山东出版传媒股份有限公司 2025 年第二次临时股东大会 会议资料 二〇二五年九月 山东出版(601019) 2025 年第二次临时股东大会会议资料 山东出版传媒股份有限公司 2025 年第二次临时股东大会会议须知 为了维护广大投资者的合法权益，保证山东出版传媒股份有 限公司（简称"公司"）股东在公司 2025 年第二次临时股东大会 （简称"本次会议"）上依法行使职权，确保本次会议的正常秩 序和议事效率，根据《中华人民共和国公司法》（简称"《公司 法》"）《上市公司股东会规则》《公司章程》《公司股东大会议 事规则》等有关规定，制定以下会议须知。 一、会议的组织方式 1．会议由公司董事会依法召集。 2．本次会议的出席人员为 2025 年 9 月 9 日下午上海证券交 易所交易结束后，在中国证券登记结算有限责任公司上海分公司 登记在册的本公司股东或其委托代理人的实际参会人员；本公司 董事、监事和高级管理人员；本次会议见证律师等。 3．本次会议行使《公司法》《公司章程》《公司股东大会议 事规则》等规定的股东大会职权。 二、会议的表决方式 1．出席本次会议的股东及股东代表以其所代表的有表决权 股份数额行使表决权。参会 ...

Market Overview - The publishing sector experienced a decline of 0.44% on September 1, with Shandong Publishing leading the drop [1] - The Shanghai Composite Index closed at 3875.53, up 0.46%, while the Shenzhen Component Index closed at 12828.95, up 1.05% [1] Stock Performance - Notable gainers in the publishing sector included: - Guomai Culture (301052) with a closing price of 83.17, up 7.72% and a trading volume of 71,500 shares, totaling 585 million yuan [1] - Publishing Media (666109) closed at 7.22, up 3.00% with a trading volume of 117,100 shares, totaling 84.5154 million yuan [1] - Conversely, significant decliners included: - Shandong Publishing (610109) with a closing price of 8.68, down 5.24% and a trading volume of 321,200 shares, totaling 281 million yuan [2] - Zhongyuan Media (000719) closed at 12.52, down 3.84% with a trading volume of 250,000 shares, totaling 316 million yuan [2] Capital Flow - The publishing sector saw a net outflow of 157 million yuan from institutional investors, while retail investors contributed a net inflow of 14.7417 million yuan [2] - The capital flow for specific stocks indicated: - Guomai Culture had a net inflow of 58.2426 million yuan from institutional investors, but a net outflow of 48.5944 million yuan from retail investors [3] - Wanhua Media (601801) experienced a net inflow of 21.9313 million yuan from institutional investors, while retail investors had a net outflow of 32.5222 million yuan [3]

Group 1 - The core index, the CSI State-Owned Enterprises Dividend Index (000824), experienced a decline of 0.21% as of September 1, 2025, with mixed performance among constituent stocks [1] - Notable gainers included COFCO Sugar (600737) with a 10% limit up, Luxi Chemical (000830) rising by 6.74%, and Western Mining (601168) increasing by 3.75% [1] - The National Enterprise Dividend ETF (159515) underwent a downward adjustment, with the latest price at 1.14 yuan [1] Group 2 - The CSI State-Owned Enterprises Dividend Index is composed of 100 listed companies selected for their high cash dividend yields, stable dividends, and certain scale and liquidity [2] - As of August 29, 2025, the top ten weighted stocks in the index accounted for 16.84% of the total index weight, with significant contributors including COSCO Shipping Holdings (601919) and Jizhong Energy (000937) [2] - The ETF has seen a recent increase in scale, growing by 517.46 million yuan over the past week, and an increase of 5.4 million shares in the same period [1][2] Group 3 - High dividend strategies are characterized by returns from both capital gains and dividend income, focusing on mature lifecycle companies with strong profitability and cash flow [2] - The positive cycle of stable earnings, continuous dividends, and enhanced return on equity (ROE) supports the high success rate of these strategies [2] - The recent decline in the overall dividend yield of the Wind All A Index is attributed to rising stock prices and elevated valuations, which dilute the dividend yield [1][2]

