证券代码：603515 证券简称：欧普照明 公告编号：2025-029 欧普照明股份有限公司 关于实际控制人股份质押展期的公告 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： 一、股东质押基本情况 公司实际控制人王耀海先生于 2024 年 6 月 12 日将其持有的 4,500 万股（占 当期公司总股本的 6.04%）办理了股票质押业务（具体内容详见本公司 2024-028 号公告）。近日，公司收到王耀海先生就上述股份质押办理展期的通知，已办理 相关质押展期手续。 三、股东累计质押股份情况 截至公告披露日，实控人王耀海先生、马秀慧女士及其一致行动人中山欧普、 上海峰岳、南通嵩岳累计质押股份情况如下： | | | | | | | | 已质押 股份情 况 | | | 未质 押股 份情 况 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | | | 已 质 | 已 质 | 未 质 | | 未 ...

Group 1 - The core viewpoint is that the aging lighting market is an emerging opportunity for LED lighting companies, but the penetration rate of specialized aging lighting modifications is currently below 5% in China, facing challenges such as a lack of standards [3][6][7] - The "silver economy" market, which is valued in trillions, is increasingly recognized, with the elderly population in China projected to exceed 300 million by 2024, accounting for 22% of the total population [4][6][7] - Companies are shifting from price competition to developing high-value-added products, with smart lighting, human-centric lighting, and health lighting being key development directions [3][4] Group 2 - Major LED companies, including Mulinson and Foshan Lighting, are experiencing varying degrees of performance decline due to external trade environment changes and industry price drops [4][5] - The integration of AI technology into aging lighting solutions is seen as a new opportunity, with companies like Signify launching products that monitor elderly individuals' safety [4][5] - The current lack of standards for aging lighting leads to the prevalence of "pseudo-aging lighting products," highlighting the need for research and development of appropriate lighting formulas based on the physiological needs of the elderly [6][7][8] Group 3 - The aging population presents unique physiological challenges, such as reduced light transmission in the eyes, necessitating tailored lighting solutions to enhance safety and well-being [7][8] - The market for home modifications for the elderly is estimated to be worth 3 trillion yuan, yet the penetration of specialized lighting modifications remains low [7][8] - A proposed solution involves creating a "medical-industry-policy" triangle to establish clinical databases and develop dynamic lighting formulas that cater to various health conditions [8]

Group 1 - The core viewpoint of the articles highlights the evolution of Chinese design from mere symbolic appropriation to a new stage of creative transformation rooted in cultural genes, integrating technology, craftsmanship, global perspectives, and local traditions [1] - The "Design Shanghai" event showcased innovative designs that redefine Eastern aesthetics, particularly through the "Sun" art installation by Op Lighting and MAD Architects, emphasizing the emotional connection between light and space [2] - The exhibition by neooold focused on the fusion of traditional craftsmanship and contemporary design, showcasing the works of young artisans and emphasizing the importance of returning to the essence of creation [3] Group 2 - The design philosophy emerging from these exhibitions reflects a deep practice of modernization in Chinese design, balancing avant-garde courage with a rooted cultural essence [4] - The trends observed in the design ecosystem indicate a shift from OEM manufacturing to original expression, with local designers increasingly focusing on self-identity and many young designers returning from abroad, bringing a blend of international vision and local sentiment [3][4] - The immersive experience created by the "Sun" installation and the handcrafted objects from young artisans illustrate a mature design philosophy that seeks to establish a unique value system for Chinese design in a global context [4]

证券代码：603515 证券简称：欧普照明 公告编号：2025-028 欧普照明股份有限公司 关于为全资子公司提供担保的公告 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： 被担保人：苏州欧普照明有限公司（以下简称"苏州欧普"）为欧普照明 股份有限公司（以下简称"欧普照明"或"公司"）的全资子公司。 本次担保金额及实际已为其提供的担保余额：本次为苏州欧普提供主债 权总额不超过 4,000 万等值美元的担保。本次担保实施前，公司为苏州欧普提供 的担保合同金额为 17,000 万元人民币（或等值外币），已实际为其提供的担保余 额为 0 万元人民币。本次担保在公司股东大会授权额度范围之内。（公司对担保 合同金额统计是按照最高额保证合同口径统计） 一、担保情况概述 （一）公司于 2025 年 6 月 10 日与花旗银行（中国）有限公司上海分行签署 《保证函》，公司为苏州欧普提供主债权总额合计不超过 4,000 万等值美元（以 2025 年 6 月 10 日中国人民银行授权中国外汇交易中心公布的人民币汇率中间价 折算，约 ...

