证券代码：600771 证券简称：广誉远 编号：临 2024-026 广誉远中药股份有限公司 关于为控股子公司申请综合授信提供担保的公告 特别提示 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： 被担保人名称：山西广誉远国药有限公司 本次担保金额：合计 40,000 万元人民币 本次担保是否有反担保:无 对外担保逾期的累计数量:无 一、担保情况概述 （一）担保基本情况 （二）审议程序 公司于 2024 年 6 月 7 日召开第八届董事会第十次会议，以"同意 7 票，反对 0 票， 弃权 0 票"的表决结果审议通过了《关于为控股子公司申请综合授信提供担保的议案》。 本次担保尚需提交公司股东大会审议。 二、被担保人基本情况 1、基本情况 名称：山西广誉远国药有限公司 类型：其他有限责任公司 住所：山西省晋中市太谷区广誉远路 1 号 法定代表人：吕洪宇 注册资本：肆仟伍佰叁拾贰万圆整 为保障贵细药材战略储备资金充足，保证生产经营活动正常开展，降低生产成本， 山西广誉远国药有限公司（以下简称"山西广誉远"）拟通过向民生 ...

提名人广誉远中药股份有限公司董事会，现提名王继军为广 誉远中药股份有限公司第八届董事会独立董事候选人，并已充分 了解被提名人职业、学历、职称、详细的工作经历、全部兼职、 有无重大失信等不良记录等情况。被提名人已同意出任广誉远中 药股份有限公司第八届董事会独立董事候选人（参见该独立董事 候选人声明）。提名人认为，被提名人具备独立董事任职资格， 与广誉远中药股份有限公司之间不存在任何影响其独立性的关 系，具体声明并承诺如下： 一、被提名人具备上市公司运作的基本知识，熟悉相关法律、 行政法规、规章及其他规范性文件，具有 5 年以上法律、经济、 会计、财务、管理或者其他履行独立董事职责所必需的工作经验。 独立董事提名人声明与承诺 被提名人已经参加培训并取得证券交易所认可的相关培训 证明材料。 二、被提名人任职资格符合下列法律、行政法规和部门规章 的要求： （一）《中华人民共和国公司法》关于董事任职资格的规定； （二）《中华人民共和国公务员法》关于公务员兼任职务的 规定（如适用）； （三）中国证监会《上市公司独立董事管理办法》、上海证 券交易所自律监管规则以及公司章程有关独立董事任职资格和 条件的相关规定； （四）中共 ...

Summary of the Conference Call Company Overview - The conference call involved a communication from the company Guangyu, with the leadership of Mr. Tang participating to discuss the company's operations and recent developments [1] Key Points - The discussion was divided into two main parts: an introduction to the company and a Q&A session [1] - Mr. Tang was invited to present for 20 to 30 minutes regarding the company's business situation and latest progress [1] Additional Important Content - The call highlighted the importance of the opportunity provided by the host and Huang An for this exchange [1]

Group 1: Investor Relations and Brand Image - The company acknowledges the importance of utilizing shareholder resources and market attention to enhance brand and market image, encouraging interactions between mid-level management and shareholders to address issues [2][3] - The company is committed to maintaining open communication channels with shareholders to improve brand reputation and operational quality, ultimately benefiting all shareholders [3] Group 2: Market Performance and Shareholder Concerns - The company has over 60,000 small shareholders, many of whom have held shares since the state-owned enterprise took over in 2021, expressing concerns over stagnant stock prices and management's perceived indifference to market trends [3][4] - The management emphasizes its awareness of secondary market trends and values shareholder feedback, pledging to improve operational quality and maintain shareholder support [4] Group 3: Business Development and Product Strategy - The company does not have a fixed number of new store openings planned but prioritizes the quality of new stores over quantity [4] - There are no current plans to launch an OTC version of the product "Gui Ling Ji" due to various policy restrictions, but the company will continue to monitor policy changes [4] Group 4: Financial Obligations and Compensation - The company has requested cash compensation of CNY 853.6397 million from Dongsheng Group and is actively communicating to ensure compliance with performance commitments [4][7] - If an agreement cannot be reached with Dongsheng Group, the company will pursue legal avenues to protect the interests of the company and its investors [7][8] Group 5: Marketing and Brand Promotion - The company recognizes its brand awareness is relatively low and plans to enhance promotion through various channels, including cultural dissemination and participation in industry events [5] - The company is focusing on a "Big Product +" strategy, emphasizing core products like "Gui Ling Ji" and expanding into health food categories [5][6] Group 6: Financial Management and Compliance - The company has undergone a thorough review of historical financial issues since relocating its headquarters back to Shanxi in 2022, addressing past discrepancies in revenue and expenses [6] - The company is committed to improving internal controls and financial disclosure quality to mitigate risks of delisting, with no current risk of delisting according to recent regulations [18][19] Group 7: Future Planning and Strategic Goals - The company aims to set revenue and profit targets based on actual business conditions, focusing on high-quality traditional Chinese medicine production [19] - The company plans to hold its 2023 annual shareholder meeting by June 30, 2024, and is actively working on performance compensation issues with Dongsheng Group [21]

