独立董事：吴可、唐建新、郑东平、岳琴舫 2023 年 8 月 30 日 武商集团股份有限公司（以下简称"公司"）第九届二十一次 董事会于 2023 年 8 月 29 日召开，作为公司独立董事，根据《上 市公司独立董事规则》《上市公司治理准则》的要求和《公司章 程》的有关规定，对本次董事会的议案进行了认真细致审核，现 就 2023年半年度关于公司第一大股东及其他关联方占用公司资 金、公司对外担保情况发表独立意见如下： 一、报告期内，公司与关联方的资金往来均属正常经营性资 金往来，不存在第一大股东及其他关联方占用公司资金的情况。 二、公司能按照《股票上市规则》的有关规定，没有对股东、 实际控制人及其关联方或个人提供担保。 武商集团股份有限公司独立董事关于 2023 年半年度相关事项的独立意见 ...

上市公司2023年半年度非经营性资金占用及其他关联资金往来情况汇总表 编制单位：武商集团股份有限公司 金额单位：人民币万元 | 非经营性资金占 用 | 资金占用方 | 占用方与上市公 司的关联关系 | 上市公司核算的 会计科目 | 2023年初占用 资金余额 | 2023年半年度占用 累计发生金额 | 2023年半年度占 用资金的利息 | 2023年半年度偿 还累计发生额 | 2023年半年末占用 资金余额 | 占用形成原因 | 占用性质 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | 名称 | | | | （不含利息） | （如有） | | | | | | | | | | | | | | | | 非经营性占用 | | 现大股东及其附 | | | | | | | | | | | | 属企业 | | | | | | | | | | 非经营性占用 | | 小 计 | —— | —— | —— | | | | | | —— | —— | | 前大股东及其附 | | | | | | | | | | 非经营性占用 | | ...

证券代码：000501 证券简称：武商集团 公告编号：2023-020 武商集团股份有限公司2021年度第一期 中期票据2023年度付息公告 本公司及董事会全体成员保证信息披露内容的真实、准确、完 整，没有虚假记载、误导性陈述或重大遗漏。 3.债券简称：21 武商 MTN001 为保证武商集团股份有限公司 2021 年度第一期中期票据 （债券简称：21 武商 MTN001；债券代码：102101751）付息工 作顺利进行，方便投资者及时领取付息资金，现将有关事宜公 告如下： 一、本期债券基本情况 2.债券名称：武汉武商集团股份有限公司 2021 年度第一期 中期票据 1.发行人：武商集团股份有限公司 5.发行总额：人民币伍亿陆仟万元（RMB560,000,000 元） 6.起息日：2021 年 8 月 31 日 7.到期兑付日：2024 年 8 月 31 日 8.发行期限：3 年 9.本计息期债券利率：3.41% 10.付息日：2023年8月31日（如遇法定节假日或休息日， 则顺延至其后的第一个工作日） 二、付息办法 托管在银行间市场清算所股份有限公司的债券，其付息资 金由银行间市场清算所股份有限公司划付至债 ...

Group 1: Business Overview - Wushang Dream Era has a total construction area of 1.38 million square meters, making it the largest pure commercial complex globally and the first "commercial, cultural, and tourism" complex in China [2] - The project features a family-oriented social platform, including a shopping center, indoor theme park, and ice and snow park, with unique attractions like the first shopping center indoor ski resort in China [2] - Since its opening, Wushang Dream Era has received over 20 million visitors [2] Group 2: New Projects and Performance - Nanchang Wushang Mall opened on April 28, 2023, attracting over 170,000 visitors on its first day and featuring 260 brands, with over 90% opening rate [3] - The mall includes 78 first stores in Nanchang, 26 luxury brands, and 19 international high-end brands [3] - The company plans to leverage this project to enhance consumer engagement between Hubei and Jiangxi provinces [3] Group 3: Retail Operations and Strategy - The company is integrating Wushang Mall to create a nationally influential top-tier business district, enhancing its brand image and service offerings [3] - The company is also focusing on transforming regional markets into shopping centers, optimizing product categories, and improving service functions [3] - The "Wushang Preferred" brand is being promoted to enhance sales and expand online and offline channels [3] Group 4: Competitive Landscape and Regulatory Matters - The company is still fulfilling commitments regarding competition with its major shareholder, Wuhan Merchants Union Group, with no updates on resolving competitive issues [4] - There is currently no progress on the application for a duty-free license, with uncertainty regarding approval [4]

