiang Chengfu, which has become a wholly-owned subsidiary[91]. - The company has made significant investments in new value-added services following a major asset restructuring, indicating a strategic shift towards innovation[87]. - The company has committed to maintaining a minimum net profit of 68 million yuan, 74 million yuan, and 79 million yuan for the years 2023 to 2025, respectively, from the acquisition of 100% equity in Zhujiang Chengfu[115]. - The company has committed to not reducing shareholdings during the restructuring period from January 19, 2023, until the completion of the restructuring[116]. - The company has reported a significant increase in actual related party transactions in the second quarter compared to the first quarter, reflecting the impact of the asset restructuring[137]. Financial Performance - The company's operating revenue for the first half of the year reached ¥2,447,287,265, representing a 203.37% increase compared to the same period last year[20]. - The net profit attributable to shareholders was a loss of ¥69,299,456, an improvement from a loss of ¥752,399,828 in the previous year[20]. - The basic and diluted earnings per share were both -¥0.08, compared to -¥0.88 in the same period last year[21]. - The weighted average return on equity improved to -12.13%, up by 23.77 percentage points from -35.90% in the previous year[21]. - The total assets decreased significantly to ¥3,877,950,613.71, down 87.98% from the previous year-end[20]. - The net cash flow from operating activities was -¥47,024,621.04, an improvement from -¥308,308,046.14 in the previous year[20]. - The company achieved a revenue of 2,447.29 million yuan, representing a year-on-year growth of 203.37%[61]. - The net profit attributable to shareholders was -69.30 million yuan, showing a reduction in losses compared to the previous year[61]. - The total assets amounted to 3,877.95 million yuan, a decrease of 87.98% from the beginning of the reporting period[61]. Risks and Challenges - The company has detailed the risks it faces, including policy, industry, and operational risks, in the management discussion and analysis section[6]. - The company faces risks related to environmental regulations, which may impact its operations and compliance costs[83]. - The company is experiencing market risks due to a slowdown in the real estate sector, affecting its management scale and growth rate[86]. - The company’s operational risks include rising labor costs and potential service contract terminations, which could adversely affect its financial performance[87]. Governance and Management - The company’s actual controller is the State-owned Assets Supervision and Administration Commission of Guangzhou Municipal Government[12]. - The company underwent significant management changes, including the election of Lu Zhiyu as chairman and Li Chaozuo as vice chairman and general manager[99]. - The company’s governance and decision-making processes for the shareholder meetings complied with legal and regulatory requirements[95]. - The company has not proposed any profit distribution or capital reserve transfer to increase share capital during the reporting period[5]. Shareholder Information - The total number of ordinary shareholders as of the end of the reporting period is 37,895[151]. - The largest shareholder, Guangzhou Zhujiang Industrial Group Co., Ltd., holds 265,409,503 shares, representing 31.10% of the total shares[153]. - The company has not experienced any changes in its share capital structure during the reporting period[150]. - The company has not disclosed any strategic investors or general corporations becoming major shareholders due to new share placements[156]. Legal Matters - The company is involved in significant litigation with a total claim amount of approximately CNY 1.94 billion related to various parties[122]. - The company has received a favorable judgment for a loan principal of CNY 831.28 million and related interests in a previous lawsuit[122]. - The company is currently awaiting a second-instance judgment for a case involving CNY 486.94 million[121]. - The company has ongoing litigation regarding a contract dispute with Guangzhou Zhongqiao Real Estate Investment Holding Group Co., Ltd., involving an amount of 562,810,593.43 yuan[126]. Operational Developments - The company has expanded its urban service segment, providing customized and standardized services to various sectors, including government agencies and commercial buildings[38]. - The company is actively participating in urban renewal projects, contributing to the improvement of urban functions and quality of life[33]. - The company is developing a retail ecosystem around sports events, including self-branded convenience stores and various retail formats to maximize revenue[42]. - The company has established a hotel management service that offers comprehensive support, including project consulting and operational management[45]. Financial Reporting and Compliance - The financial report for the reporting period has not been audited[4]. - The company has committed to ensuring the accuracy and completeness of the financial report, with key management personnel affirming its integrity[3]. - The company has not received any non-standard audit opinions for the previous annual report[118]. - The company has not undergone any bankruptcy reorganization during the reporting period[118].

