大悦城控股集团股份有限公司第十一届董事会公告 证券代码：000031 证券简称：大悦城 公告编号：2025-041 大悦城控股集团股份有限公司 发行股份购买资产并募集配套资金暨关联交易之部分限售股份 上市流通的提示性公告 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有虚假 记载、误导性陈述或者重大遗漏。 重要内容提示： 一、本次解除限售股份取得的基本情况 经中国证券监督管理委员会《关于核准中粮地产（集团）股份有限公司向 Vibrant Oak Limited（明毅有限公司，以下简称明毅）发行股份购买资产并募集 配套资金的批复》（证监许可[2018]2154 号）核准，大悦城控股集团股份有限公 司（原中粮地产（集团）股份有限公司，以下简称"公司"）以非公开发行方式 向 特 定 投 资 者 发 行 股 份 募 集 配 套 资 金 ， 本 次 募 集 配 套 资 金 总 额 为 2,425,781,396.73 元，发行股份数量为 360,443,001 股，其中向太平人寿保险有限 公司（以下简称"太平人寿"）发行股份数量为 283,417,532 股。公司总股本由 3,925,870,338 股增 ...

Core Insights - The "first store economy" in Tianjin is experiencing a significant surge, with 111 quality first stores and 28 general first stores set to open in the first half of 2025, marking a 131% increase compared to the same period in 2024, reaching a three-year high [1] - The focus has shifted from mere quantity to quality, with a concentration of high-energy first stores becoming a defining feature of this growth [1] - The emergence of international brands and innovative business models is enhancing consumer choices and aligning Tianjin's commercial landscape with global trends [1] Group 1: Market Dynamics - The three major commercial districts—Peace Road, Friendship Road, and Drum Tower—account for 59.4% of the total first stores, forming a stable "commercial golden triangle" [2] - Friendship Road and Drum Tower are dominated by Tianjin MixC and Tianjin Joy City, respectively, showcasing a "single project-driven" development model [2] - The Peace Road district exhibits a more inclusive development approach, with various types of first stores complementing each other and enriching the commercial landscape [4] Group 2: Competitive Landscape - Tianjin MixC leads with 22 first stores, emphasizing a high-end international positioning through a curated brand mix [6] - Tianjin Joy City follows closely with 20 first stores, focusing on a youthful and innovative approach [6] - The second tier includes Tianjin Hang Lung Plaza (6 stores), Tianjin Peace Joy City (4 stores), and Tianjin Meijiang International City (4 stores), achieving value positioning through "differentiated competition" [6][7] Group 3: Industry Trends - The restaurant sector leads with 48 first stores, accounting for 43% of the total, while retail follows with 41 first stores, representing 37% [9] - Emerging trends include a focus on casual dining and unique retail experiences, with entertainment and sports venues enhancing immersive experiences [11] - Local brands are gaining traction, with notable expansions in core districts and the rise of diverse culinary offerings [12] Group 4: International Brand Expansion - International brands are strategically entering Tianjin's segmented consumer market, with high-end brands like Lightning Paris and montbell establishing a presence [13] - The Jordan Brand flagship store caters to the youth's demand for trendy experiences, while outdoor brands like The North Face meet the needs of outdoor enthusiasts [13] Group 5: Innovative Store Formats - Retail brands are innovating their store formats, with examples like the 4.0 outlet store by Berghaus and the L4+ store by The North Face enhancing experiential retail [15] - The integration of dining and lifestyle services is evident, with concepts like the Haidilao buyer's store breaking traditional boundaries [15] - The first store economy is becoming a key driver for stimulating consumer potential and enhancing the commercial appeal of Tianjin [16]

