Core Viewpoint - The company, Jin Hong Group, reported a decline in revenue and net profit for the first half of 2025, primarily due to the impact of convertible bond interest payments and reduced government subsidies, although core profitability remained stable when excluding non-recurring factors [1][2]. Financial Summary - Total assets decreased by 10.23% to approximately 5.31 billion RMB compared to the end of the previous year [1]. - Net assets attributable to shareholders increased slightly by 0.45% to approximately 3.63 billion RMB [1]. - Revenue for the reporting period was approximately 1.99 billion RMB, down 4.04% year-on-year [1]. - Total profit decreased by 22.89% to approximately 148.45 million RMB [1]. - Net profit attributable to shareholders was approximately 113.72 million RMB, a decrease of 23.03% [1]. - The net cash flow from operating activities fell by 45.23% to approximately 197.51 million RMB [1]. - The weighted average return on net assets decreased by 1.14 percentage points to 3.12% [1]. - Basic and diluted earnings per share were both 0.32 RMB, down 23.26% from the previous year [1]. Brand Performance - Teenie Weenie brand's IP licensing revenue grew significantly by 61.97% to approximately 22.79 million RMB, while its main business revenue decreased by 3.78% to approximately 1.56 billion RMB [2]. - VGRASS brand's main business revenue fell by 11.57% to approximately 351 million RMB [2]. - Yuanxian brand's revenue increased by 20.95% to approximately 51.57 million RMB [2]. Marketing and Brand Strategy - Teenie Weenie brand enhanced its youthful image through innovative marketing and collaborations, including a new male brand ambassador and a themed marketing campaign that achieved significant online exposure [8]. - VGRASS brand focused on high-end positioning and cultural heritage, successfully hosting events that attracted considerable media attention and consumer engagement [8][11]. - Yuanxian brand leveraged national media exposure and cultural events to promote its heritage products, enhancing brand recognition and consumer loyalty [10][12]. Operational Developments - The company is enhancing its digital operations and supply chain collaboration to improve efficiency and decision-making capabilities [14][15]. - A focus on customer needs and scenario-based product development has been emphasized across all brands to improve competitiveness [12][14]. - The company is implementing a matrix organizational structure to enhance operational efficiency and decision-making effectiveness [16].

锦泓时装集团股份有限公司 第五届董事会第四十次会议决议公告 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个别及连带责任。 证券代码：603518 证券简称：锦泓集团 公告编号：2025-056 一、董事会会议召开情况 锦泓时装集团股份有限公司（以下简称"公司"）第五届董事会第四十次会议 于 2025 年 8 月 27 日（星期三）在上海市闵行区万象企业中心 MT2 栋 7 楼 2 号会 议室以现场结合通讯的方式召开。会议通知已于 2025 年 8 月 17 日通过邮件的方 式送达各位董事。本次会议应出席董事 7 人，实际出席董事 7 人。 会议由董事长王致勤先生主持，监事、高管列席。会议召开符合有关法律、 法规、规章和《公司章程》的规定。经各位董事审议，会议形成了如下决议： 二、董事会会议审议情况 （一）审议通过《关于公司<2025 年半年度报告>及摘要的议案》 具体内容详见公司披露于上海证券交易所网站（www.sse.com.cn）的《锦泓 时装集团股份有限公司 2025 年半年度报告》及摘要。 本议案已经公司第五届董事会审计委员会 ...

证券代码：603518 证券简称：锦泓集团 公告编号：2025-057 锦泓时装集团股份有限公司 第五届监事会第三十九次会议决议公告 会议由监事会主席祁冬君女士主持。会议召开符合有关法律、法规、规章 和《公司章程》的规定。出席会议的监事对各项议案进行了审议并做出如下决议： 二、监事会会议审议情况 （一）审议通过《关于公司<2025 年半年度报告>及摘要的议案》 监事会认为：公司 2025 年半年度报告的编制和审议程序符合法律、法规和 《公司章程》的规定，报告的内容和格式符合中国证监会和上海证券交易所的各 项规定，报告所包含的信息能充分反映报告期内公司的财务状况和经营成果等事 项，所披露的信息真实、准确、完整，不存在虚假记载、误导性陈述或重大遗漏。 具体内容详见公司披露于上海证券交易所网站（www.sse.com.cn）的《锦泓 时装集团股份有限公司 2025 年半年度报告》。 表决结果：3 票同意，0 票反对，0 票弃权。 （二）审议通过《关于公司<2025 年半年度募集资金存放与使用情况专项报 告>的议案》 监事会认为：2025 上半年度公司按照相关法律法规及管理制度，规范募集 资金的存放和使用，并履行了信 ...

