特别提示： 1、本次股东大会未出现否决议案的情形。 2、本次股东大会未涉及变更前次股东大会决议的情形。 一、会议召开情况 1、召开时间：2025 年 10 月 16 日（星期四）下午 14：30； 证券代码：000056、200056 证券简称：皇庭国际、皇庭 B 公告编号：2025-056 深圳市皇庭国际企业股份有限公司 2025 年第一次临时股东会决议公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假记 载、误导性陈述或重大遗漏。 5、主持人：董事长邱善勤先生主持。 本次会议的召开符合《公司法》《深圳证券交易所股票上市规则》和《公司章程》 的有关规定。 二、会议出席情况 1、出席的总体情况 参加本次股东大会现场会议和网络投票的股东及股东代理人共 257 人，代表有表 决权股份 273,743,452 股，占公司有表决权股份总数的 23.1490%。其中 A 股股东及股 东代理人共 253 人，代表有表决权股份 185,634,400 股，占公司 A 股有表决权股份总 数的 19.7632%；B 股股东及股东代理人共 4 人，代表有表决权股份 88,109,052 股，占 公司 B 股 ...

2025 年第一次临时股东会的 北京市中伦（深圳）律师事务所 关于深圳市皇庭国际企业股份有限公司 北京 • 上海 • 深圳 • 广州 • 武汉 • 成都 • 重庆 • 青岛 • 杭州 • 南京 • 海口 • 东京 • 香港 • 伦敦 • 纽约 • 洛杉矶 • 旧金山 • 阿拉木图 Beijing • Shanghai • Shenzhen • Guangzhou • Wuhan • Chengdu • Chongqing • Qingdao • Hangzhou • Nanojing • Haikou • Tokyo • Hong Kong • London • New York • Los Angeles • San Francisco • Almaty 法律意见书 二〇二五年十月 北京市中伦（深圳）律师事务所 关于深圳市皇庭国际企业股份有限公司 2025 年第一次临时股东会的 法律意见书 致：深圳市皇庭国际企业股份有限公司 北京市中伦（深圳）律师事务所（下称"本所"）接受深圳市皇庭国际企业 股份有限公司（下称"公司"）的委托，指派律师出席公司 2025 年第一次临时 股东会（下称"本次股东会"），并根据《 ...

证券代码：000056、200056 证券简称：皇庭国际、皇庭B 公告编号：2025-058 深圳市皇庭国际企业股份有限公司 第十一届董事会第一次会议决议公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假记 载、误导性陈述或重大遗漏。 一、董事会会议召开情况 深圳市皇庭国际企业股份有限公司（以下简称"公司"）于 2025 年 10 月 14 日以专人送达和电子邮件的方式发出召开第十一届董事会第一次会议通知， 会议于 2025 年 10 月 16 日在公司会议室以现场和通信方式召开。本次会议应出 席董事 8 人，实际出席董事 8 人。会议由半数以上董事推举史冉冉先生主持。 本次会议的召集和召开符合《中华人民共和国公司法》等有关法律法规及《公 司章程》的有关规定。 二、董事会会议审议情况 （一）审议通过《选举第十一届董事会各专门委员会成员的议案》 为进一步完善公司治理结构，根据《公司法》《证券法》等有关法律法规 及《公司章程》的有关规定，公司第十一届董事会下设发展与战略委员会、提 名委员会、审计委员会和薪酬与考核委员会。经全体董事一致选举产生各专门 委员会委员及主任委员，具体组成情况如下： ...

Market Overview - The real estate service sector declined by 1.19% on October 16, with New Dazheng leading the drop [1] - The Shanghai Composite Index closed at 3916.23, up 0.1%, while the Shenzhen Component Index closed at 13086.41, down 0.25% [1] Stock Performance - Key stocks in the real estate service sector showed varied performance, with the following notable changes: - Zhujiang Shares (600684) increased by 2.44% to 5.88, with a trading volume of 299,600 shares and a turnover of 173 million yuan [1] - New Dazheng (002968) decreased by 2.92% to 12.30, with a trading volume of 109,300 shares and a turnover of 135 million yuan [2] - I Love My Home (000560) fell by 2.00% to 2.94, with a trading volume of 1,203,200 shares and a turnover of 355 million yuan [2] Capital Flow - The real estate service sector experienced a net outflow of 50.45 million yuan from institutional investors, while retail investors saw a net inflow of 15.87 million yuan [2] - The following stocks had significant capital flow: - Zhujiang Shares had a net inflow of 12.02 million yuan from institutional investors, while retail investors had a net outflow of 16.03 million yuan [3] - New Dazheng saw a net outflow of 12.30 million yuan from institutional investors, but a net inflow of 19.51 million yuan from retail investors [3]