Group 1 - The core viewpoint of the news is that Shandong Publishing experienced a decline of 5.02% in its stock price, reaching 8.70 yuan per share, with a trading volume of 175 million yuan and a turnover rate of 0.95%, resulting in a total market capitalization of 18.156 billion yuan [1] - Shandong Publishing Media Co., Ltd. was established on December 28, 2011, and listed on November 22, 2017. The company’s main business includes publishing, distribution, printing, and trading of printing materials, with a complete industry chain that integrates internet media, digital publishing, and information technology [1] - The revenue composition of Shandong Publishing is as follows: 83.48% from textbooks and teaching aids, 13.55% from general books, 11.14% from materials, 10.79% from foreign trade, and other categories contributing smaller percentages [1] Group 2 - From the perspective of major fund holdings, one fund under China Europe Fund has a significant position in Shandong Publishing. The fund, China Europe State-Owned Enterprise Dividend Mixed A (019015), held 364,100 shares, accounting for 3.29% of the fund's net value, making it the second-largest holding [2] - The fund China Europe State-Owned Enterprise Dividend Mixed A (019015) was established on September 25, 2023, with a latest scale of 33.8038 million. Year-to-date returns are 7.28%, with a ranking of 6194 out of 8254 in its category, and a one-year return of 17.05%, ranking 6046 out of 8037 [2]

Group 1 - The core viewpoint of the news is that Shandong Publishing's stock has experienced a decline of 5.02%, with a current price of 8.70 CNY per share and a total market capitalization of 18.156 billion CNY [1] - Shandong Publishing Co., Ltd. was established on December 28, 2011, and listed on November 22, 2017. Its main business includes publishing, distribution, printing, and trading of printing materials, with a complete industry chain that integrates internet media, digital publishing, and information technology [1] - The revenue composition of Shandong Publishing is as follows: 83.48% from educational materials, 13.55% from general books, 11.14% from materials, 10.79% from foreign trade, and other categories contributing smaller percentages [1] Group 2 - Among the top ten circulating shareholders of Shandong Publishing, E Fund's ETF (515180) has reduced its holdings by 818,600 shares, now holding 5,965,800 shares, which is 0.29% of the circulating shares [2] - E Fund's ETF (515180) was established on November 26, 2019, with a current scale of 8.302 billion CNY. It has achieved a year-to-date return of 3.5% and a one-year return of 17.33% [2] Group 3 - The fund managers of E Fund's ETF (515180) are Lin Weibin and Song Zhaoxian. Lin has a tenure of 12 years and 183 days, with a total asset scale of 106.5 billion CNY, achieving a best return of 69.76% during his tenure [3] - Song has a tenure of 4 years and 363 days, managing assets of 28.905 billion CNY, with a best return of 85.02% during his tenure [3]

