| | | 上海百联集团股份有限公司 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 6 月 26 日 （二）股东大会召开的地点：上海市黄浦区六合路 58 号新一百大厦 16 楼会议室 （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 | 543 | | --- | --- | | 其中：A 股股东人数 | 511 | | 境内上市外资股股东人数（B 股） | 32 | | 2、出席会议的股东所持有表决权的股份总数（股） | 1,031,186,459 | | 其中：A 股股东持有股份总数 | 1,017,104,300 | | 境内上市外资股股东持有股份总数(B 股) | 14,082,159 | | 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（%） | 57.7965 | | 其中：A 股股东持 ...

Group 1 - The core viewpoint of the news highlights a strong rebound in the consumer sector, particularly through the Consumer Leader ETF (516130), which saw a price increase of 0.81% [1] - The leading stocks in various consumer segments, such as machinery, retail, and consumer services, experienced significant gains, with Stone Technology and Chongqing Department Store both rising over 5% [1] - The People's Bank of China and six other departments issued guidelines to support and expand consumption, proposing 19 key measures to enhance consumer capacity and optimize the consumption environment [1][3] Group 2 - There is an increasing focus on consumption from higher authorities, with favorable policies emerging to boost the consumer sector, indicating a potential trend in the market [3] - The Consumer Leader ETF's underlying index has a price-to-earnings ratio of 17.26, which is at a low point compared to the past decade, suggesting a favorable long-term investment opportunity [3] - Analysts predict that consumption will be a significant driver of economic growth in 2025, with ongoing policy support expected to create new dynamics and scenarios in the consumer market [3]

Group 1: Retail Industry Overview - The retail industry is focusing on three main investment themes for the second half of 2025: strong product momentum, improved operational conditions, and large comprehensive enterprises [7] - The beauty and personal care sector is showing strong performance, with a year-on-year growth of 62.51% in Q1 2025 for companies like Jinbo Biological and 28.01% for Marubi Biological [38] - The jewelry sector is witnessing a shift towards lighter and more affordable gold products, driven by younger consumers and the trend of diversification in the market [7] Group 2: Consumer Confidence and Sales Performance - In the first quarter of 2025, the total retail sales of consumer goods reached 12.47 trillion yuan, with a year-on-year increase of 3.6% [14] - The consumer confidence index showed a recovery trend in early 2025, indicating a positive outlook for retail consumption [14] - The beauty and jewelry categories experienced year-on-year retail sales growth of 5.48% and 8.06% respectively in the same period [14] Group 3: E-commerce and Offline Trends - E-commerce sales showed a mixed performance, with a total sales index of 50.6% in May 2025, reflecting a slight decline compared to previous months [23] - The offline retail market is stabilizing, with a noticeable recovery in shop rental rates, which reached 53.6% in April and May 2025 [29] - The operating space index showed fluctuations but remained stable, indicating a cautious approach to new store openings [29] Group 4: Investment Recommendations - The report recommends focusing on companies with strong product momentum and operational improvements, such as Proya, Giant Biological, and Marubi Biological [62] - The beauty sector is highlighted for its resilience and growth potential, with specific companies recommended for investment based on their strong performance metrics [62] - The medical beauty sector is also emphasized, particularly companies that are expanding their product lines and improving operational capabilities [7][63]

600827,900923 2024 年年度股东大会会议材料 百联股份 上海百联集团股份有限公司 （600827 900923） 2024 年年度股东大会 会议材料 (2025 年 6 月 26 日) 0 | | | | | | 600827,900923 2024 年年度股东大会会议材料 百联股份 2024 年年度股东大会会议议程 一、会议召开的时间 1、会议时间：二○二五年六月二十六日（星期四）下午 13:30 2、网络投票： 投票时间：二○二五年六月二十六日（星期四） 采用上海证券交易所网络投票系统，通过交易系统投票平台的投票时间为股东大会召开 当日的交易时间段，即 9:15-9:25,9:30-11:30，13:00-15:00；通过互联网投票平台的投票 时间为股东大会召开当日的 9:15-15:00。 二、网络投票规则 网络投票的操作流程、注意事项等相关事宜，请详见公司于 2025 年 6 月 6 日在法定信 息披露媒体和上交所网站（http://www.sse.com.cn）披露的临时公告。 三、审议会议议案： 2 1、 《2024 年度董事会工作报告》 2、 《2024 年度监事会工作报告》 3 ...