Financial Performance - The company's operating revenue for Q3 2023 was approximately ¥367.4 million, a decrease of 55.23% compared to ¥515.7 million in the same period last year[5]. - The net profit attributable to shareholders was a loss of approximately ¥6.58 million, compared to a loss of ¥710.9 million in the same period last year[5]. - Basic earnings per share for Q3 2023 was -¥0.01, compared to -¥0.83 in the same period last year[5]. - Year-to-date operating revenue increased by 72.95% compared to the same period last year, attributed to the delivery of properties, specifically the Zhujiang Yunshang Garden[11]. - The total revenue for the first three quarters of 2023 reached CNY 2,814,687,807.63, a significant increase from CNY 1,627,412,135.47 in the same period of 2022, representing a growth of approximately 73.3%[26]. - The net profit for the current period is -27,687,114.81 RMB, compared to -1,770,620,144.66 RMB in the same period last year, indicating a significant reduction in losses[28]. - The total profit for the current period is 13,304,083.34 RMB, while the previous year showed a total loss of -1,799,565,236.41 RMB[28]. - The net profit for the first three quarters of 2023 was -74,978,212.90 RMB, compared to a net profit of 1,081,798,912.54 RMB in the same period of 2022, indicating a significant decline[36]. Cash Flow and Assets - The net cash flow from operating activities for the year-to-date was approximately -¥40.1 million, a significant improvement from -¥143.0 million in the same period last year[5]. - The cash flow from operating activities for the first three quarters of 2023 was -578,972,360.66 RMB, an improvement from -1,215,237,982.34 RMB in the same period of 2022[39]. - The cash inflow from investment activities in the first three quarters of 2023 was 6,848,875,557.89 RMB, compared to 1,847,890,882.34 RMB in the same period of 2022, showing a substantial increase[39]. - The cash flow from financing activities resulted in a net outflow of -5,397,223,820.30 RMB in the first three quarters of 2023, compared to a net inflow of 714,781,663.27 RMB in the same period of 2022[40]. - The total assets at the end of the reporting period were approximately ¥3.89 billion, a decrease of 87.94% compared to the previous year-end[6]. - The cash and cash equivalents decreased to CNY 922,634,530.33 from CNY 3,057,535,347.57 at the end of 2022, reflecting a decline of approximately 69.9%[22]. - The cash and cash equivalents at the end of the third quarter of 2023 amounted to 567,422,577.46 RMB, down from 705,418,509.23 RMB at the end of the same period in 2022[40]. Liabilities and Equity - The equity attributable to shareholders decreased by 39.05% to approximately ¥430.0 million compared to the previous year-end[6]. - The total liabilities as of September 30, 2023, were CNY 3,431,946,786.83, down from CNY 30,038,819,590.56 at the end of 2022[24]. - The total liabilities decreased to 2,878,624,275.83 RMB from 10,639,587,162.86 RMB[34]. - The equity attributable to shareholders decreased to CNY 430,048,715.69 from CNY 705,588,902.08, a decline of about 39%[24]. Strategic Initiatives - The company completed the acquisition of 100% equity in Guangzhou Zhujiang Urban Management Service Group Co., Ltd. in March 2023, which is expected to enhance its market position[7]. - The company plans to continue its strategic expansion and product development initiatives to improve financial performance in the upcoming quarters[7]. - The company is undergoing a significant asset swap involving the 100% equity of Guangzhou Zhujiang Urban Management Service Group Co., Ltd., with cash compensation for the difference, but no shares will be issued[16]. - The company held its first board and supervisory meetings of 2023 on January 19, approving related proposals for the asset swap and sale[17]. - The company disclosed multiple announcements regarding the asset swap and related transactions from November 2022 to March 2023, indicating ongoing progress and regulatory compliance[18]. Expenses and Investments - The total operating costs for the first three quarters of 2023 were CNY 2,803,200,242.53, compared to CNY 2,036,841,811.41 in 2022, indicating an increase of about 37.5%[26]. - Research and development expenses increased to 7,214,173.26 RMB from 552,658.35 RMB, showing a significant investment in innovation[30]. - The financial expenses for the current period are 115,883,992.94 RMB, compared to 247,679,925.14 RMB in the previous year, indicating a reduction in financial costs[30]. - The company reported a significant increase in financial expenses, totaling 52,138,714.10 RMB compared to 243,463,220.69 RMB in the previous year[35]. - The company recorded an investment loss of -262,845.07 RMB, contrasting sharply with a profit of 1,459,990,242.92 RMB in the previous year[35]. Compliance and Accounting Standards - The company has engaged Guangdong Zhongzhixin Accounting Firm for a special audit of the transition period profits related to the major asset swap and sale[19]. - The company is implementing new accounting standards effective from January 1, 2023, which may affect the financial reporting and performance metrics going forward[40].

