证券简称：中兴商业 证券代码：000715 公告编号：ZXSY2025-43 中兴—沈阳商业大厦（集团）股份有限公司 第九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。 与会董事逐项审议并表决了如下议案： 1.《关于选举公司第九届董事会董事长的议案》 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。同意选举屈大勇先生为公司第九届董事会董事长，任期 与第九届董事会一致。 2.《关于选举董事会各专门委员会委员及主任委员的议案》 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。公司第九届董事会各专门委员会组成情况如下： （1）董事会战略委员会 1 屈大勇先生、方铭显先生、唐贵林先生、王鹏先生、何海英先生， 屈大勇先生担任主任委员。 （2）董事会审计委员会 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"） 第九届董事会第一次会议通知于 2025 年 7 月 20 日以书面及电子邮件 方式发出，会议于 2025 年 7 月 24 日在公司 9 楼会议 ...

Core Insights - The retail industry is experiencing a gradual recovery, with younger consumers driving increased foot traffic and engagement [2] - Zhongxing Commercial has successfully implemented innovative marketing strategies that focus on attracting families and younger demographics, resulting in significant sales growth [3][5] Marketing Strategies - In the first half of 2025, Zhongxing Commercial launched 10 promotional events over 71 days, accounting for 39% of the operating days, with these events generating 65% of total sales [3] - The marketing approach emphasizes cultural and artistic integration, featuring diverse activities such as music concerts, traditional craft exhibitions, and sports events to engage various age groups [3][4] Membership and Consumer Engagement - Membership consumption has shown positive growth, with the number of members increasing by 1.6% and consumption amount rising by 8.3%, leading to a membership consumption share of 75%, up by 4.3 percentage points [4] - The company is enhancing its digital transformation by leveraging short video content and optimizing its online presence, creating a seamless online-to-offline experience [4][5] Economic and Policy Context - The "first launch economy" is being utilized to introduce new products and services, enhancing the overall shopping experience and driving consumer interest [7][8] - Recent consumer policies, such as tax refunds for outbound travelers, are expected to stimulate demand and improve the retail environment [9][10] Future Outlook - Zhongxing Commercial aims to leverage its position as a leading regional player to activate local consumption potential and adapt to new consumer trends [10] - The company is committed to fostering innovative consumption scenarios and maintaining a youthful marketing approach to lead retail trends in Shenyang and Northeast China [10]

Core Viewpoint - The company held its second extraordinary general meeting of shareholders in 2025, where it approved amendments to the Articles of Association and elected a new employee representative director, Zhang Di, to the ninth board of directors [1][2]. Group 1: Company Governance - The board of directors consists of 9 members, including 1 employee representative director elected through democratic means [1]. - Zhang Di was elected as the employee representative director during the fourth employee representative congress held on July 14, 2025 [1]. - The new board will include 5 non-independent directors and 3 independent directors, with Zhang Di's term aligning with that of the ninth board [1]. Group 2: Qualifications of Zhang Di - Zhang Di, born in January 1969, holds a bachelor's degree and has held various positions within the company, including financial department supervisor and legal affairs department head [2]. - He currently serves as the head of the audit and legal affairs department and has no direct shareholding in the company, holding 64,870 shares indirectly through the employee stock ownership plan [3]. - Zhang Di meets all legal and regulatory requirements for serving as a director, with no conflicts of interest or legal issues reported [3].

证券简称：中兴商业 证券代码：000715 公告编号：ZXSY2025-41 中兴—沈阳商业大厦（集团）股份有限公司 关于选举第九届董事会职工代表董事的公告 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。 张镝，男，1969 年 1 月出生，本科学历。曾任中兴—沈阳商业 大厦（集团）股份有限公司财务部主管，人事部部长助理，运动服饰 卖区经理助理、党支部书记，法律事务部部长兼行政党支部书记，审 监法务部副部长，第八届监事会职工代表监事；现任中兴—沈阳商业 大厦（集团）股份有限公司审监法务部部长。 截至目前，其本人未直接持有公司股份，通过公司 2023 年员工 持股计划间接持有公司股份 64,870 股，与持有公司 5%以上股份的股 东、实际控制人、公司其他董事、高级管理人员不存在关联关系，不 存在《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》第 3.2.2 条第一款规定的不得被提名担任上市公司董事 的情形，未受到中国证监会及其他有关部门的处罚及证券交易所纪律 处分、公开谴责或者通报批评，不存在因涉嫌犯罪被司法机关立案侦 查或涉嫌违法违 ...