Group 1: Investor Relations and Brand Image - The company acknowledges the importance of utilizing shareholder resources and market attention to enhance brand and market image, encouraging interactions between mid-level management and shareholders to address issues [2][3] - The company is committed to maintaining open communication channels with shareholders to improve brand reputation and operational quality, ultimately benefiting all shareholders [3] Group 2: Market Performance and Shareholder Concerns - The company has over 60,000 small shareholders, many of whom have held shares since the state-owned enterprise took over in 2021, expressing concerns over stagnant stock prices and their long-term investments [3][4] - Management is aware of the secondary market trends and values shareholder feedback, emphasizing the importance of improving operational quality to regain shareholder trust [4][5] Group 3: Business Strategy and Product Development - The company does not have a fixed number of new store openings planned but focuses on the quality of new stores rather than quantity [4] - There are no current plans to launch an OTC version of the product "Gui Ling Ji" due to various policy restrictions, but the company will continue to monitor policy changes [4][5] Group 4: Financial Obligations and Compensation - The company has requested cash compensation of CNY 853.6397 million from Dongsheng Group and is actively communicating to ensure compliance with performance commitments [4][7] - If an agreement cannot be reached with Dongsheng Group, the company will pursue legal avenues to protect the interests of the company and its investors [7][8] Group 5: Marketing and Brand Promotion - The company recognizes its brand awareness is relatively low and plans to enhance marketing efforts through various channels, including cultural promotion and participation in industry events [5][6] - The company is focusing on a "Big Product +" strategy, emphasizing key products like "Gui Ling Ji" and expanding its product matrix to include health food categories [5][6] Group 6: Financial Management and Compliance - The company has undergone a thorough review of historical financial issues since relocating its headquarters back to Shanxi in 2022, addressing past discrepancies in revenue and expenses [6][7] - The company is committed to improving internal controls and financial disclosure quality to mitigate risks of delisting, ensuring compliance with regulatory requirements [18][19] Group 7: Future Outlook and Strategic Planning - The company plans to set revenue and profit targets based on its strategic direction of building a high-quality traditional Chinese medicine industry chain [19][20] - The company is exploring the introduction of professional management talent from the pharmaceutical sector to enhance its operational capabilities [12][13]

证券代码：600771 证券简称：广誉远 编号：临 2024-024 广誉远中药股份有限公司 关于子公司收到政府补助的公告 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： 对当期损益的影响：2024 年 1 月 1 日至今，广誉远中药股份有限公司 （以下简称"公司"）子公司收到的政府补助均与收益相关，将直接计入损益, 具 体的会计处理以及对公司损益的影响最终以审计机构年度审计确认后的结果为 准。 一、获得补助的基本情况 2024 年 1 月 1 日至今，公司相关子公司累计收到与收益相关的政府补助共计 12,782,296.00 元，占公司 2023 年度经审计归属于上市公司股东的净利润的 14.19%，具体情况如下： 单位：元 | 序号 | 获得时间 | 补助类型 | 补助金额 | 占公司最近一期经审计 净利润的比例（%） | | | --- | --- | --- | --- | --- | --- | | 1 | 2024/1/26 | 与收益相关 | 100,000.00 | | 0.11 | | 2 | ...