Core Viewpoint - The article highlights how Opple Lighting has managed to maintain and even increase its net profit margin despite a decline in revenue, emphasizing the importance of investment and financial management in the home furnishing industry. Revenue and Profit Analysis - In 2024, Opple Lighting reported revenue of 7.096 billion and net profit of 903 million, representing a year-on-year decrease of 8.96% and 2.28% respectively [1] - Despite the revenue decline, net profit has remained relatively stable, with a slight increase of 3.8 million compared to 2018 [4] - The net profit margin for 2024 was 12.75%, an increase of 2.43 percentage points from 2021 and 1.51 percentage points from 2018 [4] Cost Management - Opple Lighting's operating cost ratio in 2024 was 60.71%, a reduction of 6.28 percentage points from 2021 and 2.83 percentage points from 2018, indicating improved cost efficiency [7] - The company has focused on enhancing operational and production efficiency through digital transformation and automation, which has contributed to cost reduction [10] Product Value Enhancement - Opple Lighting has successfully increased its gross margin, which reached 39.29% in 2024, up by 6.29 percentage points from 2021 [11] - The company has invested in technology and innovation, particularly in the smart lighting sector, to enhance product competitiveness and value [14] Investment Strategy - Opple Lighting has accumulated significant surplus funds over the years, leading to substantial interest income, with 2023 and 2024 interest income reported at 111.1 million and 70.93 million respectively [15] - The company has shifted its focus towards investment management, with trading financial assets increasing to 4.081 billion in 2024 after a significant reduction in 2023 [18] - Despite a decrease in net asset return rate from 22.67% in 2018 to 13.51% in 2024, the company has maintained a strong cash dividend policy, distributing 666.7 million in 2024 with a payout ratio of 73.8% [18][19] Industry Insights - The article suggests that in a challenging market environment, companies like Opple Lighting can enhance profitability through cost control, efficiency improvements, and investment strategies [19] - The shift towards smart home products and digital solutions is seen as a critical strategy for maintaining competitiveness in a saturated market [19]

Investment Rating - The report maintains an "Accumulate" rating for the company [1] Core Views - The company focuses on its core lighting business and continues to enhance its high dividend attributes, with a cash dividend of 666 million yuan for 2024, representing a payout ratio of 73.8%, the highest since 2016 [6] - The company plans to maintain a cash dividend ratio of no less than 40% from 2025 to 2027, potentially increasing to 80% if it reaches a mature development stage without significant capital expenditure [6] - The company achieved a revenue of 1.49 billion yuan in Q1 2025, a year-on-year decrease of 5.8%, and expects a total revenue of 7.1 billion yuan for 2024, down 9.0% year-on-year [7] - The company is optimizing its channels and enhancing its competitive edge, focusing on smart, energy-saving, and health-oriented trends in the lighting industry [7] - Digital transformation efforts are aimed at reducing costs and increasing efficiency across various business segments [8] - Long-term, the company is expected to maintain its leading position in the lighting and electrical sector, with adjusted net profit forecasts for 2025 and 2026 at 933 million yuan and 1.03 billion yuan, respectively [8] Summary by Sections Financial Performance - The company reported a revenue of 7.1 billion yuan for 2024, with a projected revenue growth rate of -8.96% [9] - The net profit for 2024 is expected to be 903 million yuan, with a slight decrease of 2.28% year-on-year [9] - The earnings per share (EPS) for 2024 is projected at 1.21 yuan [9] Profitability and Valuation - The gross margin is expected to be 39.3% in 2024, with a slight increase to 39.8% by 2027 [20] - The company maintains a price-to-earnings (P/E) ratio of 14 for 2025, decreasing to 12 by 2027 [21] - The return on equity (ROE) is projected to be 13.4% in 2024, increasing to 14.0% by 2027 [20] Dividend Policy - The company plans to distribute a cash dividend of 9.0 yuan per 10 shares for 2024, with a total cash dividend of 666 million yuan [6] - The dividend payout ratio is set to increase, with a target of at least 40% from 2025 to 2027 [6]