Financial Performance - The company's operating revenue for 2024 was CNY 1,558,168,208.15, a decrease of 52.38% compared to CNY 3,272,370,647.53 in 2023[22]. - The net profit attributable to shareholders for 2024 was CNY 15,574,414.71, recovering from a loss of CNY 62,959,081.25 in 2023[22]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was CNY 28,002,845.48, compared to a loss of CNY 157,314,872.90 in the previous year[22]. - The net cash flow from operating activities for 2024 was CNY 219,091,944.26, improving from a negative cash flow of CNY 128,921,177.56 in 2023[22]. - The total assets at the end of 2024 were CNY 1,764,195,655.16, a decrease of 40.87% from CNY 2,983,816,134.37 at the end of 2023[22]. - The net assets attributable to shareholders increased to CNY 460,314,649.47, up 3.78% from CNY 443,555,046.55 in 2023[22]. - The company reported a negative retained earnings of CNY 61,593.82 million at the end of 2024, leading to a proposal of no profit distribution for the year[6]. - The company achieved operating revenue of 155.82 million yuan, a decrease of 52.38% year-on-year[35]. - The net profit attributable to shareholders of the parent company was 15.57 million yuan, marking a turnaround from a loss in the previous year[35]. - Basic earnings per share were 0.02 yuan, with a weighted average return on equity of 3.45%, an increase of 15.46 percentage points year-on-year[35]. - Total assets as of December 31, 2024, amounted to 1.76 billion yuan, a decrease of 40.87% compared to the previous year[35]. - The equity attributable to shareholders of the parent company increased by 3.78% year-on-year, reaching 460.31 million yuan[35]. Operational Highlights - The company managed a total of 345 projects, covering an area of approximately 39.05 million square meters[35]. - The number of residential projects under management was 144, with a total managed area of 20.20 million square meters[35]. - The company reported a net cash flow from operating activities of 196.54 million yuan in the third quarter[26]. - The company completed a significant asset swap in 2023, resulting in a decrease in consolidated revenue due to the exclusion of a real estate company from the financial statements[23]. - The company managed 29 sports venues, achieving the highest historical level in project expansion and new management asset scale for 2024[45]. - A total of 393 large-scale sports events were held in 2024, including 4 international and 47 national events, marking the highest participation with 1,014 athletes[46]. - The company hosted 138 large-scale performing arts events in 2024, significantly boosting local tourism consumption, with over 12 billion CNY generated in Jinjiang and 8 billion CNY in Shantou[46]. Strategic Initiatives - The company aims to transform into a leading smart city operation service provider, focusing on urban services and cultural sports operations as core drivers[42]. - The company has established a diversified business structure covering property management, commercial management, and technology services, among others[43]. - The company is actively promoting mergers and acquisitions of high-quality upstream and downstream assets to inject new momentum into its high-quality development[42]. - The company is enhancing service quality and improving management standards in response to challenges in the property management industry[38]. - The company is focusing on the development of community sports facilities and promoting sports consumption as part of national policy initiatives[40]. - The company is leveraging its capital operation advantages to enhance investment research capabilities and accelerate investment research linkage[42]. - The company is committed to improving service capabilities and brand image by eliminating low-quality projects under management[38]. - Zhujiang Urban Services was recognized as one of the "Top 100 Property Service Companies in China" in 2024, ranking 14th, and received 8 other honors, indicating a significant increase in industry influence[44]. Governance and Compliance - The company held 10 board meetings during the reporting period and completed the election of 1 independent director[109]. - The supervisory board convened 6 times during the reporting period, ensuring