Group 1: Event Announcement - Guangyuyuan Traditional Chinese Medicine Co., Ltd. will participate in the "2024 Investor Online Collective Reception Day and Annual Report Performance Briefing" organized by the Shanxi Regulatory Bureau of the China Securities Regulatory Commission, Shanxi Listed Companies Association, and Shenzhen Panorama Network Co., Ltd. [2][3] - The event will be held online on May 20, 2024, from 15:00 to 17:00, allowing investors to engage through the "Panorama Roadshow" website, WeChat, or the Panorama Roadshow APP [3]. Group 2: Communication and Interaction - Company executives will communicate with investors regarding the 2023 annual performance, corporate governance, development strategy, operational status, and sustainable development during the event [3]. - Investors are encouraged to participate actively and provide questions or topics of interest in advance via phone or email [3]. Group 3: Contact Information - Contact person: Qiao Li - Phone: 0351-7099061 - Fax: 0351-7099130 - Email: irm@guangyuyuan.com [4].

证券代码：600771 证券简称：广誉远 编号：临 2024-022 广誉远中药股份有限公司 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。 广誉远中药股份有限公司（以下简称"公司"）董事会于近日收到独立董事甄雪燕女 士的书面辞职申请，甄雪燕女士因个人原因，申请辞去公司独立董事及董事会各专门委 员会职务，辞职后，甄雪燕女士不再担任公司任何职务。 鉴于甄雪燕女士的辞职将导致公司独立董事的人数少于董事会成员的三分之一以及 公司董事会提名委员会、董事会薪酬与考核委员会、董事会战略委员会中独立董事的 人数低于法定人数，根据《公司法》、《上海证券交易所股票上市规则》、《上市公司独 立董事管理办法》、《上市公司自律监管指引第 1 号——规范运作》及《公司章程》等 相关规定，甄雪燕女士的辞职申请将在公司补选产生新任独立董事且公司董事会、董事 会提名委员会、董事会薪酬与考核委员会、董事会战略委员会中独立董事的人数符合 法定人数后方能生效。在此之前，为保证公司董事会的正常运作，甄雪燕女士仍将按照 相关法律法规的规定，继续履行独立董事职责。公司将 ...