证券代码：603518 证券简称：锦泓集团 公告编号：2025-058 锦泓时装集团股份有限公司 2025 年半年度募集资金存放与使用情况专项报告 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个别及连带责任。 第一部分 公开发行可转换公司债券募集资金 一、募集资金基本情况 （一）实际募集资金金额、资金到账情况 经中国证券监督管理委员会《关于核准维格娜丝时装股份有限公司公开发行可转换 公司债券的批复》（证监许可〔2018〕1971 号）核准，锦泓时装集团股份有限公司（以下 简称"本公司"或"公司"）公开发行面值总额 74,600.00 万元可转换公司债券，本次发 行的可转换公司债券面值每张 100 元，按面值发行，募集资金总额为人民币 74,600.00 万元。扣除发行费用人民币 21,343,600.00 元（含增值税），加上发行费用可抵扣增值税 1,208,128.30 元，实际公开发行可转换公司债券募集资金净额为人民币 725,864,528.30 元。 上述募集资金到位情况业经公证天业会计师事务所（特殊普通合伙）验证，并出具 苏 ...

证券代码：603518 证券简称：锦泓集团 公告编号：2025-057 锦泓时装集团股份有限公司 第五届监事会第三十九次会议决议公告 本公司监事会及全体监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个别及连带责任。 一、监事会会议召开情况 （二）审议通过《关于公司<2025 年半年度募集资金存放与使用情况专项报 告>的议案》 监事会认为：2025 上半年度公司按照相关法律法规及管理制度，规范募集 资金的存放和使用，并履行了信息披露义务。公司《2025 年半年度募集资金存 放与实际使用情况的专项报告》能够真实、准确、完整地反映募集资金使用情况。 具体内容详见公司披露于上海证券交易所网站（www.sse.com.cn）的《锦泓 时装集团股份有限公司 2025 年半年度募集资金存放与使用情况专项报告》（公告 编号：2025-057）。 表决结果：3 票同意，0 票反对，0 票弃权。 锦泓时装集团股份有限公司（以下简称"公司"）第五届监事会第三十九次 会议于 2025 年 8 月 27 日（星期三）在南京市茶亭东街 240 号公司大会议室以现 场结合通讯的方式召 ...

证券代码：603518 证券简称：锦泓集团 公告编号：2025-056 锦泓时装集团股份有限公司 第五届董事会第四十次会议决议公告 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个别及连带责任。 一、董事会会议召开情况 （一）审议通过《关于公司<2025 年半年度报告>及摘要的议案》 具体内容详见公司披露于上海证券交易所网站（www.sse.com.cn）的《锦泓 时装集团股份有限公司 2025 年半年度报告》及摘要。 本议案已经公司第五届董事会审计委员会第十七次会议审议通过。 表决结果：7 票同意，0 票反对，0 票弃权。 （二）审议通过《关于公司<2025 年半年度募集资金存放与使用情况专项报 告>的议案》 具体内容详见公司披露于上海证券交易所网站（www.sse.com.cn）的锦泓时 装集团股份有限公司 2025 年半年度募集资金存放与使用情况专项报告》（公告编 号：2025-057）。 本议案已经公司第五届董事会审计委员会第十七次会议审议通过。 表决结果：7 票同意，0 票反对，0 票弃权。 锦泓时装集团股份有限公司（以下简称 ...

[Section 1 Definitions](index=4&type=section&id=Section%201%20Definitions) [1.1 Definitions of Common Terms](index=5&type=section&id=1.1%20Definitions%20of%20Common%20Terms) This chapter provides definitions of common terms used in the report, including company names, subsidiary names, reporting period, and meanings of key brands (VGRASS, Teenie Weenie, Yuanxian), ensuring clear understanding of the report content - The reporting period refers to **January 1, 2025, to June 30, 2025**[17](index=17&type=chunk) - The company's main brands include high-end women's wear **VGRASS**, mid-to-high-end casual wear **Teenie Weenie**, and high-end brand **Yuanxian** based on Yunjin craftsmanship[17](index=17&type=chunk) [Section 2 Company Profile and Key Financial Indicators](index=6&type=section&id=Section%202%20Company%20Profile%20and%20Key%20Financial%20Indicators) [2.1 Company Information](index=7&type=section&id=2.1%20Company%20Information) This section outlines the basic information of Jinhong Fashion Group Co., Ltd., including its Chinese and English names, abbreviation, and legal representative - The company's Chinese name is **Jinhong Fashion Group Co., Ltd.**, abbreviated as **Jinhong Group**, and the legal representative is **Wang Zhiqin**[22](index=22&type=chunk) [2.2 Contact Person and Contact Information](index=7&type=section&id=2.2%20Contact%20Person%20and%20Contact%20Information) This section provides contact information for the company's Board Secretary and Securities Affairs Representative, including names, addresses, phone numbers, and email addresses - The Board Secretary is **Tao Weimin**, and the Securities Affairs Representative is **Xia Tian**; both have the contact address at No. 240 Chating East Street, Jianye District, Nanjing, and the email address is **securities@vgrass.com**[23](index=23&type=chunk) [2.3 Brief Introduction to Changes in Basic Information](index=7&type=section&id=2.3%20Brief%20Introduction%20to%20Changes%20in%20Basic%20Information) This section introduces the historical changes in the company's registered address and confirms the current registered and office addresses - The company's registered address has changed from 43rd Floor, No. 1 Hanzhong Road, Baixia District, Nanjing, to **60th Floor, No. 1 Zhongshan South Road, Qinhuai District, Nanjing**, with the office address at **No. 240 Chating East Street, Jianye District, Nanjing**[24](index=24&type=chunk) [2.4 Brief Introduction to Changes in Information Disclosure and Document Custody Locations](index=7&type=section&id=2.4%20Brief%20Introduction%20to%20Changes%20in%20Information%20Disclosure%20and%20Document%20Custody%20Locations) This section specifies the company's designated information disclosure newspaper, report publication website, and report custody location - The company's designated information disclosure newspaper is **"Securities Times"**, the report publication website is **www.sse.com.cn**, and the report custody location is the company's **Board Office**[25](index=25&type=chunk) [2.5 Overview of Company Shares](index=7&type=section&id=2.5%20Overview%20of%20Company%20Shares) This section provides the company's stock listing information, including stock type, listing exchange, stock abbreviation, and code - The company's A-shares are listed on the **Shanghai Stock Exchange**, with the stock abbreviation **Jinhong Group** and stock code **603518**; the previous stock abbreviation was