第一条 为进一步完善山东出版传媒股份有限公司（以 下简称"公司"）公司治理，建立健全公司内部控制制度， 明确独立董事的职责，充分发挥独立董事在年报信息披露工 作中的作用，保护全体股东特别是中小股东的利益，根据中 国证券监督管理委员会和上海证券交易所的相关规定以及 公司年度报告编制和披露的实际情况，制定本工作制度。 第二条 独立董事应在公司年报编制和披露过程中切 实履行独立董事的责任和义务，勤勉尽责。 第三条 财务总监应在为公司提供年报审计的注册会 计师（以下简称"年审注册会计师"）进场审计前向每位独 立董事书面提交本年度审计工作安排及其他相关资料。独立 董事应在年审会计师事务所进场审计前，与年审注册会计师 沟通审计工作小组的人员构成、审计计划、风险判断、风险 及舞弊的测试和评价方法、本年度审计重点；独立董事应听 取公司财务总监对公司本年度财务状况和经营成果的汇报。 第四条 财务总监应在年审注册会计师出具初步审计 意见后和召开董事会会议审议年报前，至少安排一次独立董 事与年审注册会计师的见面会，沟通审计过程中发现的问 题，独立董事应履行见面的职责，形成沟通意见函提交给审 计委员会。见面会应有书面记录及当事人签字 ...

第一章 总 则 第一条 为进一步规范山东出版传媒股份有限公司（以 下简称"公司"）关联交易行为，提高公司规范运作水平， 明确管理职责和分工，维护公司股东和债权人的合法权益， 特别是中小投资者的合法权益，保证公司与关联方之间订立 的关联交易协议符合公平、公正、公开的原则，根据《中华 人民共和国公司法》、《中华人民共和国证券法》、中国证 监会《上市公司信息披露管理办法》、《上海证券交易所股 票上市规则》（以下简称《股票上市规则》）、《上海证券 交易所上市公司自律监管指引第 1 号——规范运作》、《上 海证券交易所上市公司自律监管指引第 5 号——交易与关联 交易》等法律、法规、部门规章、规范性文件以及《山东出 版传媒股份有限公司章程》（以下简称《公司章程》）的规 定，制定本办法。 第二条 公司关联交易是指公司、控股子公司及控制的 其他主体与公司关联人之间发生的转移资源或义务的事项， 包括： （一）购买或出售资产； 1 （二）对外投资（含委托理财、对子公司投资等）； （三）提供财务资助（含有息或无息借款、委托贷款等）； （四）提供担保（含对控股子公司担保等）； （十一）放弃权利（含放弃优先购买权、优先认缴出资 权等 ...

Core Insights - The company reported a third-quarter revenue of 3.356 billion yuan, representing a year-on-year increase of 30.55% [1] - The net profit for the third quarter was 573 million yuan, showing a significant year-on-year growth of 166.86% [1] - For the first three quarters, the total revenue was 8.366 billion yuan, which reflects a year-on-year decline of 1.75% [1] - The net profit for the first three quarters reached 1.243 billion yuan, marking a year-on-year increase of 28.28% [1]

Core Insights - As of October 16, a total of 78 stocks in the Shanghai and Shenzhen markets have experienced net buying from major funds for five consecutive days or more [1] - The stocks with the longest streak of net buying are Kaisheng Technology, Wanxin Media, Jianyou Co., and Jinling Hotel, each having received net buying for nine consecutive trading days [1] - Other notable stocks with significant net buying days include Tiancheng Technology, China Electric Research, Junpu Intelligent, Hangxin Technology, Dongpeng Holdings, Shandong Publishing, Tongkun Co., and Yuanfang Information [1]