丨证券研究报告丨 行业研究丨行业周报丨房地产 [Table_Title] 如何看待反内卷对地产的间接影响？ ——房地产行业周度观点更新 报告要点 [Tablary] 地产行业属性与传统产能概念差别很大，直接出台相关反内卷政策的概率不高，但也会受到一 些间接影响。反内卷一定程度上将缓和物价下行压力，有助于降低实际利率，但可能对生产、 就业和收入等总量数据造成一定压力。关键还是需求端扩张性政策的配合，既提升居民就业和 收入预期，反内卷又降低实际利率，如此方能更有效地提振地产需求；但如果没有收入提升预 期，物价的提升反而会压制实际可支配收入，提振地产需求依赖总需求扩张引致的良性通胀， 而非供给侧优化之下的成本上涨。 分析师及联系人 [Table_Author] SAC：S0490520040001 SAC：S0490525060001 SFC：BUV416 刘义 侯兆熔 请阅读最后评级说明和重要声明 %% %% %% %% research.95579.com 1 [Table_Title 如何看待反内卷对地产的间接影响？ 2] ——房地产行业周度观点更新 核心观点 止跌回稳的政策目标一定程度上对市场预期有所提振， ...

Group 1 - The core management teams of several major real estate companies, including Vanke and Swire Properties, are undergoing significant changes, with at least 53 personnel changes reported in the commercial real estate sector in the first half of 2025 [1][3] - Nearly 10 companies, including Vanke Group, China Resources Land, and Longfor Group, have initiated organizational transformations, focusing on strategic adjustments and streamlining operations [3][4] - Leading commercial management companies in mainland China are forming composite teams that excel in both commercial operations and asset management, achieving breakthroughs in organizational efficiency and product iteration [4] Group 2 - Vanke's commercial segment is transitioning from a "commercial operator" to a "market-oriented asset management platform," with significant organizational restructuring underway [5] - Joy City Holdings has upgraded its commercial management center to a commercial division, emphasizing refined operations and capital loop capabilities to enhance asset value [7] - Hong Kong-based companies are increasingly integrating with the mainland market, actively recruiting talent and adjusting their business strategies to focus on high-end commercial properties [8][9] Group 3 - Swire Properties is enhancing its retail business in mainland China by promoting local executives to key positions, reflecting the importance of the mainland market to its core business [9][11] - Hong Kong Land is accelerating its strategic transformation by hiring several key talents to strengthen its operations in the mainland commercial real estate sector [12][14] - The new strategy aims to recover up to $10 billion by 2035, focusing on high-end commercial assets and enhancing the company's long-term sustainable growth [14] Group 4 - Major players in the commercial real estate sector are prioritizing talent acquisition and development, recognizing that skilled personnel are crucial for driving business forward [15][16] - China Resources Vientiane Life has launched a talent recruitment plan aimed at attracting senior management in commercial and property management sectors, with a comprehensive onboarding program [16][18] - A trend of experienced executives starting their own ventures is emerging, with notable figures like Ling Changfeng and Tian Weilong establishing new companies focused on asset management and urban renewal [19][21] Group 5 - Ling Changfeng's new company, Ningpu Development, is focusing on light asset management and has secured partnerships for significant urban renewal projects [21] - Tian Weilong's Jinlou Group is targeting urban renewal and community commercial projects, with a strategic focus on asset securitization [22][24] - The competitive landscape is intensifying as top executives transition to new roles, with a notable increase in personnel changes within the commercial real estate sector [24][25]

Summary of Key Points Core Viewpoint - The announcement from the company details the cumulative litigation and arbitration matters involving the company and its subsidiaries, highlighting the financial implications and types of disputes prevalent in the real estate industry [1][2]. Group 1: Cumulative Litigation and Arbitration - As of the announcement date, the total amount of litigation and arbitration matters over the past 12 months is approximately 131.828 million yuan, which represents 12.44% of the company's most recent audited net assets attributable to shareholders [1]. - The company and its subsidiaries are involved in litigation and arbitration as plaintiffs or applicants amounting to about 66.38 million yuan, while as defendants or respondents, the amount involved is approximately 65.448 million yuan [1]. - The majority of the disputes are related to construction contracts, real estate sales contracts, or commercial property leasing contracts, reflecting the characteristics of the real estate industry [1]. Group 2: Undisclosed Litigation and Arbitration - There are no undisclosed significant litigation or arbitration matters with an individual claim amount exceeding 10% of the company's most recent audited net assets and over 10 million yuan [2]. Group 3: Potential Impact of Litigation and Arbitration - The company is committed to actively managing the ongoing litigation and arbitration cases through legal channels to protect the rights of the company and its investors [2]. - The impact of these cases on the company's current and future profits remains uncertain, and the actual effects will depend on the final judgments or rulings from the courts or arbitration [2].

