北京国枫律师事务所 关于新疆汇嘉时代百货股份有限公司 差异化分红事项的 法律意见书 国枫律证字[2026]AN026-1 号 GRANDWAY 北京国枫律师事务所 Grandway Law Offices 北京市东城区建国门内大街 26 号新闻大厦 7 层 邮编： 100005 电话(Tel): 010—88004488/66090088 传真(Fax): 010—66090016 1. 本所律师仅针对本法律意见书出具之日前已经发生或存在的事实,根据 中国现行有效的法律、法规、规章和规范性文件发表法律意见; 2. 本所律师根据《公司法》《证券法》《回购股份监管指引》等规定及本法 律意见书出具目以前已经发生或存在的事实,严格履行了法定职责,遵循了勤勉 尽责和诚实信用的原则,进行了充分的核查验证(以下简称"查验"),保证法 律意见书所认定的事实真实、准确、完整,所发表的结论性意见合法、准确,不 存在虚假记载、误导性陈述或重大遗漏,并承担相应法律责任; 北京国枫律师事务所 关于新疆汇嘉时代百货股份有限公司 差异化分红事项的 法律意见书 国枫律证字[2026]AN026-1 号 致:新疆汇嘉时代百货股份有限公司 根据 ...

证券代码：603101 证券简称：汇嘉时代 公告编号：2026-006 新疆汇嘉时代百货股份有限公司 2025年前三季度权益分派实施公告 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： | 股份类别 | 股权登记日 | 最后交易日 | 除权（息）日 | 现金红利发放日 | | --- | --- | --- | --- | --- | | Ａ股 | 2026/3/26 | － | 2026/3/27 | 2026/3/27 | 差异化分红送转： 是 一、通过分配方案的股东会届次和日期 本次利润分配方案经公司2026 年 1 月 30 日的2026年第二次临时股东会审议通 过。 二、分配方案 1. 发放年度：2025年前三季度 2. 分派对象： 截至股权登记日下午上海证券交易所收市后，在中国证券登记结算有限责任 公司上海分公司（以下简称"中国结算上海分公司"）登记在册的本公司全体股东 （公司回购专业账户除外）。 1 每股分配比例 A 股每股现金红利0.10元（含税） 相关日期 根据《上海证券交易所上市公司自律监管 ...

Core Insights - The retail leader in Xinjiang, Huijia Times (603101.SH), reported impressive sales during the Spring Festival, with expected sales exceeding 200 million yuan, marking a 20.3% year-on-year increase, driven by strong consumer policies and holiday economic effects [1][2] Group 1: Sales Performance - The company’s eight supermarkets are projected to achieve sales of over 200 million yuan during the Spring Festival period, reflecting a 20.3% year-on-year growth [1] - The Beijing Road Shopping Center stood out with a remarkable sales increase of 69.9% year-on-year, becoming a key growth engine for the Spring Festival [2] - Other stores, such as the Haguo and Changguo stores, also reported double-digit growth rates of 25.0% and 12.7% respectively, showcasing strong regional competitiveness [2] Group 2: Consumer Policy Impact - The launch of the "2026 'Qi' Haoyang Wool Purchase Enjoy Life" campaign in Urumqi, which included the distribution of 12 million yuan in retail and dining consumption vouchers, significantly boosted consumption, generating over 34 million yuan in sales and a total consumption value of 1.046 billion yuan [3] - Over half of the customers at the Beijing Road Huijia Times supermarket utilized consumption vouchers, which, combined with the upgraded quality of services, led to a more than 20% increase in customer traffic and a 15% rise in sales [3] Group 3: Operational Improvements - The company has implemented comprehensive reforms across product structure, store environment, service experience, and employee benefits, which are reflected in the strong performance during the Spring Festival [1] - Huijia Times has adopted AI and digital upgrades, creating an AI-driven operational system that enhances the "people, goods, and venue" model, and has established an instant delivery matrix to expand into lower-tier markets in Xinjiang [3] - The successful integration of consumption policies and operational improvements positions Huijia Times as a potential benchmark for digital retail in the region [3]

