Group 1 - The company held a temporary shareholders' meeting on February 6, 2026, to discuss the election of non-independent director candidates and financial support proposals, with results to be disclosed in subsequent announcements [2] - The company has released a performance forecast indicating that the net profit attributable to shareholders for 2025 is expected to decline by 58.91% to 70.67%, with final audited data to be published in early 2026 [3] - The company signed new construction orders exceeding 3.5 billion in the fourth quarter of 2025, but the performance is under pressure due to a decline in the gross margin of its real estate business, necessitating attention to future operational data in regular reports [5] Group 2 - The subsidiary Tianjian Investment plans to invest 200 million to participate in the establishment of a private equity fund for energy storage, with a total scale of 500 million, focusing on new energy storage projects, requiring attention to subsequent establishment and investment dynamics [4]

北京市中伦（深圳）律师事务所 关于深圳市天健（集团）股份有限公司 2026 年第一次临时股东会的 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 • Nanjing • Haikou • Tokyo • Hong Kong • London • New York • Los Angeles • San Francisco • Almaty 北京市中伦（深圳）律师事务所 法律意见书 二〇二六年二月 关于深圳市天健（集团）股份有限公司 2026 年第一次临时股东会的 法律意见书 致：深圳市天健（集团）股份有限公司 根据中国证券监督管理委员会发布的《上市公司股东会规则（2025 年修订）》 （下称"《股东会规则》"）的有关规定，北京市中伦（深圳）律师事务所（下 称"本所"）接受深圳市天健（集团）股份 ...

特别提示： 1.本次股东会未出现否决提案的情形。 2.本次股东会未变更前次股东会决议。 一、会议召开和出席情况 深圳市天健（集团）股份有限公司 2026 年第一次临时股东会决议公告 证券代码：000090 证券简称：天健集团 公告编号：2026-10 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假记载、 误导性陈述或重大遗漏。 （一）会议召开情况 1.现场会议召开时间：2026 年 2 月 6 日（星期五）上午 10:00 2.网络投票时间：通过深圳证券交易所（以下简称"深交所"） 交易系统进行网络投票的时间为 2026 年 2 月 6 日上午 9:15-9:25， 9:30-11:30 和下午 1:00-3:00。 通过深交所互联网投票系统进行网络投票的时间为 2026 年 2 月 6 日上午 9:15 至下午 3:00 的任意时间。 3.现场会议召开地点：深圳市福田区 7019 号天健商务大厦 11 楼会议室 1 4.召开方式：本次股东会采用现场表决与网络投票相结合的 方式召开 5.会议召集人：深圳市天健（集团）股份有限公司（以下简 称"公司"）董事会 6.现场会议主持人：公司董事、总 ...

