证券代码：603615 证券简称：茶花股份 公告编号：2025-042 茶花现代家居用品股份有限公司 2025年第二次临时股东大会决议公告 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 9 月 9 日 (二) 股东大会召开的地点：福建省福州市晋安区鼓山镇蕉坑路 168 号茶花现 代家居用品股份有限公司（以下简称"公司"）一楼会议室 (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 | 70 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 129,926,237 | | 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 | 53.7285 | | 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。 本次股东大会由公司董事会召集，董事长陈葵生先生主持。本次股东大会会 议 ...

证券代码：603615 证券简称：茶花股份 茶花现代家居用品股份有限公司 2025 年第二次临时股东大会 会议材料 二〇二五年九月九日 茶花现代家居用品股份有限公司 2025年第二次临时股东大会会议材料 目 录 | 茶花现代家居用品股份有限公司 2025 年第二次临时股东大会会议议程 | 2 | | --- | --- | | 一、《关于增加 2025 年度日常关联交易预计的议案》 | 4 | | 二、《关于对全资孙公司增资的议案》 | 9 | | 三、《关于取消监事会并修订<公司章程>的议案》 11 | | | 四、《关于修订<股东会议事规则>的议案》 | 43 | | 五、《关于修订<董事会议事规则>的议案》 | 44 | | 六、《关于修订<独立董事制度>的议案》 | 45 | | 七、《关于修订<关联交易管理制度>的议案》 | 46 | | 八、《关于修订<对外投资管理制度>的议案》 | 47 | | 九、《关于修订<对外担保管理制度>的议案》 | 48 | | 十、《关于修订<独立董事现场工作制度>的议案》 | 49 | | 十一、《关于修订<董事、高级管理人员薪酬管理制度>的议案》 | 50 | ...

Core Viewpoint - Chahua Co., Ltd. has experienced rapid growth in export sales in the first half of 2025, driven by strategic adjustments in its market approach and the introduction of a new strategic shareholder, Dama Technology [1][2][3] Group 1: Business Strategy and Market Expansion - The company is focusing on a multi-channel strategy to replace its previous reliance on traditional retail channels, enhancing its market foundation through channel expansion and targeted marketing [1] - In the domestic market, Chahua is emphasizing the BC (Business Chain) channel and accelerating the layout of "Chahua Living Hall" series stores to reach diverse customer groups [1] - The company is also deepening its development in lower-tier markets, extending its product reach to county and town markets [1] Group 2: E-commerce and Technological Integration - Chahua is accelerating its layout in the "home delivery economy" and "interest e-commerce" by partnering with platforms like Pupu and Xiaoxiang [1] - The company has introduced Dama Technology as a strategic shareholder and acquired its subsidiary Dama Intelligent, which is now rapidly building a chip distribution and technical service system [2] - Dama Intelligent achieved revenue of 136 million yuan in the first half of 2025, accounting for 36.5% of the company's total revenue, becoming a significant growth driver [2] Group 3: Financial Performance - In the first half of 2025, Chahua reported revenue of 374 million yuan, a year-on-year increase of 41.55% [3] - The net profit attributable to shareholders was a loss of 3.67 million yuan, significantly narrowing compared to the previous year, indicating an improvement in profitability [3] Group 4: International Market Development - The company is strengthening its "going abroad" strategy, focusing on expanding into Southeast Asia, particularly through strategic cooperation with MR.D.I.Y. [2] - Initial marketing activities in Southeast Asia have shown significant results, contributing to the rapid growth of the company's export sales [2]

Group 1 - The core viewpoint of the news is that Chahua Co., Ltd. (603615) has shown significant financial growth in its latest performance report, with a notable increase in revenue and net profit [1] - As of August 25, 2025, Chahua's stock price closed at 25.07 yuan, reflecting a 0.84% increase, with a trading volume of 47,300 lots and a transaction amount of 119 million yuan [1] - The company's total operating revenue for the first half of 2025 reached 374 million yuan, representing a year-on-year growth of 41.55%, while the net profit attributable to shareholders was 3.67 million yuan, up 71.09% year-on-year [1] Group 2 - Chahua Co., Ltd. has made investments in 9 companies and participated in 1,007 bidding projects, indicating active engagement in business expansion [2] - The company holds 287 trademark registrations and 363 patents, showcasing its commitment to intellectual property and innovation [2] - Chahua has obtained 12 administrative licenses, which may enhance its operational capabilities and market presence [2]