Core Viewpoint - The company, Huangting International, has officially terminated its long-planned major asset sale and debt restructuring due to prolonged negotiations without consensus on core transaction terms and the judicial ruling on its key assets [1][2][3] Group 1: Asset and Debt Restructuring - Since 2022, Huangting International has been planning to sell subsidiary equity and communicate with potential buyers regarding asset sales and debt restructuring, which was expected to constitute a significant asset restructuring [2] - The company signed a cooperation framework agreement with Lianyungang Fenghan Yigang Property Management Co., Ltd. in November 2022, and a share transfer framework agreement in April 2023, which was seen as a breakthrough for alleviating debt pressure [2] - Despite multiple discussions over three years, the parties involved could not reach an agreement on the core terms of the transaction, leading to the termination of the restructuring [2][3] Group 2: Impact of Asset Loss - The judicial disposal of the company's core assets, Chongqing Huangting Plaza and Shenzhen Huangting Plaza, has severely impacted the restructuring efforts, with the latter being crucial for the company's operations [2][4] - Shenzhen Huangting Plaza, a key asset, contributed 3.69 billion yuan in revenue in 2024, accounting for 56.03% of the company's total revenue, and had a book value of 57.5 billion yuan, representing 71.57% of total assets [4] - The asset was lost due to a trust loan default, where the company had borrowed 3 billion yuan and used the plaza as collateral, leading to a judicial ruling for debt settlement [4][5] Group 3: Financial Performance and Risks - The company has faced continuous losses, with a cumulative net loss exceeding 4.4 billion yuan from 2020 to 2024, and a further decline in revenue and net profit in the first half of 2025 [6] - Following the asset loss, the company's net assets dropped from 172 million yuan to approximately -1.92 billion yuan, triggering financial distress and potential delisting risks [6] - The company has attempted to recover losses through legal means, with a recent court ruling in favor of over 122 million yuan in compensation, but the outcome remains uncertain [6]

Group 1: Policy Changes - Chengdu has expanded the eligibility for the "commercial loan to public housing fund loan" policy, allowing non-local contributors to apply for this loan starting from October 15, 2025, for a duration of five years [1] - This policy aligns with the trend of optimizing public housing fund policies to stimulate housing demand, potentially increasing the buyer pool for local real estate companies [1] Group 2: Corporate Transactions - Beijing Construction Group plans to transfer 280 million shares of Beijing Technology Park Construction Group at a price of 282.27 million yuan, while Shoukai Group intends to sell 102 million shares for 103.32 million yuan, together accounting for 12.62% of the total shares [2] - This move reflects the trend of state-owned enterprises streamlining operations and focusing on core business areas, which may enhance the efficiency of resource allocation within Beijing Technology Park [2] Group 3: Fundraising Activities - Huafa Group announced a plan to issue 48 million convertible bonds to raise 4.8 billion yuan, with a net amount of 4.723 billion yuan earmarked for key real estate projects in Shanghai, Wuxi, and Zhuhai [3] - This fundraising effort aims to alleviate liquidity pressures faced by real estate companies and supports Huafa's strategy of focusing on high-quality regional developments [3] Group 4: Corporate Restructuring - Huangting International has terminated plans for a major asset sale and debt restructuring due to a lack of consensus on key terms with partners, alongside judicial decisions affecting its major properties [4] - The termination is significant as it follows the judicial ruling on its properties, which previously contributed over 50% of its revenue, leading to a negative net asset situation and potential delisting risks [4] Group 5: Land Acquisition - Dajia Real Estate successfully acquired a residential land parcel in Hangzhou's Binjiang District for 1.264 billion yuan, reflecting a 19.93% premium over the starting price [5] - This acquisition indicates Dajia's strong intent to replenish its land bank and optimism regarding the future development prospects of the Binjiang area, which is well-equipped with amenities and transportation [5]