effective oversight of the company's governance and financial status[110]. - The company revised its information disclosure management system to enhance the quality and timeliness of disclosures, ensuring equal access to information for all shareholders[113]. - The company has established an independent financial department and operates under a separate financial management system, ensuring no interference from controlling shareholders[118]. - The company has independent business operations and does not rely on related party transactions for its main business revenue and profits[117]. - The company has established five specialized committees within the board, with independent directors holding a majority in the audit, remuneration, and nomination committees[109]. - The company has implemented strict management of insider information, ensuring no insider trading occurred during sensitive information disclosures[116]. - The company has revised its related party transaction management system to ensure fairness and compliance with legal requirements[115]. Legal Matters - The company has accumulated a total of 44.4615 million RMB in litigation and arbitration matters over the past 12 months, with 37.2141 million RMB still unresolved[180]. - The total amount for resolved litigation and arbitration cases is 7.2474 million RMB, which includes pre-litigation mediation[180]. - The company has initiated lawsuits involving a total claim amount of approximately 486.94 million RMB against several entities, including Guangzhou Dongzhan Real Estate Development Co., Ltd.[183]. - The company received a civil judgment ordering Guangzhou Dongzhan Real Estate Development Co., Ltd. to repay a loan principal of 335 million RMB along with interest[184]. - The company is currently involved in litigation with Guangdong Yihua Real Estate Development Co., Ltd. and others, with a total claim amount of approximately 1.9445 billion RMB[186]. - The first-instance judgment supported most of the company's claims regarding loans totaling approximately 1.9445 billion RMB, including principal and interest[186]. - The company has faced appeals regarding its judgments, with the Supreme Court rejecting a retrial application from Yihua Real Estate Group[185]. - The company has filed lawsuits against multiple parties for claims related to loans, with amounts including 831.28 million RMB and 1.11326 billion RMB in principal[186]. Community Engagement and Social Responsibility - The company has invested a total of 139.11 million yuan in poverty alleviation and rural revitalization projects, benefiting 3,872 individuals[169]. - The company organized 46 charitable activities in 2024, assisting 219,200 people through various volunteer services and public welfare initiatives[168]. - The company has implemented energy management guidelines and is utilizing clean energy sources to reduce reliance on traditional energy, contributing to carbon reduction efforts[165]. - The company provided free or low-cost access to over 400 sports venues and facilities, serving more than 8 million people in 2024[167]. - The company is committed to integrating rural revitalization into its business strategy through property services and grassroots sports events[169].

中国国际金融股份有限公司 上市公司与广州珠江实业集团有限公司（以下简称"珠江实业集团"）签订了《业 绩补偿协议》。根据中国证监会《监管规则适用指引——上市类第1号》规定，业绩承 诺方需要对基于未来收益预期的方法进行评估或者估值并作为定价参考依据的拟购买 资产进行业绩承诺。本次交易中对于拟置入资产采用收益法进行评估，珠江实业集团对 于拟置入资产进行了业绩承诺。根据本次重组评估机构出具的评估报告，本次业绩承诺 涉及的公司（即业绩承诺对象）为珠江城服。 （一）承诺净利润数 1 根据《业绩补偿协议》，珠江实业集团承诺：2023-2025年度，置入资产（珠江城服 100%股权）在每年度的净利润（以经审计的扣除非经常性损益后属于母公司股东的净 利润为准）分别不低于6,800.00万元、7,400.00万元、7,900.00万元。 （二）实际净利润数及其与承诺净利润数差异的确定 在业绩承诺期间，在珠江股份每个会计年度的审计报告出具后15个工作日内，珠江 股份应当聘请符合《证券法》规定的会计师事务所，对置入资产在该年度实际实现的净 利润（以经审计的扣除非经常性损益后属于母公司股东的净利润为准，以下简称"实际 净利润数"）进行 ...

广州珠江发展集团 股份有限公司 非经常性损益审核报告 您可使用手机"扫一扫"或进入"注册会计师行业统一监管平台（hmm//acc mof govern 大信专审字[2025]第 22-00018 号 大信会计师事务所（特殊普通合伙） WUYIGE CERTIFIED PUBLIC ACCOUNTANTS LLP. Room 2206 22/F Xuevuan Int Baijing China 100083 非经常性损益审核报告 大信专审字[2025]第 22-00018 号 广州珠江发展集团股份有限公司全体股东: 一、审核意见 我们接受委托,审核了后附的广州珠江发展集团股份有限公司（以下简称"贵公司"） 2022 年度、2023 年度、2024 年度的非经常性损益表明细表。 我们认为,贵公司编制的 2022 年度、2023年度、2024年度的非经常性损益明细表在所 有重大方面符合中国证券监督管理委员会《公开发行证券的公司信息披露解释性公告第 1 号―非经常性损益(2023年修订)》的有关规定,公允反映了贵公司 2022年度、2023年度、 2024 年度的非经常性损益情况。 二、形成审核意见的基础 我们按照 ...