Core Viewpoint - Chahua Co., Ltd. reported a significant increase in revenue and a reduction in losses for the first half of 2025, indicating a positive trend in financial performance despite challenges in the market [1][5]. Financial Performance Summary - The total operating revenue for the first half of 2025 reached 374 million yuan, a year-on-year increase of 41.55% compared to 264 million yuan in 2024 [1]. - The net profit attributable to shareholders was -3.67 million yuan, showing a 71.09% improvement from -12.68 million yuan in the previous year [1]. - The second quarter alone saw an operating revenue of 238 million yuan, up 94.33% year-on-year [1]. - The gross profit margin was 15.13%, down 28.27% from the previous year, while the net profit margin improved to -0.98%, a 79.57% increase [1]. - Total expenses (selling, administrative, and financial) amounted to 44.64 million yuan, accounting for 11.93% of revenue, a decrease of 41.86% year-on-year [1]. Balance Sheet Changes - Cash and cash equivalents increased by 22.15% to 753 million yuan [1]. - Accounts receivable rose by 63.76% to 144 million yuan, attributed to the acquisition of Dama Intelligent and its subsidiary, which expanded the electronic components distribution business [3][4]. - Interest-bearing liabilities surged by 101.19% to 345 million yuan, reflecting increased borrowing [1][4]. - The company reported a significant increase in prepayments (1110.61%) and inventory (33.45%) due to the same acquisition [3][4]. Operational Insights - The acquisition of Dama Intelligent contributed 136.45 million yuan to revenue, highlighting the impact of new business segments on overall performance [4]. - The company faced challenges with a historical median ROIC of 4.95%, indicating average investment returns, with the worst year being 2024 at -3.9% [5]. - The company’s cash assets are considered healthy, but there are concerns regarding its debt levels, with an interest-bearing asset liability ratio of 21.29% [5]. Market Challenges - The company has experienced declining operating performance due to shifts in consumer shopping habits towards online platforms, which have affected traditional retail sales [5]. - The underutilization of production capacity has further impacted the overall gross margin levels [5].

Group 1 - The company Tea Flower Co., Ltd. (SH 603615) announced its fifth board meeting on August 22, 2025, to discuss the proposal for a three-year shareholder dividend return plan [1] - For the fiscal year 2024, the company's revenue composition is 98.57% from manufacturing and 1.43% from other businesses [1] Group 2 - The automotive coatings industry is facing significant challenges, with funding flows becoming uncertain and key stakeholders remaining undisclosed [2]

Overview - The company, Chahua Modern Household Products Co., Ltd., plans to increase its investment in its wholly-owned subsidiary, Dama International (Hong Kong) Limited, by HKD 100 million to enhance operational capabilities and accelerate the development of its electronic components distribution business [1][4]. Investment Details - The investment amount is HKD 100 million, which will increase the total investment in Dama Hong Kong from HKD 1 million to HKD 101 million [1][3]. - The investment has been approved by the company's board and will be submitted for shareholder approval [1][2]. Company and Subsidiary Information - Dama International (Hong Kong) Limited was established on August 7, 2023, with a registered capital of HKD 1 million, focusing on the design and sales of electronic products and integrated circuits [2]. - Dama Intelligent, a wholly-owned subsidiary of the company, holds 100% of Dama Hong Kong [2]. Financial Impact - The investment is aligned with the company's strategic planning and future operational needs, aimed at enhancing the subsidiary's capabilities without adversely affecting the company's financial status or operational results [4]. - Post-investment, Dama Hong Kong will remain a wholly-owned subsidiary, ensuring no changes in the consolidation scope of the company's financial statements [4]. Risk Considerations - The investment is subject to regulatory approvals, and while no significant legal obstacles are anticipated, there remains uncertainty regarding the approval process [1][4].

Group 1 - The company reported a revenue of 374,087,148.55 yuan for the first half of 2025, representing a year-on-year growth of 41.55% [2] - The net profit attributable to shareholders of the listed company was -3,666,090.79 yuan [2]

Group 1 - The company announced that its fifth supervisory board's fourth meeting approved multiple proposals, including the "proposals for formulation" [2]

Core Viewpoint - The company announced the approval of its 2025 semi-annual report and several other proposals during the fourth meeting of the fifth board of directors [2] Group 1 - The company held its fifth board of directors' fourth meeting on August 22 [2] - The meeting resulted in the approval of the 2025 semi-annual report and its summary [2]