大悦城控股集团股份有限公司第十一届董事会公告 证券代码：000031 证券简称：大悦城 公告编号：2025-040 大悦城控股集团股份有限公司 关于累计诉讼及仲裁事项的公告 三、诉讼、仲裁事项对公司的可能影响 对于公司涉及的诉讼、仲裁案件，公司将积极通过法律途径妥善处理，依法 保护公司及广大投资者的合法权益。 鉴于部分诉讼、仲裁案件正在诉讼、仲裁过程中，其对公司本期利润或期后 1 大悦城控股集团股份有限公司第十一届董事会公告 利润的影响存在不确定性，最终实际影响以法院/仲裁生效判决/裁决为准，公司 将依据相关会计准则的要求和实际情况进行相应的会计处理。公司将密切关注相 关案件的进展情况及时履行信息披露义务。 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有虚 假记载、误导性陈述或者重大遗漏。 一、累计诉讼及仲裁事项的基本情况 大悦城控股集团股份有限公司（以下简称"公司"）根据《深圳证券交易所 股票上市规则》有关规定，对公司及控股子公司的诉讼及仲裁事项进行了统计。 截至本公告披露日，除已披露的诉讼事项外，公司及控股子公司连续12个月内发 生的诉讼及仲裁事项累计金额合计131,828万元，占公司最近 ...

大悦城控股集团股份有限公司第十一届董事会公告 证券代码：000031 证券简称：大悦城 公告编号：2025-039 二、公司对子公司担保额度的使用情况 根据公司 2024 年年度股东大会审议通过的《关于 2025 年度向控股子公司 提供担保额度的议案》，公司 2025 年度向控股子公司提供担保额度的有效期自 2024 年年度股东大会通过之日起不超过 12 个月。本次担保生效前后，担保额 度使用情况如下： 单位：亿元 大悦城控股集团股份有限公司 关于为全资子公司中粮地产集团深圳房地产开发有限公司 提供担保的公告 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有虚 假记载、误导性陈述或者重大遗漏。 一、担保情况概述 1、大悦城控股集团股份有限公司（以下简称"公司"）全资子公司中粮地产 集团深圳房地产开发有限公司（以下简称"地产深圳"）向中信银行股份有限公 司深圳分行（以下简称"中信银行"）申请 1.44 亿元借款，期限 5 年，用于置换 地产深圳已支付的部分股权收购交易款项。公司与中信银行近日签订了保证合同， 公司为地产深圳在并购借款合同项下本金余额不超过 1.44 亿元贷款提供连带责 任保证担保。 ...

Core Insights - Shenzhen's first Joy City opened on July 12, 2023, after 15 years of development, covering an area of 250,000 square meters, attracting over 420,000 visitors and generating nearly 20 million yuan in sales on its opening day [6][11] - The mall features a significant proportion of first stores and customized shops, with over 50% of its brands being new to the market, including notable names in the pet economy and family-oriented sectors [7][8] - Despite the initial success, consumer feedback indicates that while there are many dining options, they lack standout offerings compared to established competitors [10] Company Overview - Joy City is a commercial real estate platform under COFCO Group, known for its strong presence in northern China [11] - The opening of Joy City in Shenzhen marks a strategic move into a highly competitive market, with the Bao'an district being a key area for commercial development [11][12] Market Dynamics - The Bao'an district is projected to have nearly 40 commercial complexes by 2024, with a total commercial area exceeding 3.1 million square meters, making it the largest commercial hub in Shenzhen [11] - The competitive landscape is intensifying, with 21 new projects expected to open in Shenzhen by 2025, adding approximately 1.8625 million square meters of commercial space [11][12] - Differentiation in offerings and brand appeal will be crucial for new entrants like Joy City to succeed in this crowded market [12]