Group 1 - Iwojia (000560) is a leading real estate agency in China, established in 2000, focusing on property leasing, second-hand housing transactions, new house agency, and home services, benefiting from the rental and sales rights policy [1][33] - The company has over 3,000 offline stores and has served more than 10 million families, with its "Xiangyu" brand managing over 400,000 rental units [1][33] - Future prospects include market share expansion due to the deepening of rental and sales rights policies and enhanced service experience through digital tools [1][33] Group 2 - Huafa Group (600325) is a well-established real estate company under the Zhuhai State-owned Assets Supervision and Administration Commission, focusing on real estate development and property services, primarily in the Guangdong-Hong Kong-Macao Greater Bay Area [2][34] - The company actively participates in the rental and sales rights sector with its "Huafa Youjia" rental brand and is involved in urban renewal and industrial support projects [2][34] - Future outlook includes value reassessment of land reserves and profit growth from the expansion of rental business [2][34] Group 3 - Caixin Development (000838) is a listed platform under Chongqing Caixin Group, focusing on real estate development and urban renewal, primarily in the Chengdu-Chongqing economic circle [3][35] - The company integrates into the regional housing rental system through self-owned apartment projects and affordable housing cooperation [3][35] - Future prospects include long-term value release from land reserves and urban renewal projects, with rental business expansion opening new growth opportunities [3][35] Group 4 - China Merchants Shekou (001979) is a flagship real estate platform under China Merchants Group, focusing on real estate development and commercial operations, primarily in key urban clusters [4][36] - The company has over 20,000 rental units under its "Yijian" brand and is deeply involved in the construction of affordable rental housing [4][36] - Future outlook includes profit growth from the expansion of rental business and asset revitalization through REITs pilot projects [4][36] Group 5 - Chengdu Investment Holdings (600649) is a city construction and operation platform under the Shanghai State-owned Assets Supervision and Administration Commission, focusing on real estate development and water operations [5][37] - The company actively responds to policy directions through affordable housing projects and long-term rental operations [5][37] - Future prospects include expansion of rental business scale and long-term value release from urban renewal projects [5][37] Group 6 - Binjiang Group (002244) is a leading real estate company in Hangzhou, focusing on high-quality residential development and commercial operations [6][39] - The company actively participates in the housing rental market through self-owned commercial properties and long-term rental projects [6][39] - Future outlook includes value reassessment of land reserves and profit growth from rental business expansion [6][39] Group 7 - Sealand (002285) is a leading comprehensive real estate service provider in China, focusing on property agency, rental services, and asset operation [7][40] - The company has served over one million families and manages over 100,000 rental units under its "Hongpu Apartment" brand [7][40] - Future prospects include market share expansion and service experience enhancement through digital tools [7][40] Group 8 - Poly Developments (600048) is a flagship real estate platform under Poly Group, focusing on real estate development and property services [8][41] - The company has over 50,000 rental units under its "Poly Apartment" brand and is involved in affordable rental housing construction [8][41] - Future outlook includes profit growth from rental business expansion and financing advantages under state-owned enterprise background [8][41] Group 9 - Huangting International (000056) is a commercial real estate operator based in Shenzhen, focusing on commercial property operations and financial services [9][42] - The company actively participates in the housing rental market through self-owned commercial property transformation and long-term rental operations [9][42] - Future prospects include further opening of rental space through commercial property transformation and value release from urban renewal projects [9][42] Group 10 - Jinhe Commercial Management (603682) is a leading cultural and creative park operator, focusing on urban renewal and cultural park operations [10][43] - The company integrates into the regional housing rental system through park-affiliated apartment operations and affordable housing cooperation [10][43] - Future outlook includes growth in park-affiliated rental business and consolidation of industry position through ongoing urban renewal projects [10][43] Group 11 - Vanke A (000002) is a leading real estate company in China, focusing on real estate development and rental operations [11][44] - The company has over 200,000 rental units under its "Boyu" brand, making it one of the largest long-term rental apartment operators in China [11][44] - Future prospects include profit growth from rental business expansion and asset revitalization through REITs pilot projects [11][44] Group 12 - Tianjian Group (000090) is a city construction and operation platform under the Shenzhen State-owned Assets Supervision and Administration Commission, focusing on real estate development and urban construction [12][45] - The company actively responds to policy directions through affordable housing projects and long-term rental operations [12][45] - Future outlook includes expansion of rental business scale and long-term value release from urban renewal projects [12][45] Group 13 - ST Sunshine (000608) is an established glass manufacturing company transitioning into the new energy and real estate sectors [13][46] - The company attempts to enter the housing rental market through self-owned property transformation and affordable housing cooperation [13][46] - Future prospects include growth in rental business and recovery of overall performance through the expansion of photovoltaic glass business [13][46] Group 14 - 365 Network (300295) is a leading real estate internet service platform, focusing on property information and transaction services [14][47] - The company integrates rental housing information through its online platform, benefiting from the rental and sales rights policy [14][47] - Future outlook includes growth in online rental platform traffic and improved profitability through financial technology business expansion [14][47] Group 15 - Debi Group (300947) is a leading cultural and creative park operator, focusing on urban renewal and cultural park operations [15][48] - The company integrates into the regional housing rental system through park-affiliated apartment operations and affordable housing cooperation [15][48] - Future prospects include growth in park-affiliated rental business and consolidation of industry position through ongoing urban renewal projects [15][48] Group 16 - Changjiang Investment (600119) is a logistics and real estate platform under the Shanghai State-owned Assets Supervision and Administration Commission, focusing on logistics operations and real estate development [16][49] - The company attempts to enter the housing rental market through self-owned property transformation and affordable housing cooperation [16][49] - Future outlook includes growth in rental business and performance improvement through logistics real estate appreciation [16][49] Group 17 - New Huangpu (600638) is a real estate platform under the Shanghai State-owned Assets Supervision and Administration Commission, focusing on real estate development and financial services [17][50] - The company actively participates in the housing rental market through affordable housing projects and long-term rental operations [17][50] - Future prospects include expansion of rental business scale and long-term value release from urban renewal projects [17][50] Group 18 - Yueshin Health (002162) is a health real estate and elderly care service provider, focusing on health real estate development and elderly care services [18][51] - The company integrates into the regional housing rental system through health community-affiliated apartment operations and affordable housing cooperation [18][51] - Future outlook includes growth in health rental business and improved profitability through the expansion of elderly care services [18][51]

Core Viewpoint - Tianjian Group is facing a significant decline in its financial performance, with projected net profit for 2025 expected to drop by 58.91% to 70.67% compared to the previous year, marking a new low in recent years [1][2][3] Financial Performance - The company anticipates a net profit attributable to shareholders of between 182 million to 255 million yuan for 2025, down from 621 million yuan in the previous year [1][2] - The net profit excluding non-recurring gains and losses is projected to be between 146 million to 219 million yuan, reflecting a year-on-year decline of 63.40% to 75.60% [1][2] - Earnings per share are expected to range from 0.0473 yuan to 0.0864 yuan, compared to 0.2617 yuan in the previous year [2] Business Segments - The real estate sector is identified as the primary contributor to the company's profit, accounting for 71% to 79% of gross profit over the past three years [3] - The company operates in three main segments: construction, real estate development, and property leasing, with construction accounting for approximately 60% of revenue and real estate contributing about 30% to 35% [3] Operational Challenges - The decline in profitability is attributed to reduced high-margin project turnover and increased impairment losses in real estate projects due to overall market conditions [3][4] - The company reported a significant negative cash flow from operating activities of -999.5 million yuan, a decline of 2236.61% year-on-year, indicating severe cash flow pressure [4] Debt and Financial Health - As of the end of Q3 2025, the company had total assets of 63.347 billion yuan and total liabilities of 48.463 billion yuan, resulting in a debt-to-asset ratio of 76.50% [4] - Despite efforts to slow down real estate development and optimize debt management, the company still faces high debt levels and weak cash flow coverage [4] Industry Outlook - The construction business, while a significant revenue contributor, is also facing industry-wide challenges, including tightened funding in downstream infrastructure and real estate sectors, leading to slower project settlement and increased financial pressure [4][5] - Analysts suggest that if the company can leverage its resource advantages and optimize project development, it may gradually alleviate performance pressures [4]

