证券简称：中兴商业 证券代码：000715 公告编号：ZXSY2025-46 中兴—沈阳商业大厦（集团）股份有限公司 第九届董事会第二次会议决议公告 本公司及董事会全体成员保证信息披露的内容真实、准确、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 中兴—沈阳商业大厦（集团）股份有限公司（以下简称"公司"） 第九届董事会第二次会议通知于 2025 年 8 月 21 日以书面及电子邮件 方式发出，会议于 2025 年 8 月 25 日以通讯方式召开。会议应参会董 事 9 名，实际参加会议董事 9 名，符合《公司法》和《公司章程》的 有关规定，合法有效。 二、董事会会议审议情况 与会董事逐项审议并表决了如下议案： 1.《2025 年半年度报告全文及摘要》 会议以 9 票同意、0 票反对、0 票弃权的表决结果，审议并通过 了此项议案。 此项议案已经公司董事会审计委员会审议通过。《2025 年半年 度报告全文及摘要》刊登在 2025 年 8 月 26 日的巨潮资讯网 （http://www.cninfo.com.cn）。 2.《关于修订〈独立董事专门会议工作制度〉的议案》 会议以 9 票同意、0 ...

**[Important Notes, Table of Contents, and Definitions](index=2&type=section&id=第一节%20重要提示、目录和释义)** This section provides crucial disclaimers, outlines the report's structure, and defines key terms for accurate interpretation. [Important Notes](index=2&type=section&id=重要提示) The company's board and senior management guarantee the accuracy and completeness of the semi-annual report, with no plans for cash dividends, bonus shares, or capital reserve conversions. - The company's board of directors and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, with no false records, misleading statements, or major omissions[4](index=4&type=chunk) - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital[6](index=6&type=chunk) [Table of Contents](index=3&type=section&id=目录) This section lists the structured table of contents for the report, including major chapters such as important notes, company profile, management discussion and analysis, corporate governance, significant events, share changes and shareholder information, bond-related matters, financial reports, and other submitted data. - The report's table of contents comprises nine main chapters, covering comprehensive information on the company's operations, financials, governance, and significant matters[9](index=9&type=chunk) [Definitions](index=5&type=section&id=释义) This section defines key terms used in the report, including company names, regulatory bodies, exchanges, related parties, and the reporting period, ensuring accurate interpretation of the report. - The reporting period is defined as the **first half of 2025**[13](index=13&type=chunk) - The full name of the company is Zhongxing—Shenyang Commercial Building (Group) Co., Ltd., abbreviated as Zhongxing Commercial[13](index=13&type=chunk) [Company Profile and Key Financial Indicators](index=6&type=section&id=第二节%20公司简介和主要财务指标) This section introduces Zhongxing Commercial's basic information, contact details, and presents a summary of its key accounting data and financial performance for the reporting period. [Company Profile](index=6&type=section&id=一、公司简介) Zhongxing Commercial, stock code 000715, is listed on the Shenzhen Stock Exchange, with Qu Dayong as its legal representative. - The company's stock abbreviation is "Zhongxing Commercial", stock code **000715**, listed on the Shenzhen Stock Exchange[15](index=15&type=chunk) - The company's legal representative is Qu Dayong[15](index=15&type=chunk) [Contact Person and Contact Information](index=6&type=section&id=二、联系人和联系方式) Xie Yuanji serves as the Board Secretary, and Liu Dan as the Securities Affairs Representative, both located at No. 86 Taiyuan North Street, Heping District, Shenyang City, Liaoning Province. - The Board Secretary is Xie Yuanji, and the Securities Affairs Representative is Liu Dan[16](index=16&type=chunk) - The company's contact address is No. 86 Taiyuan North Street, Heping District, Shenyang City, Liaoning Province[16](index=16&type=chunk) [Other Information](index=6&type=section&id=三、其他情况) During the reporting period, there were no changes to the company's registered address, office address, website, email, or information disclosure and storage locations, remaining consistent with the 2024 annual report. - The company's registered address, office address, website, and email remained unchanged during the reporting period[17](index=17&type=chunk) - Information disclosure and storage locations remained unchanged during the reporting period[18](index=18&type=chunk) [Key Accounting Data and Financial Indicators](index=6&type=section&id=四、主要会计数据和财务指标) In the first half of 2025, the company's operating revenue slightly decreased, but net profit attributable to shareholders and non-recurring net profit significantly increased, with earnings per share rising year-on-year. Net cash flow from operating activities decreased, while total assets and net assets remained stable. - Earnings per share for the prior year were retrospectively adjusted due to the completion of capital reserve conversion into share capital in May 2025[20](index=20&type=chunk) 2025 Semi-Annual Key Accounting Data and Financial Indicators | Indicator | Current Reporting Period (RMB) | Prior Year Adjusted (RMB) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 402,478,389.92 | 403,689,940.49 | -0.30% | | Net Profit Attributable to Shareholders of Listed Company | 48,829,512.37 | 39,039,489.69 | 25.08% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-recurring Gains/Losses) | 42,283,841.70 | 32,454,085.83 | 30.29% | | Net Cash