Financial Performance - The company's operating revenue for Q1 2023 was ¥2,054,468,957.64, representing a 9.66% increase compared to ¥1,873,544,091.11 in the same period last year[3] - Net profit attributable to shareholders decreased by 25.00% to ¥131,860,206.61 from ¥175,822,497.56 year-on-year[3] - The company's total costs for Q1 2023 were CNY 1,880,930,552.16, up from CNY 1,631,217,653.46 in the same quarter last year[16] - Basic and diluted earnings per share decreased to CNY 0.17 from CNY 0.23 in Q1 2022[17] - The company reported a tax expense of CNY 44,077,820.55, down from CNY 65,678,293.81 in the previous year[16] - Other comprehensive income after tax was CNY 11,669,811.12, compared to CNY 988,667.05 in Q1 2022[17] Cash Flow - The net cash flow from operating activities significantly improved to ¥796,869,891.40, a 949.68% increase from a negative cash flow of -¥93,784,591.12 in the previous year[3] - Cash inflow from operating activities was CNY 5,501,149,307.59, an increase from CNY 5,093,192,249.81 in Q1 2022[18] - Total cash outflow from operating activities amounted to 4,704,279,416.19, down from 5,186,976,840.93 year-over-year[19] - The net cash flow from investing activities was -633,751,190.10, compared to -779,368,959.45 in the same period last year[19] - Cash inflow from financing activities was 2,147,639,470.40, a decrease from 2,746,256,460.75 year-over-year[19] - The net cash flow from financing activities was 820,204,338.28, down from 2,090,696,133.08 in the previous year[19] - The total cash and cash equivalents at the end of the period were 3,239,814,035.68, compared to 3,375,421,727.60 at the end of the previous year[19] Assets and Liabilities - Total assets at the end of the reporting period increased by 3.24% to ¥31,739,621,185.44 from ¥30,743,634,724.27 at the end of the previous year[3] - Total liabilities rose to CNY 20,783,502,485.36, compared to CNY 19,931,046,041.92 in the previous year[15] - The company's cash and cash equivalents increased to ¥3,284,314,035.68 as of March 31, 2023, up from ¥2,292,490,996.10 at the beginning of the year, representing a growth of approximately 43.4%[13] - Accounts receivable rose to ¥61,157,859.92 from ¥52,577,707.65, indicating an increase of about 16.5%[13] - Inventory decreased to ¥1,732,141,685.37 from ¥1,910,939,653.49, reflecting a decline of approximately 9.3%[13] - The total current assets amounted to ¥6,144,174,755.43, up from ¥5,206,645,898.53, marking an increase of around 18%[13] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 33,028[8] - The largest shareholder, Wuhan Shunlian (Group) Co., Ltd., holds 21.55% of the shares, amounting to 165,703,232 shares[8] Investments and Financing - The company recorded a 394.05% increase in investment income, amounting to ¥413,594.76 compared to ¥83,714.48 in the previous year[6] - The company’s short-term borrowings increased by 32.92% to ¥2,221,591,444.44 from ¥1,671,391,958.33 year-on-year[6] - The company issued a short-term financing bond of ¥500 million with a coupon rate of 2.53% on March 16, 2023[10] - The company completed the repayment of its previous short-term financing bond of ¥500 million with an interest rate of 2.69% on March 23, 2023[11] - The company paid 1,205,500,000.00 in debt repayment, significantly higher than 545,800,000.00 in the previous year[19] Equity and Returns - The weighted average return on equity decreased to 1.21% from 1.63% year-on-year, reflecting a decline of 0.42%[3] - The total equity attributable to shareholders of the parent company increased to CNY 10,956,118,700.08 from CNY 10,812,588,682.35 year-on-year[15] - Long-term equity investments increased slightly to ¥30,943,317.02 from ¥30,529,722.26, showing a growth of about 1.4%[13] - The company reported a total of ¥759,787,919.59 in other equity instrument investments, up from ¥744,228,171.43, which is an increase of approximately 2.1%[13] Employee and Corporate Governance - The company extended its employee stock ownership plan for an additional two years until April 7, 2025[10]