VGRASS[26](index=26&type=chunk) [2.6 Company's Major Accounting Data and Financial Indicators](index=8&type=section&id=2.6%20Company's%20Major%20Accounting%20Data%20and%20Financial%20Indicators) During this reporting period, the company's operating revenue and net profit both decreased year-on-year, and net cash flow from operating activities significantly reduced, but net assets attributable to shareholders of the listed company slightly increased Major Accounting Data (January-June 2025 vs. Same Period Last Year) | Indicator | Current Reporting Period (Jan-Jun) | Same Period Last Year | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 1,993,528,765.48 Yuan | 2,077,503,866.60 Yuan | -4.04 | | Total Profit | 148,448,432.66 Yuan | 192,514,901.97 Yuan | -22.89 | | Net Profit Attributable to Shareholders of the Listed Company | 113,722,790.40 Yuan | 147,742,947.74 Yuan | -23.03 | | Net Cash Flow from Operating Activities | 197,512,666.66 Yuan | 360,606,479.77 Yuan | -45.23 | | Net Assets Attributable to Shareholders of the Listed Company (End of Period) | 3,632,383,778.21 Yuan | 3,616,184,831.82 Yuan | 0.45 | | Total Assets (End of Period) | 5,314,107,261.92 Yuan | 5,919,697,328.68 Yuan | -10.23 | Major Financial Indicators (January-June 2025 vs. Same Period Last Year) | Indicator | Current Reporting Period (Jan-Jun) | Same Period Last Year | Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (Yuan/share) | 0.33 | 0.43 | -23.26 | | Diluted Earnings Per Share (Yuan/share) | 0.33 | 0.43 | -23.26 | | Basic Earnings Per Share After Deducting Non-recurring Gains and Losses (Yuan/share) | 0.31 | 0.41 | -24.39 | | Weighted Average Return on Net Assets (%) | 3.12 | 4.26 | Decreased by 1.14 percentage points | | Weighted Average Return on Net Assets After Deducting Non-recurring Gains and Losses (%) | 3.01 | 4.04 | Decreased by 1.03 percentage points | [2.7 Non-recurring Gains and Losses Items and Amounts](index=9&type=section&id=2.7%20Non-recurring%20Gains%20and%20Losses%20Items%20and%20Amounts) The company's total non-recurring gains and losses for this reporting period amounted to **4.27 million Yuan**, primarily including government subsidies and gains/losses from disposal of non-current assets Non-recurring Gains and Losses Items and Amounts | Non-recurring Gains and Losses Item | Amount (Yuan) | | :--- | :--- | | Gains/losses from disposal of non-current assets | -231,904.38 | | Government subsidies included in current profit and loss | 5,011,835.80 | | Other non-operating income and expenses apart from the above | 910,810.36 | | Less: Income tax impact | 1,422,685.45 | | Total | 4,268,056.33 | [Section 3 Management Discussion and Analysis](index=11&type=section&id=Section%203%20Management%20Discussion%20and%20Analysis) [3.1 Description of the Company's Industry and Main Business During the Reporting Period](index=12&type=section&id=3.1%20Description%20of%20the%20Company's%20Industry%20and%20Main%20Business%20During%20the%20Reporting%20Period) The company primarily engages in the design, production, marketing, and sales of mid-to-high-end apparel, with three major brands: Teenie Weenie, VGRASS, and Yuanxian. During the reporting period, the apparel industry showed structural differentiation, with "Guochao" (national trend) and technology driving new growth, consumers becoming more rational, and online-offline channels deepening integration. The company received multiple honors in compliance, technology, and design, confirming industry development trends - The company's main business covers the design, research and development, manufacturing, brand marketing, and terminal sales of mid-to-high-end apparel[38](index=38&type=chunk) - In the first half of 2025, China's GDP grew by **5.3%** year-on-year, and total retail sales of consumer goods increased by **5.0%**, with retail sales of apparel, footwear, headwear, and knitwear growing by **3.1%**[60](index=60&type=chunk) - Industry growth drivers shifted towards cultural confidence and technological breakthroughs, with the new Chinese style apparel market expanding, functional technologies widely applied, and consumers prioritizing functional demands[61](index=61&type=chunk) - The company received honors such as the **"2024-2025 China Digital Logistics Innovation Application Golden Ant Innovation Award"** and **"2024 Top 100 Apparel Enterprises"**, solidifying its industry position[63](index=63&type=chunk) [3.1.1 Company's Main Business](index=12&type=section&id=3.1.1%20Company's%20Main%20Business) The company's main business revolves around three core brands: Teenie Weenie, positioned as mid-to-high-end new retro academic style, targeting Gen Z and children, with online revenue accounting for approximately 40% and IP licensing business growing rapidly; VGRASS, positioned as high-end women's wear, rooted in intangible cultural heritage Yunjin, targeting urban elite women; and Yuanxian brand, inheriting Yunjin craftsmanship, targeting "Guochao" culture enthusiasts, with