Market Overview - The publishing sector increased by 0.01% compared to the previous trading day, with Rongxin Culture leading the gains [1] - The Shanghai Composite Index closed at 3912.21, up by 1.22%, while the Shenzhen Component Index closed at 13118.75, up by 1.73% [1] Individual Stock Performance - Rongxin Culture (301231) closed at 23.70, with a rise of 2.20% and a trading volume of 24,500 lots, amounting to a transaction value of 57.44 million [1] - Tianzhou Culture (300148) closed at 4.57, up by 1.78%, with a trading volume of 197,600 lots and a transaction value of 89.65 million [1] - Zhongwen Online (300364) closed at 25.59, increasing by 1.31%, with a trading volume of 259,400 lots and a transaction value of 654 million [1] - Other notable stocks include Guomai Culture (301052) at 46.20 (+1.09%) and Yuedu Media (002181) at 8.24 (+0.73%) [1] Capital Flow Analysis - The publishing sector experienced a net outflow of 41.87 million from institutional investors, while retail investors saw a net inflow of 23.18 million [2] - The net inflow from speculative funds was 18.69 million [2] Detailed Capital Flow for Selected Stocks - Zhongyuan Media (000719) had a net outflow of 12.14 million from institutional investors, with a retail net outflow of 17.89 million [3] - Zhongwen Online (300364) saw a net inflow of 10.05 million from institutional investors, but a net outflow of 7.53 million from retail investors [3] - Publishing Media (601999) had a net inflow of 5.02 million from institutional investors, while retail investors experienced a net outflow of 2.55 million [3]

Group 1 - The publishing sector saw an increase of 0.48% on October 14, with Guangdong Media leading the gains [1] - The Shanghai Composite Index closed at 3865.23, down 0.62%, while the Shenzhen Component Index closed at 12895.11, down 2.54% [1] - Guangdong Media's stock price rose by 4.74% to 8.18, with a trading volume of 860,700 shares and a transaction value of 703 million yuan [1] Group 2 - The publishing sector experienced a net outflow of 100 million yuan from major funds, while retail investors saw a net inflow of 78.1 million yuan [2] - Major stocks like Guomai Culture and Zhongwen Online reported declines of 4.79% and 1.90%, respectively, with transaction values of 761 million yuan and 1.015 billion yuan [2] - Guangdong Media had a net inflow of 53.92 million yuan from major funds, while retail investors had a net outflow of 17.26 million yuan [3]

Market Overview - On October 10, the publishing sector declined by 0.17%, with Guomai Culture leading the drop [1] - The Shanghai Composite Index closed at 3897.03, down 0.94%, while the Shenzhen Component Index closed at 13355.42, down 2.7% [1] Individual Stock Performance - Guomai Culture's stock price fell by 19.18% to 49.46, with a trading volume of 311,800 shares and a transaction value of 154.3 million [2] - Other notable declines included: - Zhongwen Online down 6.07% to 26.48 [2] - Tianzhou Culture down 0.85% to 4.65 [2] - Conversely, Zhongyuan Media rose by 2.91% to 12.02, with a trading volume of 101,600 shares and a transaction value of 121 million [1] Capital Flow Analysis - The publishing sector experienced a net outflow of 357 million from institutional investors, while retail investors saw a net inflow of 259 million [2][3] - Notable capital flows included: - Zhongwen Media with a net inflow of 25.6 million from institutional investors [3] - Shandong Publishing with a net inflow of 14.4 million from institutional investors [3] - Retail investors showed a mixed response, with some stocks like Longjiang Media experiencing significant outflows [3]