Financial Performance - The company's operating revenue increased by 13.56% compared to the previous year, driven by initiatives to enhance middle platform management and academic transformation [2]. - Financial expenses decreased by 38.18%, contributing to a significant improvement in operating cash flow and a reduction in interest-bearing liabilities [2]. - The gross profit margin improved to 72.94%, an increase of 5.42 percentage points year-on-year [2]. - The company's revenue from pharmaceutical manufacturing increased by 13.56% year-on-year, contributing to a profit increase of 365.51 million yuan [45]. - Other income increased by 913.60% compared to the previous year, primarily due to an increase in government subsidies related to daily operations [74]. - The company's total revenue for the pharmaceutical industry reached ¥1,175,038,232.74, representing a year-on-year increase of 17.30% with a gross margin of 76.38% [77]. - The traditional Chinese medicine segment generated revenue of ¥893,970,172.23, up 15.77% year-on-year, with a gross margin of 74.21% [77]. - The company's revenue from the pharmaceutical industry increased by 17.30% compared to the previous year, driven by a 15.77% growth in traditional Chinese medicine and a 22.44% increase in premium Chinese medicine [103]. - The company's operating revenue for the year increased by 13.56% compared to the previous year, reaching 3,134.83 million RMB [133]. - The gross profit margin improved by 5.42 percentage points year-on-year, now standing at 95.05% [133]. Cost Management - Sales expenses decreased by 18.84% year-on-year due to cost control measures implemented by the company [41]. - The company reported a significant increase in operating expenses, with non-operating expenses rising by ¥14.31 million due to increased late fees [75]. - The cost of raw materials increased by 20.67% compared to the previous year, now accounting for 85.58% of total costs [134]. - Management expenses rose by 3.91% year-on-year, primarily due to increased salary and welfare expenditures [132]. - The total sales expenses for the reporting period amounted to 643.458 million RMB, a decrease of 149 million RMB compared to the same period last year, representing a decline of 18.84% [200]. - The company implemented strict cost control measures, leading to a reduction in sales expenses through enhanced management of commercial and downstream customer flows [200]. Market and Product Development - The company is committed to digital transformation, utilizing e-commerce platforms to enhance marketing and customer engagement [9]. - The company aims to accelerate high-end value chain development and promote smart manufacturing through digital technology empowerment [20]. - The company is focused on optimizing product structure and adjusting market layout in the health wine segment to enhance competitiveness [9]. - The company is focusing on the development of traditional Chinese medicine formulas to enhance product competitiveness [124]. - The company aims to deepen cooperation with universities and research institutions to enhance its digital innovation capabilities and strengthen its digital talent training [190]. - The company is committed to building a "traditional Chinese medicine + health food" product matrix to expand its market presence [186]. Brand and Market Presence - The company participated in 16 national-level exhibitions and 14 brand promotion activities, enhancing brand visibility and market presence [9]. - The company aims to increase brand exposure and influence on mainstream social media platforms through optimized resource allocation and content development [165]. - The company plans to expand brand influence through offline experience centers, cultural heritage museums, and industry leader conferences [166]. - The company focuses on brand building, integrating "Yandi Shennong Traditional Chinese Medicine Culture" into its corporate culture to enhance brand influence nationwide [165]. Regulatory and Compliance - The company plans to strengthen standard construction and management in line with new regulations from the National Medical Products Administration [22]. - The company emphasizes the importance of corporate governance, with a structured board and committees to ensure efficient decision-making and oversight [177]. - The company maintains independence between its controlling shareholders and operational activities, ensuring no non-operational fund occupation occurred during the reporting period [178]. - The company has implemented measures to manage insider information and prevent insider trading, ensuring compliance with confidentiality obligations [198]. Research and Development - Research and development expenses amounted to 31,381,561.18 yuan, reflecting an increase of 8.36% compared to the previous year [40]. - R&D investment as a percentage of net assets is 2.10% for the reporting period [156]. - The company did not introduce any new drugs during the reporting period, but it continues to focus on R&D and regulatory approvals for existing products [99]. - The company has filed for several new patents, including a method for constructing HPLC characteristic maps for medicinal liquor, which was authorized on August 15, 2023 [8]. Inventory and Accounts Receivable - Accounts receivable decreased by 3.62 billion yuan, a reduction of 34.23% compared to the beginning of the period [2]. - The company reported a significant reduction in accounts receivable by 44.19%, from ¥874,950,782.81 to ¥488,346,960.66, due to increased cash sales and collection efforts [114]. - Inventory increased by 37.22% to ¥569,530,008.23, primarily due to strategic reserves of raw materials and product stock [114]. - The company is focusing on inventory reserves based on market demand and current sales orders to adapt to changing market conditions [80]. Strategic Focus - The company is focusing on the "health aging" demand and "preventive treatment" market, aiming to better meet diverse customer needs [141]. - The company aims to leverage policy and market opportunities to enhance modernization and internationalization efforts [129]. - The company is actively monitoring and addressing risks related to market competition and the urgency of digital transformation [171][172]. - The company is positioned to benefit from favorable national policies supporting the development of traditional Chinese medicine, presenting new opportunities for growth [189].