online revenue exceeding 50%, developing Yunjin products that combine art and practicality - Teenie Weenie brand accurately targets Gen Z consumers and children, with online channel revenue accounting for approximately **40%**, becoming a significant driver of the company's performance growth[42](index=42&type=chunk) - Teenie Weenie brand's IP licensing business showed rapid growth, covering four major categories: home textiles, loungewear, women's bags, and children's shoes, with **22.79 million Yuan** in revenue in the first half of the year, a **62%** year-on-year increase[43](index=43&type=chunk)[46](index=46&type=chunk) - VGRASS brand is a high-end women's wear brand independently established in 1997, with **"body-shaping"** as its brand DNA, integrating intangible cultural heritage Yunjin culture, targeting urban elite women[51](index=51&type=chunk)[52](index=52&type=chunk) - Yuanxian brand inherits Yunjin weaving techniques, targeting "Guochao" culture enthusiasts, with online channel revenue exceeding **50%**, developing high-end decorative art pieces, apparel accessories, and museum cultural and creative products[56](index=56&type=chunk)[57](index=57&type=chunk) [3.1.2 Company's Business Model](index=19&type=section&id=3.1.2%20Company's%20Business%20Model) During the reporting period, the company's business model did not undergo significant changes, continuing to follow the model disclosed in the 2024 annual report - The company's business model did not undergo significant changes during the reporting period, as detailed in the company's **2024 annual report**[59](index=59&type=chunk) [3.1.3 Industry Development Status](index=19&type=section&id=3.1.3%20Industry%20Development%20Status) The textile and apparel industry showed structural differentiation in the first half of 2025, with "Guochao" and technology driving new growth. Consumer behavior became more rational, online and offline channels accelerated integration, and the company gained industry recognition in compliance, technology, and design innovation - In the first half of 2025, retail sales of apparel, footwear, headwear, and knitwear increased by **3.1%** year-on-year, while national online retail sales increased by **8.5%** year-on-year[60](index=60&type=chunk) - Industry growth momentum shifted towards cultural confidence and technological breakthroughs, with the new Chinese style apparel market continuously expanding and functional technologies widely applied[61](index=61&type=chunk) - The company received honors such as the **"2024-2025 China Digital Logistics Innovation Application Golden Ant Innovation Award"** and **"2024 Top 100 Apparel Enterprises"**[63](index=63&type=chunk) [3.2 Discussion and Analysis of Operating Conditions](index=20&type=section&id=3.2%20Discussion%20and%20Analysis%20of%20Operating%20Conditions) During the reporting period, the company's operating revenue decreased by **4.04%** year-on-year to **1.99 billion Yuan**, and net profit attributable to the parent company decreased by **23.03%** year-on-year to **114 million Yuan**, primarily due to the impact of convertible bond interest and reduced government subsidies. Excluding non-recurring factors, net profit was largely flat compared to the same period last year. Teenie Weenie IP licensing business and Yuanxian brand revenue achieved rapid growth, while Teenie Weenie main brand and VGRASS brand revenue slightly declined. The company focused on brand culture, product matrix, omni-channel layout, digitalized operations, and organizational talent upgrades - During the reporting period, the company achieved operating revenue of **1.99 billion Yuan**, a year-on-year decrease of **4.04%**; net profit attributable to shareholders of the listed company was **114 million Yuan**, a year-on-year decrease of **23.03%**[64](index=64&type=chunk) - The decrease in net profit was mainly due to the **27.53 million Yuan** impact from interest payment on convertible bonds maturing in January of this year, and a **4.81 million Yuan** impact from reduced government subsidies year-on-year[64](index=64&type=chunk) Brand Business Revenue Growth (Million Yuan) | Brand | Main Business Revenue (Million Yuan) | Year-on-Year Growth (%) | | :--- | :--- | :--- | | Teenie Weenie Brand IP Licensing Business | 22.79 | 61.97 | | Yuanxian Brand | 51.57 | 20.95 | | Teenie Weenie Brand | 1,560.25 | -3.78 | | VGRASS Brand | 351.37 | -11.57 | [3.2.1 Overall Operating Performance](index=20&type=section&id=3.2.1%20Overall%20Operating%20Performance) During the reporting period, the company's operating revenue decreased by **4.04%** year-on-year, and net profit attributable to shareholders of the listed company decreased by **23.03%** year-on-year, mainly due to non-recurring factors such as convertible bond interest expenses and reduced government subsidies. Excluding these factors, net profit was largely flat compared to the same period last year. Teenie Weenie IP licensing business and Yuanxian brand