| 证券代码：603605 | 证券简称：珀莱雅 | 公告编号：2025-081 | | --- | --- | --- | | 债券代码：113634 | 债券简称：珀莱转债 | | 珀莱雅化妆品股份有限公司 关于以集中竞价交易方式回购股份方案的公告 暨回购报告书 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、准确性和完整性依法承担法律责任。 重要内容提示： ● 回购股份金额：不低于人民币 8,000 万元（含本数）,不超过人民币 15,000 万元（含本数） ● 回购股份资金来源：珀莱雅化妆品股份有限公司（以下简称"公司"）自有 资金 1、本次回购存在回购期限内，公司股票价格持续超出回购方案价格上限，导 致回购方案无法实施或只能部分实施的风险； ● 回购股份方式：集中竞价交易方式 ● 回购股份期限：自公司董事会审议通过本次回购股份方案之日起 12 个月内 ● 相关股东是否存在减持计划： 2、因公司生产经营、财务状况、外部客观情况发生重大变化，或其他导致公 司董事会决定终止本次回购的事项发生，可能存在本次回购方案无法顺利实施的 风险； 3、本次回购股份 ...

（文章来源：每日经济新闻） 每经AI快讯，12月30日，珀莱雅(603605.SH)公告称，公司拟以集中竞价交易方式回购股份，回购金额 不低于8000万元（含）且不超过15000万元（含），资金来源为自有资金。回购价格不超过100元/股， 回购期限为自董事会审议通过之日起12个月内。回购股份将用于股权激励或员工持股计划。 ...

览富财经网讯：12月26日，中国证监会公布最新一期《境外发行上市备案补充材料要求》，本周国际司 共对19家企业出具补充材料要求，其中对在今年10月30日，向港交所主板递交上市申请书的珀莱雅化妆 品股份有限公司（简称：珀莱雅），证监会要求其需补充说明四项事项且需律师核查并出具明确的法律 意见。 三、发行人下属公司经营范围包含设计、制作、代理、发布广告等，请说明广告相关业务开展情况，是 否取得必要的资质许可。 四、关于外资准入：（1）发行人境内下属公司经营范围包括"电影摄制服务""广播电视节目制作经 营""网络文化经营""电影发行""出版物零售""演出经纪"等，请说明相关业务开展情况及其合规性，并进 一步全面梳理发行人所有下属公司经营范围是否涉及《外商投资准入特别管理措施（负面清单）（2024 年版）》中"文化、体育和娱乐业"相关领域；（2）除上述外，请进一步说明发行人及所有境内下属公 司经营范围和实际业务经营是否涉及《外商投资准入特别管理措施（负面清单）（2024年版）》外资禁 止或限制准入领域。 具体事项为： 一、请说明发行人本次募集资金用途是否涉及境外投资，是否已履行相关审批、核准或备案程序。 二、请说明发 ...

Core Viewpoint - The article emphasizes that new consumer brands, particularly in the beauty sector, are not only symbols of commercial success but also play a crucial role in driving social progress and building a better life, with Proya (603605) exemplifying this integration of business success and social responsibility [1] Group 1: Social Responsibility Practices - Proya's social responsibility initiatives are rooted in long-term commitment rather than short-term marketing strategies, having invested nearly 2 million yuan over 18 years to improve educational resources in rural areas [2] - The company has expanded its educational support to border regions, launching the "Love in the Border, Illuminate the National Gate" project in 2023, with an investment of 3.4 million yuan to enhance school sports facilities and organize sports events [2] - Proya has a history of emergency disaster relief, providing 5 million yuan in aid during the 2008 Wenchuan earthquake and participating in subsequent disaster relief efforts [2] Group 2: Recognition and Impact - Proya's philanthropic efforts have been recognized, joining the "Guangcai 100" private enterprise public welfare foundation alliance and being rated as one of the "Pioneer 20" enterprises for ESG charitable influence in Hangzhou [3] Group 3: Focus on Social Issues - The Proya Public Welfare Foundation has strategically focused on the deep social issue of "mental health for new mothers," launching the "Proya Love Mom" project in 2025, which addresses the psychological challenges faced by women during the transition to motherhood [4] - The project includes the release of a report based on 2,481 valid samples, transforming individual narratives into public discourse and fostering widespread discussion on the complexities of motherhood [4] - Proya collaborates with various stakeholders to provide a comprehensive support network for new mothers through workshops that promote mental well-being and social advocacy [4] Group 4: Long-term Vision and Ecosystem Thinking - Proya's philanthropic model reflects a clear commitment to long-termism and ecological thinking, with a focus on sustainable and systemic empowerment in education and women's welfare [5] - The company has developed a multi-dimensional and sustainable women's welfare system, addressing issues from employment equality to mental health for new mothers [5] Group 5: Business and Social Value Integration - Proya demonstrates that true leaders in the new consumer landscape are creators of user value, drivers of industrial upgrades, and partners in social progress [6] - The integration of commercial resources with social needs enhances brand reputation and consumer recognition, achieving a symbiotic growth of corporate and social value [6]