Core Viewpoint - The company is preparing for its 2024 annual general meeting, focusing on routine related party transactions and financial performance, while also outlining its governance and operational strategies for 2025. Group 1: Meeting and Voting Procedures - The annual general meeting is scheduled for June 26, 2025, with specific voting times outlined for both network and internet platforms [1][2]. - The meeting will include discussions on routine related party transactions and the independent directors' reports [1][2]. Group 2: Board of Directors' Performance - The board has focused on high-quality development, enhancing core competitiveness, and has received multiple awards for governance and ESG contributions [2][3]. - The board held 14 meetings in 2024, discussing 71 proposals, and has actively engaged in compliance training and strategic discussions [3][4]. Group 3: Financial Performance - The company reported a significant increase in operating profit of approximately 2.23 billion yuan, a year-on-year growth of 433.34%, and a net profit attributable to shareholders of about 1.57 billion yuan, up 292.73% [15][16]. - The earnings per share increased to 0.88 yuan, and the net asset value per share rose to 11.02 yuan [15][16]. Group 4: Future Plans and Governance - The board plans to enhance market value management and improve governance structures in line with new regulations [6][7]. - The company aims to implement a comprehensive ESG framework to promote sustainable development and stakeholder engagement [5][6]. Group 5: Related Party Transactions - The estimated amount for routine related party transactions in 2025 is projected to be 1.58 billion yuan [17]. - The company intends to continue its financial services agreement with its controlling shareholder's financial subsidiary to optimize financing costs [18][19]. Group 6: Financial Assistance and Risk Management - The company plans to extend financial assistance to its subsidiary, Shanghai Film and Television Management Co., Ltd., amounting to 13.23 million yuan, to support its operations [35]. - A proposal for a guarantee pool business is set to be submitted for approval, aimed at enhancing the efficiency of unused credit lines [22]. Group 7: Auditor Change - The company intends to appoint Deloitte Huayong as its new auditor for the 2025 fiscal year, following the completion of the service term with the previous auditor [26][32]. - The change is aimed at ensuring the independence and objectivity of the audit process [26][32]. Group 8: Amendments to Governance Documents - Proposals to abolish the supervisory board and amend the company's articles of association are set to be presented, reflecting a shift in governance structure [33][34]. - Revisions to the rules governing shareholder and board meetings are also planned to enhance operational efficiency [34][35].

备注： 委托人应当在委托书中"同意"、"反对"或"弃权"意向中选择一个并打"√"， 对于委托人在本授权委托书中未作具体指示的，受托人有权按自己的意愿进行表 决。 证券代码：600827 900923 证券简称：百联股份 百联 B 股 公告编号：2025-029 上海百联集团股份有限公司 关于2024年年度股东大会调整股权登记日的公告 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。 一、股东大会有关情况 股份类别 股票代码 股票简称 股权登记日 最后交易日 Ａ股 600827 百联股份 2025/6/17 － Ｂ股 900923 百联 B 股 2025/6/20 2025/6/17 二、调整事项涉及的具体内容和原因 由于 2025 年 6 月 19 日为美国公众假日，因此百联股份 2024 年年度股东大 会 B 股股权登记日由原 2025 年 6 月 20 日调整为 2025 年 6 月 23 日。 三、除了上述调整事项外，于 2025 年 6 月 6 日公告的原股东大会通知事项 不变。 四、调整后股东大会的有关情况。 召开日期 ...

| 证券代码：600827 | 900923 | | | --- | --- | --- | | 证券简称：百联股份 | 百联 B | 股 公告编号：2025-029 | 上海百联集团股份有限公司 关于2024年年度股东大会调整股权登记日的公告 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。 三、除了上述调整事项外，于 2025 年 6 月 6 日公告的原股东大会通知事项 不变。 四、调整后股东大会的有关情况。 1、现场股东大会召开日期、时间和地点 3、原股东大会股权登记日： | 股份类别 | 股票代码 | 股票简称 | 股权登记日 | 最后交易日 | | --- | --- | --- | --- | --- | | Ａ股 | 600827 | 百联股份 | 2025/6/17 | － | | Ｂ股 | 900923 | 百联 B 股 | 2025/6/20 | 2025/6/17 | 二、调整事项涉及的具体内容和原因 由于 2025 年 6 月 19 日为美国公众假日，因此百联股份 2024 年年度股东大 会 B 股股权登 ...