Financial Performance - The company's operating revenue for 2022 was ¥6,337,155,540.05, a decrease of 11.08% compared to ¥7,126,519,206.97 in 2021[18]. - The net profit attributable to shareholders for 2022 was ¥304,704,941.93, down 59.50% from ¥752,423,725.14 in the previous year[18]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥283,500,944.18, a decline of 60.82% from ¥723,604,698.24 in 2021[18]. - The net cash flow from operating activities was ¥623,512,743.19, a significant drop of 71.35% compared to ¥2,176,350,587.47 in 2021[18]. - Basic earnings per share for 2022 were ¥0.40, down 59.18% from ¥0.98 in the previous year[18]. - The total assets at the end of 2022 amounted to ¥30,743,634,724.27, an increase of 9.06% from ¥28,188,373,233.76 at the end of 2021[18]. - The weighted average return on net assets was 2.83%, a decrease of 4.53% from 7.36% in 2021[18]. - The company achieved a total operating revenue of 6.337 billion yuan in 2022, with a net profit attributable to shareholders of 305 million yuan, maintaining stable economic indicators[29]. - The company reported a net profit of 175.82 million yuan in Q1, 92.25 million yuan in Q2, and a loss of 27.07 million yuan in Q4, indicating a significant decline in profitability towards the end of the year[22]. Revenue Breakdown - Retail business revenue accounted for 87.81% of total revenue, totaling ¥5,564,478,890.44, down 8.47% year-over-year[47]. - Real estate business revenue dropped significantly by 71.54% to ¥86,865,851.72, down from ¥305,195,875.51 in 2021[45]. - The shopping center segment generated revenue of CNY 293,176.88 million, a decrease of 15.28% year-on-year[34]. - The supermarket segment reported revenue of CNY 320,285.02 million, down 2.85% compared to the previous year[34]. - Online sales for the reporting period reached CNY 25,551 million, with revenue from online transactions amounting to CNY 2,107.88 million[34]. Operational Developments - The company operates over 69 supermarket stores and more than 10 shopping centers, with a total building area of approximately 2.125 million square meters[31]. - The company added one new shopping center, "Wushang Dream Era," with an area of 78.3 thousand square meters, opened in November 2022[33]. - Three new supermarket stores were opened during the reporting period, totaling 0.39 thousand square meters, 0.30 thousand square meters, and 1.01 thousand square meters respectively[33]. - Six supermarket stores were closed during the reporting period, with a total area of 4.56 thousand square meters[33]. - The company has expanded its retail presence with the opening of 3 new supermarkets and 18 "1+N" small stores during the reporting period[41]. Cash Flow and Investments - The company reported a negative cash flow from operating activities of 93.78 million yuan in Q1 and 182.88 million yuan in Q4, highlighting cash flow challenges[22]. - Investment activity cash inflow decreased by 70.20% to ¥11,538,951.36 from ¥38,718,441.70 in 2021[54]. - Financing activity cash inflow increased by 22.60% to ¥6,691,726,911.30 compared to ¥5,458,166,985.72 in 2021[54]. - The total investment amount for the reporting period was ¥3,193,092,893.94, a decrease of 32.98% compared to the previous year's investment of ¥4,764,498,160.81[63]. Strategic Initiatives - The company is focused on optimizing its operational structure and enhancing its brand image amidst a complex market environment[29]. - The company is advancing the "Wushang Mall" project, which integrates international luxury brands and high-end cosmetics, to strengthen its market position in Central China[41]. - The company has implemented a comprehensive member system that allows for online and offline VIP benefits across all business formats, enhancing customer satisfaction[43]. - The company is committed to deepening online and offline integration, promoting live streaming sales, and developing an electronic mall to capture the instant retail market[77]. - The company is focusing on transforming its retail business by integrating various new consumption formats and enhancing customer experience through immersive shopping environments[78]. Governance and Management - The company has established a comprehensive internal control and risk management system to ensure compliance with legal and regulatory requirements[83]. - The company’s board of directors and supervisory board operate in accordance with legal regulations, ensuring effective oversight and governance[84]. - The company has made significant efforts to improve governance structures, including the establishment of strategic decision-making committees[84]. - The company has a fully independent financial department, maintaining separate bank accounts and tax obligations from its largest shareholder[88]. - The company has strengthened investor relations management by enhancing communication channels, including investor site visits and an interactive platform[85]. Employee and Social Responsibility - The total number of employees at the end of the reporting period was 9,320, with 5,002 in sales, 852 in technical roles, and 725 in finance[115]. - The company has implemented a training platform called "WS Smart Academy" to enhance employee skills through innovative online training methods[117]. - The company actively engaged in social responsibility by ensuring supply during critical periods and providing diverse product services[137]. - The company has implemented a multi-level employee assistance system to support staff well-being and career development[137]. Future Outlook - The company has outlined a positive outlook for the next fiscal year, projecting a revenue growth of 10% to 12%[194]. - The company is focusing on market expansion, targeting a 30% increase in market share within the next two years[195]. - Research and development efforts are being intensified, with an investment of 10 million yuan allocated for new technology initiatives[195]. - The management remains committed to maintaining operational efficiency, aiming for a 5% reduction in operational costs by the end of the fiscal year[194].