Group 1 - The publishing sub-sector exhibits high dividend attributes and stability within the media sector, with leading companies showing gross margins between 30%-40%, net margins around 10%, and ROE generally above 8% [1] - The stock price changes in the publishing sub-sector in 2023 are attributed to a market consensus on valuation reassessment, as publishing companies' content copyrights serve as important sources for data corpus in the context of ChatGPT [1] - In 2024, the market shows a preference for high-dividend sectors, with leading companies in the publishing sector having relatively high dividend yields compared to the media sector [1] Group 2 - Shandong Publishing is one of the largest leaders in the publishing sector, benefiting from unique cultural resources such as Confucian, military, legal, and regional cultures, which provide a foundation for producing distinctive quality books [2] - The company has implemented significant cultural projects, including the "Two Creations" initiative and the "Four Famous" project, aimed at building a "Shandong Edition" brand and enhancing international communication [2] - The publishing main business focuses on creating a matrix of Shandong Edition books, consolidating educational publishing services, and developing customized educational products that meet market demands [2] Group 3 - The integration of technology drives digital intelligence fusion, with initiatives such as new media marketing matrix development and the promotion of "AI + publishing" models [3] - The company is expected to achieve net profits of 1.674 billion, 1.781 billion, and 1.871 billion yuan from 2025 to 2027, with corresponding PE ratios of 10, 9, and 9 times [3] - The company is given a "recommended" rating based on its leading position and innovative business characteristics [3]

Core Insights - The publishing sector experienced a slight decline of 0.14% on October 9, with Guomai Culture leading the drop [1] - The Shanghai Composite Index closed at 3933.97, up 1.32%, while the Shenzhen Component Index closed at 13725.56, up 1.47% [1] Publishing Sector Performance - ST Huawen (000793) saw a closing price of 2.98, with a rise of 4.93% and a trading volume of 548,200 shares, amounting to a transaction value of 161 million yuan [1] - Zhongwen Online (300364) closed at 28.19, up 3.11%, with a trading volume of 739,100 shares and a transaction value of 2.107 billion yuan [1] - Other notable performers included Zhonghua Media (600373) with a closing price of 10.37, up 2.07%, and Changjiang Media (600757) at 8.66, up 1.76% [1] Capital Flow Analysis - The publishing sector saw a net outflow of 12.54 million yuan from institutional investors and 2.92 million yuan from retail investors, while individual investors contributed a net inflow of 15.46 million yuan [2] - Zhongnan Media (601098) experienced a significant net outflow of 18.84 million yuan from institutional investors, while Zhongwen Online (300364) had a net inflow of 18.10 million yuan [2] - ST Huawen (000793) recorded a net inflow of 15.70 million yuan from institutional investors, despite a net outflow from retail investors [2]

Core Points - The company's profit distribution plan was approved at the second extraordinary general meeting of shareholders on September 16, 2025 [1] - The distribution will be based on a total share capital of 2,086,900,000 shares, with a cash dividend of 0.06 RMB per share, totaling 125,214,000 RMB [2] Distribution Plan - The distribution is for the first half of 2025 [1] - Eligible shareholders are those registered with China Securities Depository and Clearing Corporation Limited, Shanghai Branch, as of the close of trading on the record date [1] Implementation Method - Cash dividends for unrestricted circulating shares will be distributed through the clearing system of China Securities Depository and Clearing Corporation Limited, Shanghai Branch [3] - Shareholders who have completed designated transactions can collect cash dividends on the payment date at their designated securities business department [3] - For shareholders who have not completed designated transactions, dividends will be held by China Securities Depository and Clearing Corporation Limited until the transaction is completed [3] Taxation Details - Individual shareholders and securities investment funds will not have income tax withheld at the time of cash dividend distribution, with an actual distribution of 0.06 RMB per share [6] - For qualified foreign institutional investors (QFII), a 10% corporate income tax will be withheld, resulting in a net cash dividend of 0.054 RMB per share [7] - For Hong Kong market investors through the Shanghai-Hong Kong Stock Connect, a 10% tax will also apply, leading to a net cash dividend of 0.054 RMB per share [7] - Other institutional investors and corporate shareholders will be responsible for their own tax payments, with an actual distribution of 0.06 RMB per share [8] Contact Information - Shareholders with questions regarding the distribution can contact the Securities Legal Department of Shandong Publishing Media Co., Ltd. during business days [9][10]