Core Viewpoint - Shenzhen Huangting International (000056) has announced the termination of its major asset sale and debt restructuring plan due to prolonged disagreements on core terms and judicial rulings affecting its properties [1][2]. Group 1: Asset Sale and Debt Restructuring - The company initiated the major asset sale and debt restructuring in 2022, aiming to find buyers for its Chongqing Huangting Plaza and Shenzhen Huangting Plaza to repay overdue debts [1]. - Huangting International attempted to sell 100% equity of its subsidiary, Shenzhen Rongfa Investment Co., at prices that decreased from 7.493 billion to 5.620 billion yuan, but both attempts were unsuccessful [1][2]. - A cooperation framework agreement was signed in November 2022 with Lianyungang Fenghan Yigang Property Management Co., but no consensus was reached after nearly three years of discussions [2]. Group 2: Judicial Rulings and Financial Impact - Chongqing Huangting Plaza was judicially auctioned with a reserve price of 102 million yuan, while Shenzhen Huangting Plaza faced a judicial auction with an initial price of 3.053 billion yuan, which ultimately failed to sell [3]. - The asset involved in the debt settlement corresponds to 5.750 billion yuan, representing 71.57% of Huangting International's total assets of 8.033 billion yuan by the end of 2024, thus constituting a significant asset restructuring [3][4]. Group 3: Business and Financial Consequences - The loss of Shenzhen Huangting Plaza is expected to significantly impact the company's main business and balance sheet, with projected revenue from the project at 369 million yuan, accounting for 56.03% of the total revenue of 658 million yuan in 2024 [4]. - The asset write-off will lead to a reduction in total assets, liabilities, and equity by 5.750 billion, 3.657 billion, and 2.093 billion yuan, respectively [4]. - Experts suggest that the loss of this asset could be a major turning point for Huangting International, potentially affecting its credit rating and financing capabilities, with risks of revenue decline in future quarters [4].

| 代码 | 名称 | 收盘价 | 涨跌幅 | 成交量(手) | 成交额(元) | | --- | --- | --- | --- | --- | --- | | 002968 | 新大正 | 12.67 | 2.10% | 13.35万 | 1.67亿 | | 600684 | 珠江股份 | 5.74 | 1.95% | 21.29万 | 1.21亿 | | 300917 | 特发服务 | 43.31 | 0.63% | 3.90万 | 1.68亿 | | 000056 | 皇庭国际 | 2.43 | 0.41% | 56.89万 | 1.37亿 | | 002188 | 中天服务 | 5.83 | 0.34% | 8.77万 | 5107.96万 | | 000560 | 我爱我家 | 3.00 | 0.33% | 82.15万 | 2.46亿 | | 001914 | 指商积余 | 11.54 | 0.26% | 5.82万 | 6721.43万 | | 600724 | 宁波富达 | 5.34 | 0.19% | 15.69万 | 8350.43万 | | 002285 | 世联行 | 2.34 | ...