Core Viewpoint - Tianjian Group (000090.SZ) forecasts a significant decline in net profit for the fiscal year 2025, with estimates ranging from 182 million to 255 million yuan, representing a year-on-year decrease of 58.91% to 70.67% [1] Financial Performance - The net profit attributable to shareholders is projected to be between 182 million and 255 million yuan, reflecting a substantial decline compared to the previous year [1] - The net profit after deducting non-recurring gains and losses is expected to be between 146 million and 219 million yuan, indicating a year-on-year decrease of 63.40% to 75.60% [1] - Basic earnings per share are estimated to be between 0.0473 yuan and 0.0864 yuan [1] Reasons for Performance Change - The primary reason for the performance decline is the reduced turnover from high-margin real estate projects compared to the previous year [1] - The overall real estate market conditions have negatively impacted the gross profit margin from real estate project turnover, which has decreased year-on-year [1] - There has been an increase in impairment losses related to real estate projects [1]

南财智讯1月30日电，天健集团发布年度业绩预告，预计2025年全年归属于上市公司股东的净利润为 1.82亿元—2.55亿元，同比预减58.91%—70.67%；预计2025年全年归属于上市公司股东的扣除非经常性 损益的净利润为1.46亿元—2.19亿元，同比预减63.40%—75.60%。报告期业绩变动的主要原因为，本期 地产业务高毛利项目结转同比减少；受整体房地产行情影响，房地产项目结转毛利率同比下降以及地产 项目减值增加。 ...

Financial Projections - The estimated net profit attributable to shareholders for 2025 is projected to be between CNY 18,200 million and CNY 25,500 million, representing a decrease of 58.91% compared to the previous year's profit of CNY 62,057.20 million[2] - The estimated net profit attributable to shareholders after deducting non-recurring gains and losses is projected to be between CNY 14,600 million and CNY 21,900 million, reflecting a decline of 63.40% from last year's profit of CNY 59,837.59 million[2] - The basic earnings per share is expected to be between CNY 0.0473 and CNY 0.0864, down from CNY 0.2617 in the previous year[2] Performance Decline Reasons - The primary reason for the performance decline is the reduced turnover of high-margin real estate projects and a decrease in gross profit margins due to the overall real estate market conditions[5] Cautionary Note - The company warns that the performance forecast is based on preliminary estimates and the specific data will be disclosed in the 2025 annual report, advising investors to make cautious decisions[6]

Group 1 - The company held its 41st meeting of the 9th Board of Directors on January 28, 2026, via communication, with all 8 directors participating in the vote [2][4] - The board approved the proposal for the company's wholly-owned subsidiary to participate in establishing a private equity fund focused on energy storage assets [3][8] - The fund, named Shenzhen Yuan Zhi Jian Xin New Quality Productivity Energy Storage Asset Private Equity Fund Partnership (tentative), will have a total scale of RMB 500 million, with the company contributing RMB 200 million [7][16] Group 2 - The fund will primarily invest in new energy storage projects, including electrochemical storage stations and related industry chain equity projects [17] - The investment decision-making will be managed by an investment decision committee composed of representatives from the involved parties [23][24] - The fund's management fee is set at 1.5% per year during the investment period and 1.2% during the exit period [28] Group 3 - The establishment of the fund aligns with the national "dual carbon" strategy and aims to strategically position the company in the new energy infrastructure sector [35] - The company has previously engaged in related transactions with the capital operation group and its subsidiaries, totaling RMB 200 million in the last 12 months, which is 1.37% of the company's latest audited net assets [37][38]

Group 1 - The core announcement from Tianjian Group involves the approval of a proposal for its wholly-owned subsidiary to participate in the establishment of a private equity fund project focused on energy storage assets in Shenzhen [1] - The board meeting was held via communication on January 28, 2026, indicating a shift towards more flexible meeting formats in corporate governance [1] Group 2 - The industry is witnessing significant advancements in battery technology, particularly with the introduction of semi-solid state batteries, which are expected to be featured in multiple new vehicle models this year [1] - Major manufacturers are preparing for a competitive year in power battery technology, highlighting the ongoing evolution and innovation within the automotive battery sector [1]