Financial Performance - The company's operating revenue for Q1 2024 was ¥343,378,924.32, a decrease of 11.13% compared to ¥369,045,043.47 in the same period last year[6] - Net profit attributable to shareholders was ¥41,303,613.94, representing a significant increase of 49.61% from ¥9,790,453.11 in the previous year[6] - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥48,493,985.69, up 76.13% from ¥9,714,819.20 year-on-year[6] - Basic earnings per share increased to ¥0.0844, a rise of 49.65% compared to ¥0.0200 in the same period last year[9] - The weighted average return on equity rose to 2.72%, an increase of 0.79 percentage points from 0.57% in the previous year[9] - The net profit for Q1 2024 reached CNY 49,621,931.14, an increase of 76.3% compared to CNY 28,160,560.34 in Q1 2023[35] - The total comprehensive income for Q1 2024 was CNY 49,621,931.14, up from CNY 28,160,560.34 in Q1 2023, indicating an increase of about 76.3%[37] - Basic and diluted earnings per share for Q1 2024 were both CNY 0.0844, compared to CNY 0.0564 in Q1 2023, reflecting a rise of approximately 49.5%[37] Assets and Liabilities - The total assets at the end of the reporting period were ¥2,605,673,989.81, a decrease of 0.87% from ¥2,628,413,544.42 at the end of the previous year[9] - The equity attributable to shareholders increased to ¥1,537,431,255.25, reflecting a growth of 2.76% from ¥1,496,127,641.31 at the end of the previous year[9] - The total assets of the company amounted to approximately RMB 2.61 billion, a slight decrease from RMB 2.63 billion in the previous period, reflecting a change of about 1.4%[25] - The company's non-current liabilities include short-term borrowings of RMB 56 million, which remained relatively stable compared to RMB 56.06 million previously[25] - Total liabilities decreased to CNY 1,048,188,351.22 from CNY 1,120,549,836.97 at the end of 2023[26] - Shareholders' equity increased to CNY 1,557,485,638.59 from CNY 1,507,863,707.45 at the end of 2023[26] Cash Flow - The net cash flow from operating activities was ¥129,411,721.98, down 5.01% from ¥136,238,575.27 in the same period last year[6] - Cash inflows from operating activities in Q1 2024 totaled CNY 435,091,939.39, compared to CNY 353,669,065.15 in Q1 2023, marking an increase of about 23.0%[40] - Cash outflows from operating activities in Q1 2024 were CNY 305,680,217.41, up from CNY 217,430,489.88 in Q1 2023, which is an increase of approximately 40.5%[40] - The net cash flow from operating activities for Q1 2024 was CNY 129,411,721.98, slightly down from CNY 136,238,575.27 in Q1 2023, a decrease of about 5.9%[40] - Cash inflows from investment activities in Q1 2024 were CNY 1,564,919.86, compared to CNY 581,676.05 in Q1 2023, representing an increase of approximately 169.5%[40] - Cash outflows from investment activities in Q1 2024 were CNY 378,462.81, down from CNY 824,432.45 in Q1 2023, indicating a decrease of about 54.1%[40] - The net cash flow from investment activities for Q1 2024 was CNY 1,186,457.05, a significant improvement from a net outflow of CNY 242,756.40 in Q1 2023[40] - The company reported a significant increase in cash and cash equivalents, with a total of CNY 383,448,177.87 at the end of Q1 2024, compared to CNY 273,891,195.81 at the end of Q1 2023, reflecting a growth of approximately 40.0%[42] Operational Efficiency - The company implemented cost control measures, leading to improved profitability and a higher gross profit margin compared to the previous year[13] - Total operating costs for Q1 2024 were CNY 281,233,386.82, down 20.2% from CNY 352,387,369.66 in Q1 2023[35] - The company reported a total of CNY 62,231,217.98 in operating profit for Q1 2024, compared to CNY 34,572,023.30 in Q1 2023, reflecting a significant improvement[35] - Research and development expenses for Q1 2024 were CNY 8,983,874.58, a slight increase from CNY 8,772,467.17 in Q1 2023[35] - Sales expenses for Q1 2024 were CNY 158,634,670.62, down 24.7% from CNY 210,718,672.14 in Q1 2023[35] Regulatory and Compliance Issues - The company received a notice from the China Securities Regulatory Commission regarding an investigation for suspected violations of information disclosure laws[21] - The company announced corrections and retrospective adjustments to financial statements from 2016 to 2022, impacting the first three quarters of 2023[21] - The company is under disciplinary action from the Shanghai Stock Exchange due to violations related to financial reporting[22]