Flow from Operating Activities | 39,206,000.94 | 51,614,929.57 | -24.04% | | Basic Earnings Per Share (RMB/share) | 0.09 | 0.07 | 28.57% | | Diluted Earnings Per Share (RMB/share) | 0.09 | 0.07 | 28.57% | | Weighted Average Return on Net Assets | 2.51% | 2.12% | 0.39% | | **Period-End Indicators** | **Current Period-End (RMB)** | **Prior Year-End Adjusted (RMB)** | **Period-End vs. Prior Year-End Change (%)** | | Total Assets | 2,647,325,292.27 | 2,659,161,883.07 | -0.45% | | Net Assets Attributable to Shareholders of Listed Company | 1,941,819,756.09 | 1,928,237,872.88 | 0.70% | [Differences in Accounting Data Under Domestic and Overseas Accounting Standards](index=7&type=section&id=五、境内外会计准则下会计数据差异) The company reported no differences in net profit and net assets between financial statements disclosed under International Accounting Standards or overseas accounting standards and Chinese Accounting Standards during the reporting period. - The company's financial reports disclosed under International Accounting Standards and Chinese Accounting Standards showed no differences in net profit and net assets during the reporting period[22](index=22&type=chunk) - The company's financial reports disclosed under overseas accounting standards and Chinese Accounting Standards showed no differences in net profit and net assets during the reporting period[23](index=23&type=chunk) [Non-Recurring Gains and Losses and Amounts](index=7&type=section&id=六、非经常性损益项目及金额) The company's total non-recurring gains and losses for the first half of 2025 amounted to **RMB 6.5457 million**, primarily from disposal gains/losses of non-current assets, government subsidies, and fair value changes in financial assets. 2025 Semi-Annual Non-Recurring Gains and Losses and Amounts | Item | Amount (RMB) | Explanation | | :--- | :--- | :--- | | Disposal gains/losses of non-current assets | 406,677.03 | | | Government subsidies recognized in current profit/loss | 80,350.00 | | | Fair value changes and disposal gains/losses of financial assets | 8,146,797.46 | Fair value changes and disposal gains/losses from wealth management products and perpetual bonds | | Other non-operating income and expenses | 96,214.28 | | | Less: Income tax impact | 2,182,509.69 | | | Impact on minority interests (after tax) | 1,858.41 | | | **Total** | **6,545,670.67** | | [Management Discussion and Analysis](index=9&type=section&id=第三节%20管理层讨论与分析) This section provides an in-depth analysis of the company's primary business operations, core competencies, financial performance, asset and liability status, investment activities, and risk management strategies during the reporting period. [Company's Main Business During the Reporting Period](index=9&type=section&id=一、报告期内公司从事的主要业务) The company primarily engages in commercial retail, encompassing department stores, supermarkets, and online shopping platforms, mainly operating under a concessionaire model. In the first half of 2025, amidst stable macroeconomic growth, the company actively innovated marketing, expanded online operations, optimized member management, enhanced service quality, and introduced "first-store economy" initiatives to address intense market competition and consumer channel diversion risks. [Company's Main Business and Operating Model](index=9&type=section&id=（一）公司主要业务及经营模式情况) The company's main business is commercial retail, with operating formats including department stores, supermarkets, and online shopping platforms, primarily located in Shenyang's core business districts and radiating to surrounding cities. The operating model is mainly concessionaire, supplemented by self-operation and property leasing. - The company's main business is commercial retail, with operating formats including department stores, supermarkets, and online shopping platforms[28](index=28&type=chunk) - The company's operating model includes concessionaire, self-operation, and property leasing, with the concessionaire model being predominant[28](index=28&type=chunk) [Industry Development Status](index=9&type=section&id=（二）行业发展状况) In the first half of 2025, the national economy remained stable and improved, with increased vitality in the consumer market. However, consumers demand high quality and value for money, and online shopping continues to influence, driving a trend towards more affordable consumption. The Ministry of Commerce's trade-in policy promoted consumption growth. - In the first half of 2025, the national economy was generally stable and improving, with total retail sales of consumer goods increasing by **5.0% year-on-year** and national online retail sales increasing by **8.5% year-on-year**[29](index=29&type=chunk) - The consumer market faces intense competition, with continuous influence from online shopping driving a trend towards more affordable consumption[29](index=29&type=chunk) [Company's Operating and Management Performance During the Reporting Period](index=9&type=section&id=（三）报告期公司经营管理情况) During the reporting period, the company's operating revenue slightly decreased by 0.30% year-on-year