Group 1 - The company will hold its 2024 annual general meeting on June 26, 2025, where various proposals will be discussed and voted on [2][18] - The meeting will include the independent directors' performance reports and the voting process will be conducted through the Shanghai Stock Exchange's network voting system [2][4] - Shareholders must complete voting for all proposals before submission, and those holding multiple accounts can aggregate their voting rights [5][7][8] Group 2 - The company plans to extend financial assistance of 13.23 million yuan to Shanghai Film Baillie Cinema Management Co., Ltd. for one year at an interest rate of 4.35% [22][29] - This financial assistance is part of a previous agreement where the company provided a total of 56 million yuan, with its share being 27.44 million yuan [24][23] - The financial assistance extension is aimed at supporting the operational needs of the cinema management company and will not affect the company's normal business operations [29][30] Group 3 - The board of directors unanimously approved the proposal for financial assistance extension, with the relevant independent directors and audit committee also giving their consent [30][31][32] - The financial assistance does not constitute a major asset restructuring and is within the limits set by regulatory guidelines [25][29] - The company has not had any overdue amounts related to this financial assistance, ensuring a stable financial position [34]

Group 1 - Poly Developments and Shanghai Real Estate Group signed a strategic cooperation agreement for urban renewal projects in Shanghai, leveraging their collaborative advantages to create benchmark projects and inject new momentum into urban development [1] - The recent land auction in Beijing resulted in the sale of four residential plots for a total of 130.6 billion yuan, indicating strong interest from real estate companies in core areas, which may lead to increased property development activities [2] - China Merchants Shekou announced a bond interest payment of 3.50% on a total issuance of 40 billion yuan, reflecting the company's stable financial condition and enhancing investor confidence [3] Group 2 - Bailian Group reached a land reserve agreement with the Yangpu District Land Reserve Center in Shanghai, involving three plots with a total price exceeding 20 billion yuan, which is expected to improve cash flow and provide resources for future business expansion [4] - Diou Home's actual controller signed a strategic cooperation agreement, committing to convert all held convertible bonds, which may optimize the company's governance structure and influence the competitive landscape in the home furnishing industry [5]

Core Points - The document outlines the rules for the board of directors of Shanghai Bailian Group Co., Ltd., aiming to standardize meeting procedures and decision-making processes [1][11] - It emphasizes the importance of effective governance and compliance with relevant laws and regulations [1] Group 1: Meeting Structure - The board must hold at least two regular meetings each year, one in each half [3] - Proposals for regular meetings should be formed after consulting all directors and submitted to the chairman for drafting [4] - Temporary meetings can be called under specific circumstances, such as requests from shareholders or a majority of independent directors [2][4] Group 2: Proposal and Notification Procedures - Proposals for temporary meetings must be submitted in writing, detailing the proposer, reasons, and specific agenda items [2][3] - Notifications for regular meetings must be sent ten days in advance, while notifications for temporary meetings require five days' notice [3][4] - Changes to meeting notifications must be communicated at least three days prior to the meeting [3][4] Group 3: Meeting Conduct - A quorum requires the presence of more than half of the directors, with specific rules for certain decisions requiring two-thirds attendance [4][5] - Directors are expected to attend in person, but can delegate their voting rights under certain conditions [5][6] - Meetings should primarily be held in person, but can also utilize video or telephonic means if necessary [5] Group 4: Voting and Decision-Making - Each proposal must be discussed thoroughly before voting, with voting conducted by a show of hands or written ballot [6][7] - Decisions require a majority vote from the attending directors, with specific rules for conflicts of interest [8][10] - Meeting records must be accurate and include details such as attendees, agenda, and voting results [9][10] Group 5: Documentation and Compliance - Meeting records must be signed by attendees and kept for a minimum of ten years [10] - The board is responsible for ensuring compliance with laws and regulations, and directors may be held liable for decisions that cause significant losses [10][11] - The rules are subject to approval by the shareholders and can be amended as necessary [11]