Core Insights - The article highlights the vibrant atmosphere and increased consumer activity in Changji, Xinjiang during the Spring Festival, showcasing local food, cultural experiences, and tourism initiatives that have attracted visitors [1][3]. Group 1: Local Business Performance - The local snack street in Changji has become a popular destination, featuring a variety of local delicacies and cultural performances, which has drawn significant crowds during the holiday season [1]. - A local store, Xiyu Zhen Guo Fang, offers over 8,000 types of Xinjiang specialties, with 2,000 on regular display, emphasizing the importance of quality and customer service in attracting repeat visitors [2]. - Despite being a low season for tourism, the store reported monthly revenues exceeding 80,000 yuan, with a notable increase of over 20% during promotional periods [3]. Group 2: Government Initiatives and Consumer Engagement - The Changji government has launched 81 cultural and tourism activities, 75 discount policies, and 49 promotional measures to stimulate consumer spending during the Spring Festival [3]. - The introduction of 3 million yuan in tourism consumption vouchers has significantly boosted visitor enthusiasm and spending, acting as a lever to activate the off-peak tourism market [3]. Group 3: Tourism and Entertainment Growth - Ski resorts in Changji experienced an average daily visitor count of around 600 during the holiday, with a significant increase in night-time visitors, leading to a nearly 30% year-on-year growth in sales at scenic spots [4]. - The local cinema, 103 Movie Park, saw long queues for tickets, with many families taking advantage of discounts from tourism vouchers, indicating a strong demand for entertainment options during the festive period [4]. Group 4: Overall Economic Impact - During the nine-day Spring Festival holiday, Changji's total retail sales of consumer goods reached 160 million yuan, reflecting a year-on-year growth of 3.3% [5]. - Local businesses reported substantial increases in daily revenues, with some stores experiencing multiple times their usual income, showcasing the resilience and potential of the consumer market [5].

Company Status - The company held its second extraordinary general meeting in 2026, approving a profit distribution plan for the first three quarters of 2025, which includes a cash dividend of 0.10 yuan per share (tax included), totaling approximately 46.53 million yuan, accounting for 57.87% of the net profit attributable to shareholders for the same period [2] Business and Technical Development - Since 2025, the company has been implementing a "Fat Donglai" style self-adjustment, focusing on optimizing product structure and service experience. For instance, after the renovation of the Beijing Road store, the first-day sales reached 2.44 million yuan, a 286% increase compared to the same period in 2024. The company plans to continue expanding into blue ocean markets such as Southern Xinjiang, driven by supply chain optimization and upgraded incentive mechanisms [3] Business Progress - In 2025, the company established a strategic partnership with ByteDance's Feishu, focusing on intelligent store management and AI business empowerment. As of February 2026, the company has launched an instant retail online supermarket, which is now available on mainstream platforms such as mini-programs, Meituan Takeout, and Taobao Flash Purchase, enhancing regional penetration through a "warehouse-store integration" model. This transformation is seen as a key initiative to unlock new growth opportunities [4] Project Advancement - The company is actively laying out in the "low-altitude economy + consumption" sector, having formed a joint venture with Xinjiang General Aviation Company to promote smart logistics and low-altitude tourism. As of July 2025, related projects have entered a substantive advancement phase, aiming to address logistics challenges posed by Xinjiang's vast geography and inject new momentum for long-term development [5] Financial Status - The financial report for the first three quarters of 2025 shows that the company achieved an operating income of 1.868 billion yuan and a net profit attributable to shareholders of 80.41 million yuan, representing a year-on-year growth of 60.05%. The net cash flow from operating activities reached 282 million yuan, providing support for subsequent business expansion [6]