Investment Rating - The report maintains an "Outperform" rating for the beauty and personal care industry, indicating a positive outlook for growth opportunities in the sector [3]. Core Insights - The report emphasizes that innovation in ingredients, particularly new materials like PDRN (Polydeoxyribonucleotide) and ECM (Extracellular Matrix), is a significant driver for growth in the beauty and medical aesthetics industry. Companies that successfully integrate these new components into their product lines are expected to enhance their growth potential and market competitiveness [5][14]. Summary by Sections 1. PDRN: A New Ingredient Driving Growth - PDRN has been validated in overseas markets for over a decade and is recognized for its effectiveness in promoting tissue regeneration and anti-inflammatory properties. The introduction of PDRN products in the medical aesthetics sector has shown a compound annual growth rate (CAGR) of 30% from 2014 to 2024 for companies like PharmaResearch, which has established a strong market presence with its Rejuran product line [5][18][32]. - The domestic market for PDRN is expected to grow significantly, with a projected revenue of approximately 330 million RMB from Q4 2024 to Q3 2025, indicating robust demand for PDRN products in China [5][20]. - The report highlights that the increasing awareness and education around PDRN among consumers, coupled with regulatory clarity and rapid supply chain development, will further drive demand in the medical aesthetics sector [5][68]. 2. ECM: Potential in Regenerative Fields - ECM is gaining attention as a promising ingredient in both medical aesthetics and cosmetics, with applications in serious medical fields already established. The report notes that the market for ECM products is still developing, with several companies beginning to explore its potential in aesthetic applications [5][24][28]. - The report suggests that the introduction of ECM products could fill existing gaps in the market, particularly in the medical aesthetics sector, where consumer education and awareness are crucial for adoption [5][24]. 3. Investment Opportunities - The report recommends focusing on companies with established pipelines for new materials, particularly in the medical aesthetics sector, such as Lepu Medical and Marubi Biotechnology, which are expected to lead in the approval and commercialization of PDRN products [5][6]. - In the cosmetics sector, brands that are quick to adopt PDRN and other innovative ingredients are likely to gain a competitive edge, with several major brands already launching PDRN-infused products in 2025 [5][6].

Core Viewpoint - The China Securities Regulatory Commission (CSRC) has issued supplementary material requirements for 19 companies, including Proya Cosmetics, which is preparing for its listing on the Hong Kong Stock Exchange with the assistance of CICC and Credit Suisse as joint sponsors [1][2]. Group 1: Regulatory Requirements - The CSRC has requested Proya to clarify whether the funds raised will involve overseas investments and if relevant approval or filing procedures have been completed [2]. - Proya is required to provide details on its development and operation of apps, mini-programs, and public accounts, specifically regarding the collection and use of personal information, including the scale of user data collected and its usage [2]. - The company must explain the status of its advertising-related business and whether it has obtained the necessary qualifications and licenses [2]. - Proya needs to assess its compliance with foreign investment access regulations, particularly in relation to its subsidiaries' business scopes that include areas like film production and broadcasting, and confirm whether these activities fall under the negative list of foreign investment restrictions [2]. Group 2: Company Overview and Performance - Proya is a multi-brand beauty group focused on creating a world-class cosmetics industry platform, offering high-quality cosmetic products that combine technology and consumer experience [3]. - The company has established a diverse portfolio covering skincare, makeup, and personal care, ranking fifth among the top five cosmetic groups in mainland China by retail sales in 2024, and is the only domestic brand in this ranking [3]. - Proya has been the largest domestic cosmetics group in mainland China for four consecutive years from 2021 to 2024 based on retail sales [3]. - The company's revenue figures for the years 2022, 2023, 2024, and the first half of 2025 are reported as RMB 6.385 billion, RMB 8.905 billion, RMB 10.778 billion, and RMB 5.362 billion, respectively, with corresponding net profits of RMB 0.831 billion, RMB 1.231 billion, RMB 1.585 billion, and RMB 0.826 billion [3].

Core Viewpoint - The China Securities Regulatory Commission (CSRC) has announced supplementary material requirements for overseas listing applications from 34 companies, indicating a focus on compliance and regulatory scrutiny in the context of international capital markets [1]. Group 1: Company-Specific Requirements - Zhizhu Huazhang is required to clarify the ownership and evaluation of intellectual property rights related to its technology, as well as the background of its shareholders and the compliance of its overseas subsidiaries [2][3]. - Hailan Home must provide details on the debt repayment capabilities of its controlling shareholders and the implications of share pledges on control changes [4][10]. - Pulaia is asked to explain the compliance of its subsidiaries' operations in the cultural and entertainment sectors with foreign investment regulations [5][28]. - Sunshine Power needs to clarify its industrial internet and big data services, including necessary qualifications and compliance with foreign investment restrictions [6][35]. - The company Haipai Ke is required to explain the pricing and compliance of its recent acquisitions and the operational compliance of its payment settlement model [7][36]. Group 2: Regulatory Compliance and Governance - Companies are required to provide legal opinions on the compliance of their shareholding structures, including any potential issues related to shareholding changes and the implications for control [10][12]. - Companies must clarify the rationale behind share pricing discrepancies among new shareholders and assess whether there are any signs of profit transfer [12][30]. - The necessity of obtaining necessary licenses for various business operations, especially in sectors with foreign investment restrictions, is emphasized [5][28][35]. Group 3: Financial and Operational Transparency - Companies are required to disclose the specific uses of raised funds, including the proportion allocated for domestic and overseas investments, and ensure compliance with relevant approval processes [20][30]. - The need for companies to clarify their business models, especially those involving AI and big data, is highlighted, including the specific applications and functionalities [6][32]. - Companies must provide updates on any ongoing litigation or regulatory issues that may impact their operations or listing processes [20][36].