Core Viewpoint - The real estate industry is facing significant challenges in the first half of 2025, with a notable performance divergence among listed companies, as many report substantial losses while a few manage to turn profits [1][2]. Group 1: Overall Performance - As of July 17, 2025, 61 listed real estate companies have disclosed their mid-year performance forecasts, with a total expected loss ranging from 342.56 billion to 464.97 billion [1]. - Out of these, 24 companies anticipate profits while 37 expect losses, indicating that 60% of the companies are projected to report losses [1][2]. - The overall trend shows a decline in performance, with companies like China Vanke and Greenland Holdings shifting from profit to loss, while others like Joy City and Urban Construction Development have managed to turn losses into profits [1][2]. Group 2: Companies Turning Profits - In the first half of 2025, 24 companies are expected to achieve profits totaling between 68.68 billion and 80.16 billion, with 12 companies successfully reversing previous losses [2][3]. - Urban Construction Development is projected to report a net profit of 4.4 billion to 6.54 billion, marking a year-on-year increase of up to 575.14% [3][7]. - Other companies that have turned profitable include Zhongzhou Holdings, City Investment Holdings, and Joy City, showcasing resilience in a challenging market [2][3]. Group 3: Companies Reporting Losses - Among the 37 companies forecasting losses, 13 are expected to report their first-ever losses, including Shahe Co., Xiangjiang Holdings, and Greenland Holdings [8][11]. - The total expected loss for these companies ranges from 422.72 billion to 533.64 billion, with Vanke leading with a projected loss of 100 billion to 120 billion [8][11]. - Other notable companies with significant losses include Jindi Group, which anticipates a loss of 34 billion to 42 billion, and Xinda Real Estate, expecting a loss of 35 billion to 39 billion [11][12]. Group 4: Market Outlook - The overall real estate market is still in an adjustment phase, but signs of stabilization are emerging, particularly in first-tier and some strong second-tier cities [14]. - Analysts suggest that the second half of 2025 may present a turning point for the industry, with potential recovery driven by policy adjustments and improved buyer confidence [13][14]. - The top 100 real estate companies reported a total sales amount of 18,364.1 billion, a year-on-year decline of 11.8%, but the rate of decline is narrowing [13].

Core Insights - Shenzhen's first Joy City opened on July 12, marking a significant addition to the commercial landscape of the Guangdong-Hong Kong-Macau Greater Bay Area after 15 years of development and multiple delays [1] - The opening day saw over 420,000 visitors and nearly 20 million yuan in sales, with many brands achieving national and local sales championships [1][3] - The commercial environment in Shenzhen is highly competitive, with 21 new projects expected to open by 2025, adding a total of 1.8625 million square meters of commercial space [1] Group 1: Commercial Performance - Shenzhen Joy City attracted over 420,000 visitors on its opening day, generating sales close to 20 million yuan, excluding Apple and automotive sales [1] - Nearly 100 brands achieved national sales champions, and around 50 brands topped sales in Shenzhen [1] - The shopping center features over 400 quality brands, with more than 50% being first stores and customized stores, focusing on trends like family, trendy toys, and pet economy [3] Group 2: Innovative Offerings - The shopping center includes unique spaces such as an open-style trendy cross street, a 4,000 square meter rooftop garden, and a 30,000 square meter "underground city" [6] - The center hosts several themed pop-up stores, including Disney's Toy Story and other popular IPs, enhancing the social and experiential aspects of shopping [6][7] - The introduction of a Hema Fresh store, which is the first hot pot experience center in the nation, showcases innovative retail strategies [3] Group 3: Competitive Landscape - The commercial real estate market in Shenzhen is intensifying, particularly in Bao'an District, which is projected to have nearly 40 commercial complexes by 2024, totaling over 3.1 million square meters [10] - Major competitors include local developers like Hongrongyuan and established brands like K11, which have been expanding their presence in the region [10][11] - The increasing number of commercial complexes necessitates differentiation through effective brand attraction and a well-curated mix of retail offerings [11]