Investment Rating - The report gives a "Buy" rating for the company for the first time [5]. Core Views - The company is a leading commercial entity in Xinjiang, focusing on the low-altitude economy and enhancing its retail capabilities through digital transformation and supply chain optimization [2][8]. - The company has a stable business structure with supermarkets and department stores as core segments, and it is responding to consumer demand by accelerating business transformation [8][9]. - The retail industry is entering a new development phase supported by government policies aimed at boosting domestic consumption [8][48]. Financial Forecast and Investment Recommendations - The company’s revenue is projected to be 2,494 million yuan in 2023, with a growth rate of 30.8%, followed by a slight decline in 2024 to 2,409 million yuan [4]. - The net profit attributable to the parent company is expected to reach 162 million yuan in 2023, with a significant growth of 203.1% [4]. - The report forecasts earnings per share (EPS) of 0.18 yuan in 2025, 0.31 yuan in 2026, and 0.39 yuan in 2027, with a target price set at 12.09 yuan based on a 39x PE ratio for 2026 [4][8]. Company Overview - The company has been operating for 25 years, establishing itself as a leader in the Xinjiang retail market with a total of 5 shopping centers, 6 department stores, and 11 independent supermarkets, covering an area of over 1.07 million square meters [12][16]. - The company’s revenue structure shows that supermarkets contribute over 50% of total revenue, while department store revenue has decreased significantly due to changes in accounting standards [27][25]. - The management team has extensive experience in the industry, with a stable shareholding structure that supports long-term strategic planning [20][23]. Market and Policy Environment - Recent government policies have focused on enhancing domestic demand, positioning the retail sector as a key area for economic recovery [48][49]. - The company is leveraging its regional advantages and adapting to market changes by implementing AI-driven management systems and exploring low-altitude economic opportunities [8][9].

Investment Rating - The report gives a "Buy" rating for the company for the first time [5]. Core Insights - The company is a leading commercial entity in Xinjiang, focusing on the low-altitude economy and retail sector [2][8]. - The company has a stable business structure with supermarkets and department stores as core components, and it is responding to consumer demand by accelerating business transformation and enhancing supply chain management [8][9]. - The report predicts a positive trend in profitability, with expected earnings per share (EPS) of 0.18, 0.31, and 0.39 yuan for 2025, 2026, and 2027 respectively, and a target price of 12.09 yuan based on a 39 times price-to-earnings (PE) ratio for 2026 [8][9]. Financial Forecast and Investment Recommendations - The company's financial information for 2023 to 2027 shows projected revenue growth, with 2023 revenue at 2,494 million yuan, expected to decline slightly in 2024 to 2,409 million yuan, and then gradually increase to 2,746 million yuan by 2027 [4]. - Operating profit is forecasted to rise significantly from 199 million yuan in 2023 to 243 million yuan in 2027, reflecting a strong recovery in profitability [4]. - The net profit attributable to the parent company is expected to follow a similar trend, increasing from 162 million yuan in 2023 to 183 million yuan in 2027 [4]. - The report highlights a significant recovery in net profit margin, projected to rise from 2.4% in 2024 to 6.7% in 2027, indicating improved operational efficiency [4][8]. Company Overview - The company has been operating for 25 years, establishing itself as a leader in the Xinjiang retail market with a diverse portfolio including shopping centers, department stores, and supermarkets [12][16]. - As of mid-2025, the company operates 5 shopping centers, 6 department stores, and 11 independent supermarkets, covering a total area of over 1.07 million square meters [16][12]. - The company has a stable shareholding structure, with the founder maintaining significant control, which contributes to consistent management and strategic direction [20][23]. Market and Policy Environment - The retail industry is entering a new development phase supported by government policies aimed at boosting domestic consumption, with the company positioned to benefit from these trends [48][49]. - The report notes that the retail sector is a key focus for stimulating domestic demand, with expectations for improved performance as supportive policies are implemented [48][49]. - The company is also leveraging advancements in AI and low-altitude economy initiatives to enhance operational efficiency and supply chain capabilities [8][9].

Core Viewpoint - Huijia Times is recognized as the retail leader in Xinjiang, with a significant value reassessment due to its innovative transformation [1] Company Advantages - The company's core competitive advantages include a dense store network, deep insights into the local market, and multi-format synergy effects [1] - These advantages have enabled the company to establish significant scale effects and brand barriers in the Xinjiang region [1] Strategic Initiatives - The company is actively promoting supermarket adjustments and upgrading shopping center formats [1] - It is innovatively exploring new scenarios of "low-altitude economy + consumption," which is expected to open up a second growth curve [1] Investment Rating - The initial coverage of the company has been given a "buy" rating [1]