中兴—沈阳商业大厦（集团）股份有限公司 重大信息内部报告制度 （2025 年 8 月 25 日，经第九届董事会第二次会议修订生效） 第一章 总则 第一条 为规范中兴—沈阳商业大厦（集团）股份有限 公司（以下简称"公司""本公司"）重大信息内部报告工作， 保证公司内部重大信息的快速传递、归集和有效管理，确保 信息披露的及时、真实、准确、完整，维护公司及投资者合 法权益，根据《公司法》《证券法》《上市公司信息披露管理 办法》《深圳证券交易所股票上市规则》《深圳证券交易所上 市公司自律监管指引第 1 号——主板上市公司规范运作》及 《公司章程》等有关规定，结合公司实际，特制定本制度。 第二条 重大信息内部报告制度是指当出现、发生或即 将发生可能对公司股票及其衍生品种的交易价格产生较大 影响的情形或者事件时，按照本制度规定负有报告义务的单 位、部门、人员（以下简称"信息报告义务人"）应当在第 一时间向董事长和董事会秘书报告的制度。 第三条 本制度所称信息报告义务人包括： （一）公司控股股东及实际控制人； （二）持有公司 5%以上股份的股东及其指定联络人； （三）公司董事、高级管理人员； （四）公司各部门以及各分支机构 ...

相关董事、高级管理人员。 第五条 公司董事、高级管理人员在下列期间不得买卖 本公司股票： 中兴—沈阳商业大厦（集团）股份有限公司 董事和高级管理人员所持公司股份 及其变动管理制度 （2025 年 8 月 25 日，经第九届董事会第二次会议修订生效） 第一条 为加强对中兴—沈阳商业大厦（集团）股份有 限公司（以下简称"公司""本公司"）董事、高级管理人员 所持本公司股份及其变动的管理，根据《公司法》《证券法》 《上市公司董事和高级管理人员所持本公司股份及其变动管 理规则》《深圳证券交易所股票上市规则》《深圳证券交易所 上市公司自律监管指引第 10 号——股份变动管理》《深圳证 券交易所上市公司自律监管指引第 18 号——股东及董事、高 级管理人员减持股份》等法律法规、规范性文件以及《公司 章程》等有关规定，结合公司实际情况，制定本制度。 第二条 本制度适用于公司的董事、高级管理人员所持 本公司股份及其变动的管理。 第三条 公司董事、高级管理人员所持本公司股份，是 指登记在其名下和利用他人账户持有的所有本公司股份。从 事融资融券交易的，其所持本公司股份还包括记载在其信用 账户内的本公司股份。 第四条 公司董事、高 ...