Group 1 - Huayi Technology's shareholder plans to reduce holdings by up to 3% of the company's shares, totaling no more than 2.5433 million shares, from November 5, 2025, to February 4, 2026 [1] - Huayi Technology specializes in intelligent testing equipment for automotive powertrains, testing services for new energy vehicles, and intelligent driving-related businesses [1] - China Overseas Land & Investment reported a contract sales amount of 1.08 billion yuan in September, a year-on-year decrease of 59% [1] Group 2 - Degute announced it does not participate in nuclear energy or nuclear pollution control equipment manufacturing, focusing instead on energy-saving and environmental protection equipment [2] - Degute's main business targets chemical, energy, metallurgy, and solid waste treatment sectors [2][3] Group 3 - Zhongke Sanhuan expects a net profit of 80 million to 100 million yuan for the first three quarters of 2025, compared to a loss of 42.053 million yuan in the same period last year [4] - The company specializes in rare earth permanent magnet materials and new magnetic materials [4] Group 4 - Jieshun Technology anticipates a net profit of 68 million to 80 million yuan for the first three quarters of 2025, representing a year-on-year increase of 58.11% to 86.01% [5] - The company focuses on intelligent parking management systems and related services [5] Group 5 - Shengtun Mining plans to acquire Canadian Loncor's gold mine assets for approximately 1.35 billion yuan (190 million USD) [6] - The acquisition targets the Adumbi gold mine project in the Democratic Republic of the Congo, which has significant resource potential [6][7] Group 6 - Xizi Clean Energy reported new orders of 1.27 billion yuan in the third quarter, with total new orders of 4.054 billion yuan for 2025 [7] - The company specializes in waste heat boilers and clean energy generation equipment [7] Group 7 - Xiangsha Precision plans to invest 49% in a new investment fund focused on humanoid robots and industrial robots, with a total subscription amount of 49 million yuan [8] - The fund aims to invest in key components for humanoid robots and industrial service robots [8] Group 8 - Huangting International announced the termination of major asset sales and debt restructuring due to failure to reach consensus on core terms [10] - The company faces potential financial risks as its main assets have been judicially determined to be used for debt repayment [10] Group 9 - Jinlang Technology reported a net profit growth of 29.39% year-on-year for the first three quarters of 2025, with a total revenue of 5.663 billion yuan [12][13] - The company specializes in the research, production, and sales of string inverters for solar power generation [12] Group 10 - Guoen Co. signed a cooperation agreement for a photovoltaic production increase and seawater lithium extraction project, with a total funding of 26.7 million HKD from both parties [14] - The project focuses on enhancing photovoltaic cooling efficiency and developing lithium extraction systems [14] Group 11 - Aerospace Intelligent Manufacturing expects a net profit of 600 million to 664 million yuan for the first three quarters of 2025, representing a year-on-year increase of 12% to 24% [15] - The company operates in the automotive parts, oil and gas equipment, and high-performance functional materials sectors [15] Group 12 - Fuxin Technology's shareholder plans to transfer 3% of the company's shares, totaling 2.6472 million shares, due to personal funding needs [16] - The company specializes in the research, production, and sales of conductive silver paste for photovoltaic cells [16] Group 13 - Dike Co. plans to acquire 62.5% of Jiangsu Jingkai Semiconductor Technology Co. for 300 million yuan, focusing on storage chip packaging and testing services [17] - The acquisition will make Dike Co. the controlling shareholder of Jiangsu Jingkai [17] Group 14 - Phoenix Shipping plans to purchase dry bulk carriers for up to 60 million USD to expand its capacity and optimize fleet structure [18] - The funding will come from self-owned and raised funds [18] Group 15 - Ru Yi Group is under investigation by the China Securities Regulatory Commission for suspected information disclosure violations [21] - The company continues normal production and operational activities during the investigation [21] Group 16 - Kuntai Co. signed a cooperation letter of intent with French company Trèves to establish a carpet production line in Morocco [23] - The agreement ensures a long-term supply of automotive carpets to Trèves for five years [23] Group 17 - Huason Pharmaceutical's shareholders plan to reduce their holdings by up to 3% of the company's shares, totaling 12.5278 million shares [25] - The reduction is due to personal and fund funding needs [25] Group 18 - Zhongshe Co. plans to acquire 51% of Wuxi Jiaojian New Materials for 68.85 million yuan, focusing on asphalt and stabilized mixture production [27] - The acquisition will enhance Zhongshe's capabilities in the transportation and construction sectors [27] Group 19 - Tai Jia Co. plans to transfer its 2.5% stake in a venture capital fund for 14.3827 million yuan [28] - The transaction will result in Tai Jia no longer holding any shares in the fund [28] Group 20 - Weilan Lithium Core plans to invest 20 million USD in the Green Beauty Indonesia project to enhance its market competitiveness [30] - The investment will result in a 5.95% stake in the target company, which produces high-nickel ternary precursors [30] Group 21 - Guosheng Technology's subsidiary plans to invest 230 million yuan in Tieling Global for a solid-state battery project [32] - The investment will result in a 51.11% stake in Tieling Global, integrating the solid-state battery supply chain [32]

Core Viewpoint - The company, Huangting International, has officially terminated its long-planned major asset sale and debt restructuring due to prolonged negotiations without consensus on key transaction terms and the judicial ruling on its core assets, leading to significant financial implications [1][3][4]. Group 1: Termination of Restructuring - The decision to terminate the restructuring was made after careful consideration and discussions with all parties involved, aiming to protect the interests of the company and its shareholders [4][5]. - The company will not plan any major asset restructuring within one month from the announcement, indicating a closure of short-term crisis alleviation paths through restructuring [5]. Group 2: Core Asset Loss - The core assets, Chongqing Huangting Plaza and Shenzhen Huangting Plaza, have been judicially ruled for debt settlement, resulting in the loss of key assets that were essential for the restructuring process [3][6]. - Shenzhen Huangting Plaza, a significant operational asset, contributed 3.69 billion yuan in revenue for 2024, accounting for 56.03% of the company's total revenue, and had a book value of 57.5 billion yuan, representing 71.57% of total assets [6][8]. Group 3: Financial Impact - The company has faced continuous losses over the past five years, with cumulative losses exceeding 4.4 billion yuan, and the net asset value is projected to drop from 172 million yuan to approximately -1.92 billion yuan due to the asset loss [8][9]. - The termination of the restructuring and the resulting financial changes have triggered a high risk of forced delisting under the Shenzhen Stock Exchange regulations, creating significant uncertainty for investors [8][9].