Core Viewpoint - The publishing industry is experiencing a decline in revenue but an increase in net profit, indicating a shift in operational dynamics and reliance on specific segments like educational materials [1][9]. Revenue Summary - Total revenue for publishing companies in the first half of 2025 was 65.192 billion yuan, a decrease of 7.9% year-on-year [1]. - Five companies exceeded 5 billion yuan in revenue, with Phoenix Media leading at 7.113 billion yuan, followed by Central South Media at 6.335 billion yuan [2]. - Among the 10 companies with revenue between 1 billion and 5 billion yuan, only three reported year-on-year growth, indicating a broader decline in revenue across the sector [2]. Profit Summary - Net profit for the publishing sector reached 8.224 billion yuan, an increase of 9.29% year-on-year, with 10 companies reporting net profits exceeding 1 billion yuan [1][3]. - Central South Media entered the "10 billion club" with a net profit of 1.017 billion yuan, while Phoenix Media maintained its lead with 1.586 billion yuan [2][3]. - The number of companies with net profit growth has increased, with notable growth rates such as Central South Media's 50.39% increase [2][3]. Non-Operating Profit Summary - Excluding non-recurring items, Phoenix Media led with a non-operating profit of 1.514 billion yuan, followed by Central South Media at 0.995 billion yuan [3][4]. - Among the 13 companies reporting non-operating profits, only three experienced a decline, while the rest saw growth of over 10% [3][4]. Company Type Analysis - Comprehensive publishing companies, which include publishing and distribution, showed a revenue decline with only one company reporting growth, while 10 maintained profit growth [5]. - Pure publishing companies, such as Times Publishing and China Publishing, reported revenue and profit growth, particularly benefiting from educational materials [6]. - The digital publishing sector, represented by companies like iReader Technology and Chinese Online, faced challenges with significant profit declines despite revenue growth [10]. Tax Policy Impact - The continuation of tax exemption policies for certain publishing companies has significantly contributed to profit growth, with companies like Central South Media and Zhejiang Publishing reporting substantial increases in net profit due to these policies [7][8]. Market Trends and Challenges - The publishing industry is facing challenges from changing consumer demands, particularly in the educational materials sector, which has been a traditional revenue driver [12][14]. - Companies are increasingly focusing on digital transformation and innovative business models to adapt to market changes, with many investing in new content and technology [15][18]. Financial Management - Many publishing companies are utilizing idle funds for financial management, indicating a cautious approach to capital allocation amid operational challenges [17][18]. - The total cash and cash equivalents held by the 28 publishing companies reached 58.1 billion yuan, highlighting the need for effective capital utilization to drive innovation [18].

Core Viewpoint - The company, Shandong Publishing, has announced its 2025 semi-annual report, including a profit distribution plan and amendments to its articles of association, which require shareholder approval for implementation [3][5][30]. Company Overview - Shandong Publishing is undergoing structural changes, including the removal of the supervisory board, with its functions being transferred to the audit committee of the board of directors [8][22]. - The company has a total share capital of 2,086,900,000 shares as of June 30, 2025 [3][28]. Financial Data - The company plans to distribute a cash dividend of RMB 0.60 per 10 shares, totaling RMB 125,214,000, which represents 18.69% of the net profit attributable to ordinary shareholders for the first half of 2025 [3][28]. - As of June 30, 2025, the company's available distributable profit was RMB 2,373,279,769.97 [28]. Important Matters - The company held a board meeting on August 28, 2025, where several key resolutions were passed, including the approval of the semi-annual report and the profit distribution plan [14][31]. - The amendments to the articles of association and the restructuring of the company’s organization will be submitted for shareholder approval [7][22]. Fund Management - The company raised a total of RMB 271,170.40 million from its initial public offering, with a net amount of RMB 262,004.96 million after deducting issuance costs [35]. - As of June 30, 2025, the company had a remaining balance of RMB 105,799.18 million in its fundraising account [36]. Use of Proceeds - The company has allocated funds to various projects, including RMB 15,057.37 million for specialty publishing and RMB 25,911.77 million for upgrading bookstore operations [36]. - The company has established a dedicated account for managing the raised funds, ensuring compliance with relevant regulations [37].

Group 1 - The company Shandong Publishing announced the reappointment of ShineWing Certified Public Accountants (Special General Partnership) as the financial and internal control auditing institution for the fiscal year 2025 [2]

Core Viewpoint - Shandong Publishing reported a decline in both revenue and net profit for the first half of 2025 compared to the previous year [1] Financial Performance - The company achieved operating revenue of 5,010,162,955.44 yuan, representing a year-on-year decrease of 15.71% [1] - The net profit attributable to shareholders was 669,943,672.66 yuan, reflecting a year-on-year decline of 11.20% [1]

Group 1 - The company Shandong Publishing (601019) announced that it will hold the second extraordinary general meeting of shareholders on September 16, 2025 [1] - The agenda for the meeting includes the proposal to elect Mr. Li Tao as a director of the company's fourth board of directors among other proposals [1]