证券日报网讯 8月18日晚间，中兴商业发布公告称，公司于2025年7月8日召开2025年第二次临时股东 会，审议通过了《关于修订〈公司章程〉的议案》，因公司实施了2024年度利润分配及资本公积金转增 股本方案，公司注册资本相应由415，718，940元增加至540，434，622元。2025年8月15日，公司完成 了本次注册资本工商变更登记及《公司章程》备案手续，并取得沈阳市市场监督管理局换发的《营业执 照》。 （文章来源：证券日报） ...

证券简称：中兴商业 证券代码：000715 公告编号：ZXSY2025-45 中兴—沈阳商业大厦（集团）股份有限公司 关于完成注册资本工商变更登记的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有 虚假记载、误导性陈述或重大遗漏。 8.经营范围：许可项目：餐饮服务，食品生产，食品经营，保健 食品销售，第三类医疗器械生产，第三类医疗器械经营，药品零售， 烟草制品零售，特殊医学用途配方食品销售，出版物零售，第二类增 值电信业务，互联网信息服务，诊所服务，医疗服务，药品互联网信 1 中兴—沈阳商业大厦（集团）股份有限公司（以下简称"公司"） 于 2025 年 7 月 8 日召开 2025 年第二次临时股东会，审议通过了《关 于修订〈公司章程〉的议案》，因公司实施了 2024 年度利润分配及资 本公积金转增股本方案，公司注册资本相应由 415,718,940 元增加至 540,434,622 元。具体内容详见公司于 2025 年 7 月 9 日在巨潮资讯 网（http://www.cninfo.com.cn）刊登的《2025 年第二次临时股东 会决议公告》（公告编号：ZXSY2025-31）及修订 ...

Core Viewpoint - Zhongxing Commercial has been deeply engaged in the retail industry for over 30 years, adapting to rapidly changing consumer habits by implementing innovative marketing strategies and enhancing service experiences to meet core consumer needs. Group 1: Attracting Young Consumers - The rise of the "Z Generation" has led to a shift in consumption motivations, with young consumers valuing emotional experiences and social interactions [1] - Zhongxing Commercial has created engaging offline activities to attract young consumers, transforming the shopping experience into a leisure destination [2] - The company has successfully shifted consumer habits from "shopping to buy" to "shopping for leisure," achieving significant operational and innovative breakthroughs [2] Group 2: Family-Oriented Shopping Experience - Zhongxing Commercial emphasizes a service philosophy that integrates "goodwill" into daily operations, enhancing the shopping experience for families [3] - The company offers diverse activities and products that cater to all family members, encouraging longer visits and multi-generational shopping [3] - The focus has shifted from merely facilitating purchases to creating immersive experiences for families [3] Group 3: Attracting Provincial Consumers - The company has leveraged local policy incentives to enhance operational quality and stimulate consumer spending [6] - Zhongxing Commercial has introduced several first-store brands in the region, enhancing its market presence and attracting more customers [6] - The establishment of the Shenyang Zhongxing Dinosaur Museum has created a new model for integrating cultural tourism with retail, boosting foot traffic and customer retention [6] Group 4: Policy and Economic Impact - Zhongxing Commercial has become a pioneer in implementing the "immediate refund" policy for outbound tourists, enhancing the shopping experience and supporting local economic growth [7] - The company has seen increases in transaction numbers and customer engagement metrics, indicating successful adaptation to market demands [7] - By focusing on innovative marketing and quality service, Zhongxing Commercial has transformed transient customer traffic into long-term assets for the business [7]

Group 1 - The core point of the article is that ZTE Commercial has experienced a continuous decline in the number of shareholders, with a 5% decrease from the previous period, marking the sixth consecutive decline [2] - As of August 10, the number of shareholders is reported to be 19,000, down by 1,000 from July 31 [2] - The closing price of ZTE Commercial on the reporting date was 6.32 yuan, reflecting a 1.44% increase, and a cumulative increase of 4.81% since the concentration of shares began [2] Group 2 - The company's first-quarter report indicates that it achieved operating revenue of 213 million yuan, a year-on-year decrease of 0.12% [2] - The net profit for the same period was reported at 20.42 million yuan, showing a year-on-year increase of 32.34% [2] - The basic earnings per share were 0.0500 yuan, with a weighted average return on equity of 1.05% [2]