achieved rapid growth, while Teenie Weenie main brand and VGRASS brand revenue declined - Company operating revenue was **1.99 billion Yuan**, a year-on-year decrease of **4.04%**; net profit attributable to shareholders of the listed company was **114 million Yuan**, a year-on-year decrease of **23.03%**[64](index=64&type=chunk) - The decrease in net profit was mainly due to the **27.53 million Yuan** impact from interest payment on convertible bonds maturing and a **4.81 million Yuan** impact from reduced government subsidies[64](index=64&type=chunk) - Teenie Weenie brand IP licensing business revenue increased by **61.97%** year-on-year, and Yuanxian brand main business revenue increased by **20.95%** year-on-year[65](index=65&type=chunk) [3.2.2 Key Initiatives During the Reporting Period](index=20&type=section&id=3.2.2%20Key%20Initiatives%20During%20the%20Reporting%20Period) During the reporting period, the company focused on six key areas: strengthening brand culture through diversified marketing and cross-industry collaborations; focusing on customer needs and expanding scenario-based product matrices; optimizing online and offline omni-channel layouts; building a digitalized operational system to improve efficiency; advancing governance structure and talent system upgrades; and analyzing major operating data - Teenie Weenie brand upgraded its endorsement system, newly signed male brand ambassador **Wang Xingyue**, and launched a "Guofeng" (national style) children's wear collection in collaboration with the Yunjin Museum[68](index=68&type=chunk) - VGRASS brand hosted the "City Fireworks" brand family banquet event, launched a summer resort co-branded series, with total online dissemination exceeding **30 million** views[70](index=70&type=chunk) - Yuanxian brand promoted intangible cultural heritage Yunjin through central media reports and international exhibitions, and innovated marketing models to attract young consumer groups[73](index=73&type=chunk) - Teenie Weenie launched **Bearnova**, a new sub-brand for emerging teenage girls, and the children's wear division strengthened the development of technology-enabled spine protection product lines[77](index=77&type=chunk) - Yuanxian brand launched limited edition **"Golden Scale Auspiciousness"** and **"Blooming Prosperity"** round fans in collaboration with the Palace Museum for its 100th anniversary, among other high-end cultural products[85](index=85&type=chunk) - The company deepened strategic cooperation with leading industry suppliers, comprehensively upgraded **SAP and OA systems**, and built an intelligent data platform[96](index=96&type=chunk) - The company optimized its governance structure, added a **Procurement Management Committee**, deepened matrix organizational reform, and established a **"High-Potential Cadre Talent Pool"** to cultivate future leaders[97](index=97&type=chunk)[98](index=98&type=chunk) [3.2.3 Analysis of Major Operating Data During the Reporting Period](index=30&type=section&id=3.2.3%20Analysis%20of%20Major%20Operating%20Data%20During%20the%20Reporting%20Period) During the reporting period, the company's main business revenue decreased by **4.77%** year-on-year, and gross profit margin decreased by **0.69** percentage points. Teenie Weenie IP licensing business revenue increased by **61.97%** year-on-year, and Yuanxian brand revenue increased by **20.95%** year-on-year. VGRASS and Teenie Weenie main brand revenues both declined. The total number of offline stores decreased by **6.11%**, but VGRASS and Teenie Weenie's directly operated stores showed good average monthly sales, with average unit prices increasing. Online channel gross profit margin increased by **0.11** percentage points, while offline channel gross profit margin decreased by **1.24** percentage points Main Business by Brand (January-June 2025 vs. Same Period Last Year) | Brand | Operating Revenue (Yuan) | Year-on-Year Change in Operating Revenue (%) | Gross Profit Margin (%) | Year-on-Year Change in Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | | VGRASS | 351,366,053.88 | -11.57 | 73.58 | Decreased by 1.93 percentage points | | Yunjin | 51,567,660.52 | 20.95 | 74.94 | Decreased by 1.27 percentage points | | TEENIE WEENIE | 1,560,251,892.30 | -3.78 | 67.27 | Decreased by 0.31 percentage points | | Total | 1,963,185,606.70 | -4.77 | 68.60 | Decreased by 0.69 percentage points | Main Business by Product (January-June 2025 vs. Same Period Last Year) | Product | Operating Revenue (Yuan) | Year-on-Year Change in Operating Revenue (%) | Gross Profit Margin (%) | Year-on-Year Change in Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | | VGRASS-Dresses | 141,753,604.48 | -13.44 | 72.97 | Decreased by 3.25 percentage points | | VGRASS-Tops | 123,845,912.37 | -3.90 | 75.74 | Decreased by 1.95 percentage points | | VGRASS-Outerwear | 44,549,134.24 | -24.14 | 73.68 | Increased by 1.80 percentage points | | Yunjin-Woven Brocade | 51,567,660.52 | 20.95 | 74.94 | Decreased by 1.27 percentage points | | TEENIE WEENIE-Women's Wear | 1,011,237,454.38 | -7.64 | 66.46 | Decreased by 0.62 percentage points | | TEENIE WEENIE-Men's Wear | 192,557,324.84 | 4.37 | 66.93 | Decreased by 1.40 percentage points | | TEENIE WEENIE-Children's Wear | 333,670,886.81 | 1.68 | 67.74 | Increased by 0.24 percentage points | | IP Licensing | 22,786,226.27 | 61.97 | 99.41 | Decreased by 0.09 percentage points | Physical Store Changes (2025 vs. 2024) | Brand | Number at End of 2024 | Number at End of Reporting Period | New Openings | Closures | Change in Store Count Year-on-Year (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | VGRASS | 186 | 181 | 6 | 11 | -1.63 | | TEENIE WEENIE | 1047 | 1,001 | 42 | 88 | -6.88 | | Yunjin | 1 | 1 | 0 | 0 | 0.00 | | Total | 1234 | 1183 | 48 | 99 | -6.11 | Online and Offline Sales Channel Profitability (January-June 2025 vs. Same Period Last Year) | Channel Type | Operating Revenue (Yuan) | Year-on-Year Change in Operating Revenue (%) | Gross Profit Margin (%) | Year-on-Year Change in Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | | Online | 738,518,139.05 | -5.92 | 64.01 | Increased by 0.11 percentage points | | Offline | 1,224,667,467.65 | -4.07 | 71.37 | Decreased by 1.24 percentage points | Brand Average Unit Price Changes (2025 vs. 2024) | Brand | 2024 Average Tag Price (Yuan) | 2025 Average Tag Price (Yuan) | Change (%) | | :--- | :--- | :--- | :--- | | VGRASS | 3292 | 3356 | 1.96 | | TEENIE WEENIE | 742 | 750 | 1.01 | [3.3 Analysis of Core Competitiveness During the Reporting Period](index=35&type=section&id=3.3%20Analysis%20of%20Core%20Competitiveness%20During%20the%20Reporting%20Period) The company's core competitiveness lies in the synergistic development of its multi-brand matrix, the industrialization and innovation of cultural IP, global design collaboration, and the construction of a scenario-based retail ecosystem. Through differentiated brand positioning, resource integration, revitalization of intangible cultural heritage techniques and IP operations, a global design network, and online-offline integration, the company effectively enhanced market coverage, product premium, and operational efficiency - The company built a pyramid-shaped brand matrix, with **VGRASS, Teenie Weenie, and Yuanxian** achieving intensive integration of R&D, supply chain, and channel resources through differentiated customer positioning and complementary strategic layouts[121](index=121&type=chunk)[123](index=123&type=chunk) - The company uses **"intangible cultural heritage revitalization + Little Bear family IP operation"** as dual engines, systematically integrating Yunjin weaving techniques into modern product systems and deeply developing the derivative value of the Little Bear family IP[126](index=126&type=chunk)[128](index=128&type=chunk)[129](index=129&type=chunk) - The company established R&D and design centers in **Seoul, Shanghai, and Nanjing**, forming an integrated design system of "global insight - local innovation - agile delivery"[130](index=130&type=chunk) - The company built an omni-channel immersive consumption ecosystem through innovative store formats (city flagship stores, composite stores) and online-offline integration models (**"fashion show as live stream"**, private domain content pool)[131](index=131&type=chunk)[136](index=136&type=chunk)[138](index=138&type=chunk) [3.4 Major Operating Conditions During the Reporting Period](index=39&type=section&id=3.4%20Major%20Operating%20Conditions%20During%20the%20Reporting%20Period) This section provides a detailed analysis of the company's financial statement item changes, asset and liability status, and restrictions on major assets during the reporting period. Operating revenue and costs decreased with market conditions, management expenses decreased due to reduced share-based payments and consulting fees, and financial expenses significantly increased due to higher interest on maturing convertible bonds. Net cash flow from operating activities decreased, net cash outflow from investing activities increased, and net cash outflow from financing activities significantly increased. The asset and liability structure changed, with decreases in monetary funds, accounts receivable, accounts payable, and non-current liabilities due within one year, and increases in prepayments and construction in progress. Some fixed assets and intangible assets are restricted due to long-term loan collateral Financial Statement Related Item Changes (January-June 2025 vs. Same Period Last Year) | Item | Current Period Amount (Yuan) | Same Period Last Year Amount (Yuan) | Change (%) | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 1,993,528,765.48 | 2,077,503,866.60 | -4.04 | Changes in external consumption environment | | Operating Cost | 618,793,266.27 | 635,356,040.53 | -2.61 | Decreased with revenue | | Selling Expenses | 1,020,549,201.81 | 1,049,010,491.36 | -2.71 | Revenue decrease | | Administrative