Summary of Huijia Times Conference Call Company Overview - **Company**: Huijia Times - **Industry**: Retail, specifically supermarkets and department stores Key Points and Arguments 1. **2026 Performance Outlook**: Huijia Times has shown strong performance in early 2026, with significant growth in supermarket sales and remodeled stores, benefiting from an extended sales peak due to the late Spring Festival [2][4] 2. **Store Performance**: The North Huijia store, a benchmark for the company, achieves daily sales of approximately 900,000 to 1,000,000 yuan on weekdays and up to 1,500,000 yuan on weekends, maintaining a net profit margin of around 8% and a gross margin of 22%-23% [2][7] 3. **Strategic Initiatives**: The company plans to advance its initiatives in urban renewal electricity, low-altitude economy, and overseas market expansion to enhance gross margins and drive business growth [2][4] 4. **Low-Altitude Economy**: Huijia Times is actively pursuing low-altitude economy projects, including testing drone delivery on a pilot route from Tiemenguan to Alar, aiming to promote franchise business development [2][9] 5. **Agricultural Collaboration**: The company is collaborating with the Aksu region to advance agricultural pest control services, expected to launch in 2026, leveraging existing qualifications for rapid implementation [10] 6. **Supply Chain Structure**: In the North Huijia supermarket, approximately 10% of sales come from Donglai products, with 40% supplied by Dazhang's unified supply chain and 30% from the same-source supply chain with Pang Donglai [17][18] 7. **Revenue and Profit Growth**: The company anticipates steady revenue and profit growth of around 10% in 2026, contingent on the performance of remodeled stores [4][29] 8. **Franchise Business Development**: The franchise business is in the early stages, primarily aligning with the Xinjiang Production and Construction Corps, awaiting policy changes to relax low-altitude airspace restrictions [9] 9. **Overseas Market Strategy**: The initial overseas strategy focuses on exporting supply chains rather than establishing retail stores, with plans to evaluate the feasibility of opening stores later [14][15] 10. **Real Estate Investment Trusts (REITs)**: The company is exploring opportunities related to REITs, particularly in light of new policies that simplify approval processes, aiming for larger scale and faster growth [21] Additional Important Information 1. **Consumer Demographics**: The North Huijia store primarily serves Han consumers, with a consistent product selection across stores, although specific items may vary [8] 2. **Market Position**: Huijia Times does not face competition from higher-end shopping districts in Urumqi, benefiting from a strong consumer base [26] 3. **Investment Strategy**: The company maintains a cautious approach to new industry investments, focusing on core business stability and growth [23] 4. **Store Renovation Impact**: The renovation of stores, particularly the North Huijia store, has significantly improved foot traffic and sales, contributing to overall positive performance [4][19] 5. **Future Growth Paths**: The company’s growth strategies include international expansion, store openings, and franchise development, with dedicated teams for each area [28]

Group 1: Macro Overview - The report indicates that the cyclical sector is expected to enter an expansion phase, with both cyclical and growth sectors currently in the analysts' expansion zone, resonating with the industry mainline model [3] - The report highlights that the cumulative amount of pending foreign exchange settlement funds since 2022 is approximately 1.13 trillion USD, with a weighted average exchange rate of 7.1 [2] - It is projected that the USD to RMB exchange rate will likely stabilize between 6.8 and 7.1 in 2026, with an overall upward trend but limited potential for sustained unilateral appreciation [2] Group 2: Industry Performance - The report lists the top-performing industries for January, March, and the past year, with notable performances in the oil and petrochemical sector (32.0% increase over the past year) and construction materials (42.7% increase) [1] - Conversely, the report identifies the worst-performing industries, including defense and military (-6.7% in January) and pharmaceuticals (-3.6% in January) [1] Group 3: Company Analysis - Huijia Times - Huijia Times is recognized for its competitive advantages, including a dense store network and deep local market insights, which contribute to significant scale effects and brand barriers in the Xinjiang region [6] - The company is actively upgrading its supermarket and shopping center formats and exploring innovative "low-altitude economy + consumption" scenarios, which are expected to open a second growth curve [6] - Revenue projections for Huijia Times from 2025 to 2027 are estimated at 2.422 billion, 2.557 billion, and 2.782 billion RMB, with year-on-year growth rates of 0.5%, 5.6%, and 8.8% respectively [6]