Core Viewpoint - The company aims to leverage policy and market opportunities to enhance operational efficiency, diversify product offerings, and establish itself as a benchmark in the retail industry, focusing on the "first store economy" and other innovative practices [1][2]. Supply Side Efforts - The company has seen increased foot traffic in its commercial complexes, particularly in Shenyang, during the summer tourism peak, with a total building area of 240,000 square meters [2]. - Since its mixed-ownership reform in April 2019, the company has entered a new development phase under the leadership of its largest shareholder, Liaoning Fangda Group [2]. - The company has actively explored the "cultural tourism" integration model, exemplified by the establishment of the first dinosaur-themed museum within a commercial complex, which has become a new landmark for tourism and education in the region [3]. First Store Economy - The company has strategically planned the layout of first stores, including flagship stores for various brands, to capture market trends and meet diverse consumer needs [3]. - The introduction of several first stores and well-known dining brands has enhanced the company's competitive edge and demonstrated the effectiveness of the first store economy in attracting customers and driving consumption [3][5]. Digital Transformation - The company is committed to integrating online and offline channels to create new business models and enhance operational efficiency [6]. - It has implemented a comprehensive digital upgrade, including payment system enhancements that streamline consumer transactions and improve customer experience [7]. - The use of IoT platforms for remote monitoring has significantly improved operational efficiency and reduced costs [7]. Service Quality Enhancement - The company emphasizes a service philosophy focused on brand care, customer care, and employee engagement to improve service quality and customer experience [8]. - It has initiated a "Top Ten Service Experts" evaluation to enhance the capabilities of its sales staff and improve overall service standards [8]. - The company is also transforming its membership system to increase customer loyalty and enhance the value of its membership offerings [8]. Performance Metrics - In the first half of the year, the company reported a 1.6% increase in member consumption numbers and an 8.3% rise in member spending, indicating a growing customer base and increased spending per member [9]. - Promotional activities accounted for 65% of total sales, showcasing the effectiveness of marketing strategies in driving revenue [9][10]. - The company aims to convert foot traffic into actual sales through enhanced customer service and a robust membership system, creating a sustainable business model [10].

Core Viewpoint - The company aims to leverage policy and market opportunities to enhance operational efficiency, diversify product offerings, and establish itself as a benchmark in the retail industry, thereby continuously improving its business performance [1] Supply Side Efforts - The company is experiencing increased foot traffic in its commercial complexes, particularly during the summer tourism peak, with a total building area of 240,000 square meters [1] - Following a mixed-ownership reform in April 2019, the company entered a new development phase under the leadership of its largest shareholder, Liaoning Fangda Group [1] - The company has actively explored the "first store economy" and "cultural tourism" integration, achieving significant results and enhancing market recognition [2] First Store Economy - The establishment of the Shenyang Zhongxing Dinosaur Museum as the first dinosaur-themed museum within a commercial complex has created a new model for "cultural tourism" integration, becoming a landmark for tourism and family education in the region [2] - The company has strategically planned the introduction of several first stores, including eco-friendly flagship stores and various well-known brands, to capture market trends and meet diverse consumer needs [2] Digital Transformation - The company is promoting an integrated online and offline development model, enhancing its market resources through a combination of online services and offline experiences [4] - The implementation of a "dual micro and one shake" strategy focuses on new channel development and operations, including live streaming and promotional activities [4] - The company has upgraded its payment systems to improve customer interaction and operational efficiency, utilizing IoT platforms for better monitoring and cost reduction [5] Service Quality Enhancement - The company is reinforcing its service quality by integrating a "four concerns" philosophy and enhancing marketing strategies to improve customer experiences [6] - Aiming for continuous improvement, the company plans to implement a "service expert" selection process to elevate service standards across its staff [6] - The company is transforming its membership operations to enhance customer loyalty and engagement through enriched benefits and community marketing [6] Performance Metrics - In the first half of the year, the company reported a 1.6% increase in member consumption numbers and an 8.3% rise in member spending, with a 6.3% growth in new member acquisition [7] - Promotional activities accounted for 65% of total sales, indicating a successful strategy in attracting customers back to physical stores [7] - The company aims to convert foot traffic into actual sales through enhanced service and marketing efforts, creating a sustainable business model [7]