Expenses | 88,580,206.40 | 101,114,920.36 | -12.40 | Decrease in share-based payments and consulting service fees | | Financial Expenses | 58,802,733.27 | 33,398,360.53 | 76.06 | Convertible bonds redeemed at maturity, increased interest expense | | R&D Expenses | 70,252,762.93 | 65,112,111.93 | 7.90 | R&D team enrichment and adjustment, increased labor costs | | Net Cash Flow from Operating Activities | 197,512,666.66 | 360,606,479.77 | -45.23 | Decreased sales collection, increased procurement expenditure, etc | | Net Cash Flow from Investing Activities | -47,516,530.46 | -20,575,493.16 | -130.94 | Increased cash paid for acquisition of fixed assets, intangible assets, and other long-term assets | | Net Cash Flow from Financing Activities | -583,272,105.29 | -316,343,474.21 | -84.38 | Increased repayment of debt, distribution of dividends, and payment of interest | Asset and Liability Status Changes (End of Period vs. End of Last Year) | Item Name | Current Period End Amount (Yuan) | Proportion to Total Assets at Period End (%) | Last Year End Amount (Yuan) | Proportion to Total Assets at Last Year End (%) | Change from Last Year End (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 358,812,747.21 | 6.75 | 791,793,318.22 | 13.38 | -54.68 | Increased cash outflow for debt repayment and dividend distribution | | Accounts Receivable | 246,467,718.70 | 4.64 | 433,400,443.21 | 7.32 | -43.13 | Seasonal impact of sales, decreased accounts receivable | | Prepayments | 66,338,481.05 | 1.25 | 40,057,401.07 | 0.68 | 65.61 | Increased prepayments for purchases and expenses | | Construction in Progress | 12,763,225.23 | 0.24 | 3,883,081.62 | 0.07 | 228.69 | Increased investment in ERP project | | Short-term Borrowings | 470,045,854.15 | 8.85 | 360,295,645.80 | 6.09 | 30.46 | Increased short-term borrowings | | Accounts Payable | 403,835,341.90 | 7.60 | 606,342,575.40 | 10.24 | -33.40 | Seasonal impact of payments, decreased accounts payable for purchases | | Taxes Payable | 12,446,444.12 | 0.23 | 29,102,669.35 | 0.49 | -57.23 | Seasonal impact of sales, decreased VAT payable | | Non-current Liabilities Due Within One Year | 255,987,166.63 | 4.82 | 617,537,116.57 | 10.43 | -58.55 | Convertible bonds issued by the company redeemed at maturity | | Long-term Borrowings | 137,488,931.35 | 2.59 | 211,570,154.33 | 3.57 | -35.01 | Repayment of syndicated loans | - As of the end of the reporting period, overseas assets amounted to **27.12 million Yuan**, accounting for **0.51%** of total assets[151](index=151&type=chunk) Restrictions on Major Assets (End of Period) | Item | Book Value at Period End (Yuan) | Reason for Restriction | | :--- | :--- | :--- | | Fixed Assets | 6,562,285.89 | Collateral for long-term borrowings | | Fixed Assets | 3,293,685.00 | Collateral for company restructuring employee retirement plan | | Intangible Assets | 3,664,496.91 | Collateral for long-term borrowings | | Total | 13,520,467.80 | / | [3.5 Analysis of Major Holding and Participating Companies](index=42&type=section&id=3.5%20Analysis%20of%20Major%20Holding%20and%20Participating%20Companies) As of June 30, 2025, the company owns 4 first-tier subsidiaries and 5 second-tier subsidiaries, all of which are wholly-owned. Among them, Teenie Weenie (Shanghai) Commercial Co., Ltd. has the largest total assets and net assets, while Teenie Weenie Korea Co., Ltd. has the highest net profit - As of June 30, 2025, the company owns **4 first-tier subsidiaries** and **5 second-tier subsidiaries**, all of which are wholly-owned[155](index=155&type=chunk) Financial Status of Major Subsidiaries (As of June 30, 2025) | Subsidiary Name | Registered Capital (Million Yuan) | Total Assets (Yuan) | Net Assets (Yuan) | Net Profit (Yuan) | | :--- | :--- | :--- | :--- | :--- | | Nanjing Hongjing Fashion Industry Co., Ltd. | 36.17 | 22,974,524.05 | 20,851,730.16 | 1,050,752.26 | | Shanghai VGRASS Fashion Co., Ltd. | 60.00 | 496,935,066.52 | 36,762,976.44 | -17,893,021.07 | | Nanjing Yunjin Research Institute Co., Ltd. | 50.00 | 137,506,902.25 | 110,283,258.03 | 14,585,591.58 | | Teenie Weenie (Shanghai) Commercial Co., Ltd. | 5,000.00 | 5,173,615,188.70 | 4,742,392,430.54 | 48,588,866.67 | | Shanghai Teenie Bear Commercial Co., Ltd. | 0.02 | 55,740,806.48 | -7,520,586.99 | 4,029,452.79 | | Beijing Teenie Weenie Commercial Co., Ltd. | 5.00 | 16,930,549.34 | -30,967,472.93 | -479,884.25 | | Chengdu Teenie Weenie Commercial Co., Ltd. | 0.02 | 86,946,894.07 | 53,721,546.36 | 1,714,331.02 | | Shenzhen Teenie Weenie Commercial Co., Ltd. | 1.00 | 43,857,866.49 | -15,989,169.57 | -769,002.70 | | Teenie Weenie Korea Co., Ltd. | 10,000 (Korean Won) | 7,069,516,013.87 (Korean Won) | 5,153,452,033.85 (Korean Won) | 620,633,221.00 (Korean Won) | [3.6 Other Disclosures](index=43&type=section&id=3.6%20Other%20Disclosures) The company faces risks from macroeconomic fluctuations, industry competition, and R&D design. To address these, the company will continuously improve product