Group 1: Development Goals - The main development goals include the opening of the Nanchang Wushang Mall in the first half of 2023, which aims to establish a high-end commercial complex in Jiangxi, featuring luxury brands and a comprehensive shopping experience [2] - The company plans to successfully launch projects such as the "Dream Era" KTV and karting club within the year to enhance customer attraction and engagement [2] - Wushang Supermarket aims to open 4-6 new "1+N" small stores to expand its supermarket scale [2] Group 2: Operational Highlights - The Wushang Dream Era has been operational since November 9, 2022, and is divided into three areas with a total of 9 floors above ground and a significant underground space [2] - The shopping center includes unique attractions such as the first indoor ski resort and a three-layer indoor karting club in the country, catering to diverse consumer needs [3] - The supermarket segment is innovating with its own brand "Wushang You," which includes six series and has sold over 10,000 bottles of its "Wushang 1959" sauce liquor [3] Group 3: Competitive Strategy - In 2021, the company’s major shareholder, Wuhan Shunlian, agreed to enhance the operational separation between Wushang and Zhongbai to resolve industry competition issues within three years through asset restructuring [3]

Group 1: Equity Incentive Plan - The company is implementing a restricted stock incentive plan to enhance the motivation of mid-level management and core personnel, aligning with national and local reform initiatives [1] - The plan involves issuing 2,495.2 shares of common stock at a grant price of 6.80 CNY per share, with specific conditions for granting and unlocking detailed in company announcements [2] - The management acknowledges significant pressure to meet performance targets under the incentive plan due to the current economic downturn and intense industry competition [2] Group 2: Development Projects - The Huangshi Shopping Center is set to open on September 29, 2014, while the Qingshan Zhongyuan Plaza will open on November 29, 2014 [2] - The Wushang Honghe Valley Shopping Plaza has commenced construction and is expected to open by the end of 2015, following approval from the board on August 21, 2014 [2] - The Wushang Jingmen Shopping Center has signed a strategic framework agreement, with construction anticipated to start in 2015 and opening in 2017 [2] Group 3: Market Strategy - The Xiantao Shopping Center, which opened last year, is focusing on supporting and promoting sales of major brands, with targeted management strategies to capture market share and enhance local competitiveness [2]

Group 1: Investment Strategy - The company continues to invest in the "Dream Era" project, focusing on its advantageous geographical location in the Jiangnan core business circle, targeting local college students and white-collar workers [2] - The project will feature the largest indoor ski resort in China, the first luxury goods street, a technology museum, and a unique theme park, aiming to create a premier experiential consumption environment [3] Group 2: Stock Incentive and Governance - The company has launched a restricted stock incentive plan and a private placement scheme as part of its reform pilot under the guidance of the municipal government, with the stock incentive plan already granted [3] - The private placement plan is currently awaiting approval from the China Securities Regulatory Commission, which is expected to optimize the equity structure and enhance corporate governance [3] Group 3: E-commerce Development - The company established an e-commerce division, with its online platform launched in December 2013, adhering to the principle of integrating online and offline operations [3] - The retail entity is accelerating the application of internet technologies, such as mobile payments and smart management, to improve efficiency [3] Group 4: Future Development Strategy - The company aims to strengthen its core retail business, focusing on shopping centers and hypermarkets, while steadily advancing its e-commerce development to become a regional e-commerce leader [4]

证券代码：000501 证券简称：鄂武商 A 编号：20150909 武商集团股份有限公司投资者关系活动记录表 | --- | --- | --- | |----------------|--------------------------------|------------------------------------------| | | | | | 投资者关系活动 | √ | 特定对象调研 □分析师会议 | | 类别 | □ | 媒体采访 □业绩说明会 | | | □新闻发布会 □路演活动 | | | | □ 现场参观 | | | | □ | 其他 （请文字说明其他活动内容） | | 参与单位名称及 | | 中欧基金管理有限公司 高级研究员 郭睿 | | 人员姓名 | | 信达澳银基金管理研究咨询部 研究员 刘维华 | | | 广发基金管理研究发展部 田文舟 | | | | | 博时基金股票投资部 基金经理 陈鹏扬 | | | | 景林资产管理有限公司 资深分析师 高翔 | | | | 上海原点资产管理有限公司 研究员 王爽 | | | 上投基金管理公司 研究员 刘亮 | | | | 富国基金管理公 ...