Company Overview - OPPLE Lighting Co., Ltd. is established as a joint-stock company in accordance with the Company Law and Securities Law of the People's Republic of China [1] - The company was registered in Shanghai and has a registered capital of RMB 745,148,915 [1][2] - The company aims to become a leading brand in the lighting industry with a focus on responsibility, innovation, and speed [1] Share Structure - The total number of shares issued by the company is 745,148,915, all of which are ordinary shares with a par value of RMB 1 per share [4][7] - The company follows principles of openness, fairness, and justice in its share issuance, ensuring equal rights for all shareholders [4][5] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends and participate in shareholder meetings, as well as the obligation to comply with laws and the company's articles of association [6][10] - Shareholders holding more than 5% of the voting shares must report any pledges of their shares to the company [10][11] Corporate Governance - The company is governed by a board of directors and a supervisory board, with specific roles and responsibilities outlined for each [1][11] - The company holds annual and extraordinary shareholder meetings to discuss key decisions, including financial budgets, profit distribution, and major transactions [18][19] Financial Transactions and Approvals - Major transactions, including asset purchases or sales exceeding 30% of the company's total assets, require approval from the shareholders' meeting [18][19] - The company must disclose any financial assistance or guarantees provided to related parties, ensuring transparency and compliance with regulations [12][14] Legal Compliance - The company is required to maintain compliance with the laws and regulations set forth by the China Securities Regulatory Commission and the Shanghai Stock Exchange [1][2] - Any violations of the articles of association or relevant laws can lead to legal actions initiated by shareholders [10][11]

Meeting Details - The shareholders' meeting of Opple Lighting Co., Ltd. was held on May 28, 2025, in Shanghai [1] - The meeting was convened by the board of directors and chaired by Mr. Wang Yaohai [1] - The voting method combined on-site and online voting, complying with the Company Law and Articles of Association [1] Voting Results - The first resolution was approved with 657,044,682 votes in favor, accounting for 99.8876% of the votes [1][2] - The second resolution received 641,166,499 votes in favor, representing 97.4737% [1] - The third resolution was approved with 641,372,779 votes in favor, which is 97.5051% [1] Shareholder Participation - The meeting included participation from ordinary shareholders and preferred shareholders with restored voting rights [1] - The voting results showed a high level of agreement among A-shareholders, with most resolutions passing with over 97% approval [1][3] Legal Compliance - The meeting's procedures were confirmed to be in compliance with relevant laws and regulations by the witnessing lawyers [5] - The legal opinions provided by the lawyers indicated that the qualifications of attendees and the voting process were valid [5]

欧普照明股份有限公司 章 程 二〇二五年五月 | | | 第一章 总则 1 第一条 为维护欧普照明股份有限公司(以下简称"公司")、股东和债权人的合法 权益, 规范公司的组织和行为, 根据《中华人民共和国公司法》(以下 简称"《公司法》")、《中华人民共和国证券法》(以下简称"《证券法》")、 《上海证券交易所股票上市规则》以及其他有关规定, 制订本章程。 第二条 公司系依照《公司法》《证券法》和其他有关规定成立的股份有限公司。 公司由欧普照明股份有限公司的全体发起人共同以发起方式设立的股 份有限公司, 在上海市市场监督管理局注册登记, 取得企业法人营业 执照，统一社会信用代码为：91310000680999558Q。 第三条 公司于 2016 年 7 月 21 日经中国证券监督管理委员会(以下简称"中国 证监会")批准, 首次向社会公众发行人民币普通股 5,800 万股, 于 2016 年 8 月 19 日在上海证券交易所(以下简称"证券交易所")上市。 第四条 公司注册名称：欧普照明股份有限公司 英文名称：OPPLE LIGHTING CO., LTD. 第五条 公司住所： 上海市浦东新区龙东大道 611 ...

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 5 月 28 日 欧普照明股份有限公司 2024年年度股东大会决议公告 证券代码：603515 证券简称：欧普照明 公告编号：2025-027 (二) 股东大会召开的地点：上海市闵行区吴中路 1799 号万象城 V2 栋公司会 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 | 188 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 657,783,502 | | 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 | 88.8315 | | 份总数的比例（%） | | (四) 表决方式是否符合《公司法》及《公司章程》的规定，大会主持情况等。 本次股东大会由欧普照明股份有限公司（以下简称"公司"）董事会召集， 会议由公司董事长王耀海先生主持，本次股东大会所采用的表 ...