quality-price ratio, enhance core competitiveness, establish R&D and design centers globally, and combine retail data to improve product development accuracy - The company faces **macroeconomic fluctuation risks**, as mid-to-high-end apparel products are discretionary consumer goods, and changes in the domestic market environment may affect operating performance[159](index=159&type=chunk) - The apparel industry is highly competitive, and the company needs to strengthen its **product power, brand power, and retail power** to solidify its industry position[160](index=160&type=chunk) - R&D design risks stem from diversified consumer demands and changing fashion trends; the company has established multiple R&D and design centers globally and combines retail data to improve product development accuracy[161](index=161&type=chunk) [Section 4 Corporate Governance, Environment, and Society](index=45&type=section&id=Section%204%20Corporate%20Governance%2C%20Environment%2C%20and%20Society) [4.1 Changes in Directors,

Group 1 - The apparel and home textile sector increased by 1.03% on August 26, with Sheng Tai Group leading the gains [1] - The Shanghai Composite Index closed at 3868.38, down 0.39%, while the Shenzhen Component Index closed at 12473.17, up 0.26% [1] - Notable gainers in the sector included Sheng Tai Group, which rose by 10.01% to a closing price of 8.68, and Tanluo Group, which increased by 7.24% to 9.78 [1] Group 2 - The apparel and home textile sector experienced a net outflow of 187 million yuan from institutional funds, while retail investors contributed a net inflow of 310 million yuan [2] - Key stocks with significant net inflows from retail investors included Jin Hong Group and Senma Clothing, while major outflows were observed in Aokang International and Tian Chuang Fashion [3] - The overall trading volume for the sector was substantial, with notable transactions in stocks like Tanluo Group and Jin Hong Group, indicating active market participation [2][3]

Investment Rating - The report maintains a "Positive" outlook on the textile and apparel industry, highlighting the resilience of the sportswear segment and potential growth opportunities in various sub-sectors [2][3]. Core Insights - The textile and apparel sector underperformed the market, with the SW textile and apparel index rising 2.5%, lagging behind the SW All A index by 1.4 percentage points [3][4]. - Recent industry data indicates a 2.9% year-on-year increase in retail sales for clothing, shoes, and textiles, totaling 837.1 billion yuan from January to July 2025 [3][30]. - Exports of textiles and apparel reached 170.74 billion USD in the same period, showing a modest 0.6% increase, while clothing exports declined by 0.3% [3][30]. - Cotton prices have shown a slight decline, with the national cotton price B index at 15,243 yuan/ton, down 0.2% [3][35]. Summary by Sections Textile Sector - Nobon Co. is highlighted for its strong growth potential due to its focus on personal care and new tobacco products, benefiting from low penetration rates and a young consumer base [3][9]. - The report emphasizes the importance of self-owned brands and the potential for breakthroughs in the new tobacco sector, particularly for Nobon [3][9]. - The textile manufacturing sector is expected to recover as the trade environment becomes more favorable for quality manufacturers [10]. Apparel Sector - The sportswear segment demonstrated the best resilience, with companies like Li Ning, Anta, and 361 Degrees showing revenue growth of 3%, 7%, and 11% respectively, despite facing headwinds [11][24]. - Li Ning's mid-year report showed a revenue increase to 14.82 billion yuan, although net profit fell by 11% [11][24]. - The report recommends several companies for investment, including Anta Sports, Li Ning, and 361 Degrees, as they are expected to benefit from improving domestic demand [3][11]. Market Dynamics - The report notes that domestic consumption recovery is a key focus for 2025, with various regions implementing measures to stimulate consumer spending [14]. - The performance of international brands is also discussed, with companies like Deckers and Asics reporting significant growth in their respective markets [16][21]. Key Recommendations - The report suggests investing in high-quality domestic brands and companies with strong growth potential in the textile and apparel sector, particularly in the sportswear and personal care segments [3][10][11].

锦泓时装集团股份有限公司 股东大会会议文件 二、大会设会务组，具体负责会议组织筹备，处理会议现场相关事宜。 三、在会议主持人宣布现场出席会议的股东和代理人人数及所持有表决权的 股份总数之前，会议登记终止。 锦泓时装集团股份有限公司 会议文件 中国.上海 二〇二五年九月 锦泓时装集团股份有限公司 股东大会会议文件 锦泓时装集团股份有限公司 股东大会会议须知 为了维护全体股东的合法权益，确保锦泓时装集团股份有限公司（以下简称 "本公司"、"公司"）股东大会的正常秩序和议事效率，根据《中华人民共和国公 司法》《中华人民共和国证券法》、本公司《公司章程》和《股东大会议事规则》 的有关规定，制订以下会议须知，请出席股东大会的全体人员遵照执行。 一、会议期间，全体出席人员应以维护股东的合法权益、保证大会的正常秩 序和议事效率为原则，认真履行法定义务，自觉遵守大会纪律，不得侵犯其他股 东的权益，以确保股东大会的正常秩序。 四、股东或股东代表要求在股东大会上发言或就相关问题提出质询的，应事 先向大会会务组提出，填写发言登记表后提交给大会会务组。 五、股东或股东代表的发言、质询内容与本次股东大会议题无关或涉及公司 商业秘密及未 ...