Investment Rating - The industry investment rating is "Positive" (maintained) [1] Core Views - The retail industry is experiencing a transformation with a focus on emotional consumption and innovative product offerings, particularly in the jewelry and cosmetics sectors [6][33] - Companies like潮宏基 and毛戈平 are leveraging multi-channel strategies to enhance brand visibility and product sales, indicating a strong market presence [26][31] Summary by Sections Retail Market Overview - The retail index closed at 2462.73 points, with a weekly increase of 0.16%, underperforming the Shanghai Composite Index, which rose by 1.88% [5][15] - The retail sector has seen a year-to-date increase of 10.00%, lagging behind the Shanghai Composite Index's 18.26% rise [15][19] Company Highlights - **潮宏基**: Achieved a revenue of 62.37 billion yuan in the first three quarters of 2025, up 28.4% year-on-year, with a net profit of 3.17 billion yuan, reflecting a 0.3% increase [42] - **毛戈平**: Launched the "琉光赋活" skincare series, set to debut on January 1, 2026, focusing on high-end skincare needs [31] - **周大福**: Reported a revenue of 389.86 billion HKD for FY2026H1, a slight decrease of 1.1%, but with a net profit increase of 0.1% [39] Investment Themes - **Gold and Jewelry**: Focus on brands with differentiated product offerings and consumer insights, recommending潮宏基 and老铺黄金 as key players [6][33] - **Offline Retail**: Emphasis on companies adapting to market changes, with recommendations for永辉超市 and爱婴室 [6][33] - **Cosmetics**: Highlighting brands that innovate with emotional value and safe ingredients, recommending毛戈平 and珀莱雅 [6][34] - **Medical Aesthetics**: Targeting differentiated product manufacturers and expanding medical aesthetic chains, with recommendations for爱美客 and科笛-B [6][34]

Core Viewpoint - The "beautiful economy" is thriving in Lishui's Liandu District, with significant developments in the beauty and health industry, including partnerships with major beauty brands and impressive industrial output figures [1][4]. Group 1: Industry Development - Liandu District has signed cooperation agreements with beauty giants Proya and Oushiman, positioning itself as a new hub for the beauty and health industry [4]. - The health industry in Liandu has seen a total industrial output value of 9.837 billion yuan from January to November this year, with expectations to exceed 10.88 billion yuan by 2024 [1][5]. - The district has attracted over 100 upstream and downstream enterprises in the beauty and health industry, forming a collaborative industrial structure led by companies like Naies and Mingye Technology [5]. Group 2: Strategic Initiatives - The local government has implemented several strategic plans, including the "Three-Year Action Plan for the Development of Traditional Chinese Medicine and Health Industry" and the "Development Plan for the Beautiful Health Industry" [7]. - Liandu is focusing on six main sectors: ecological beauty, fashion medical aesthetics, oral healthcare, modern traditional medicine, health tea and coffee, and pet products [7]. - The establishment of innovation centers and industry funds totaling 1 billion yuan aims to enhance project attraction and optimize the beauty and health industry chain [7][8]. Group 3: Future Goals - By 2030, the Liandu District aims to achieve an industrial output value of over 20 billion yuan in the beauty and health sector and cultivate nationally influential innovative enterprises [9]. - The district plans to build the "China Lishui Beautiful Health Port" as a central initiative to drive the development of beauty, health, and emotional economy sectors [9].

Group 1 - The China Securities Regulatory Commission (CSRC) issued supplementary material requirements for 19 companies, including Proya Cosmetics, which is required to clarify foreign investment access and other matters [1][2] - Proya Cosmetics has submitted its listing application to the Hong Kong Stock Exchange, with CICC and UBS as joint sponsors [1] - The CSRC requests Proya to clarify the use of raised funds, particularly regarding any overseas investments and compliance with relevant approval procedures [1][2] Group 2 - Proya's subsidiaries are involved in various businesses, including advertising, and the CSRC requires clarification on the compliance and operational status of these activities [2] - Proya is recognized as the fifth largest cosmetics group in China by retail sales in 2024, being the only domestic cosmetics group among the top five [2] - The company has maintained its position as the largest domestic cosmetics group in China for four consecutive years from 2021 to 2024 based on retail sales [2]