Summary of Food Safety Supervision and Inspection Announcement - The announcement details a total of 251 batches of food products that were subject to safety supervision and inspection in Zhuzhou City, Tianyuan District [2] - Among the inspected samples, 21 batches were found to be non-compliant with safety standards [2] Inspection Breakdown - The inspection included various categories of food products: - Biscuits: 2 batches - Catering food: 13 batches - Fried snacks and nut products: 3 batches - Starch and starch products: 6 batches - Bean products: 7 batches - Convenience foods: 6 batches - Pastries: 4 batches - Grain processing products: 19 batches - Meat products: 1 batch - Dairy products: 6 batches - Sugar: 2 batches - Edible agricultural products: 115 batches - Edible oils and fats: 5 batches - Vegetable products: 10 batches - Aquatic products: 2 batches - Fruit products: 6 batches - Frozen foods: 7 batches - Candy products: 3 batches - Condiments: 31 batches - Beverages: 3 batches [2] Consumer Safety Advisory - Consumers are advised to purchase food from legitimate channels and retain shopping receipts - It is recommended not to buy food from unlicensed vendors or products that appear discolored, have unusual odors, or are of unknown origin [2]

Core Viewpoint - The Nomination Committee of Zhongxing-Shenyang Commercial Building (Group) Co., Ltd. has reviewed the qualifications of candidates for the ninth board of directors, confirming compliance with relevant laws and regulations [1][2]. Group 1 - The nomination process for the non-independent and independent director candidates has obtained their consent and adheres to the requirements of the Company Law and the Articles of Association [1]. - The candidates, including Fang Mingxian, Tang Guilin, Qu Dayong, Bai Yu, Fan Tiefu, Wang Peng, Wu Fengjun, He Haiying, and Jiang Yapeng, do not fall under any disqualifying conditions as per the Shenzhen Stock Exchange's guidelines [2]. - All independent director candidates possess the necessary qualifications, including independent director certification, professional knowledge, work experience, and capabilities required for their roles [2].

Core Viewpoint - The company is preparing for the election of its ninth board of directors, following the expiration of the current board's term, in accordance with relevant laws and regulations [1][2]. Group 1: Board Composition - The ninth board of directors will consist of 9 members, including 5 non-independent directors, 3 independent directors, and 1 employee representative director [1][2]. - The election will be conducted through a cumulative voting system at the upcoming extraordinary shareholders' meeting [2]. Group 2: Director Candidates - The candidates for non-independent directors include Fang Mingxian, Tang Guilin, Qu Dayong, Bai Yu, Fan Tiefu, and Wang Peng [2]. - The candidates for independent directors are Wu Fengjun, He Haiying, and Jiang Yapeng [2]. - The election will involve a differential voting process as there are 6 candidates for 5 positions among non-independent directors [2]. Group 3: Current Board's Responsibilities - The current board will continue to fulfill its duties until the new board is officially appointed [3]. - The company expresses gratitude for the contributions made by the current board during their tenure [3]. Group 4: Candidate Qualifications - All nominated candidates meet the qualifications set forth by the Company Law and relevant regulations, with no disqualifying factors reported [4][5][6][7][8][9][10][12][13][14][15].

Core Viewpoint - The independent director candidate, He Haiying, has declared and committed to meeting all qualifications and independence requirements as stipulated by relevant laws and regulations for the position at Zhongxing-Shenyang Commercial Building (Group) Co., Ltd [1][6]. Group 1: Candidate Qualifications - The candidate has undergone qualification review by the company's nomination committee and confirms no relationships that could affect independence [1]. - The candidate affirms compliance with the Company Law of the People's Republic of China regarding disqualifications for serving as a director [1]. - The candidate meets the requirements set forth by the China Securities Regulatory Commission and the Shenzhen Stock Exchange for independent directors [1][6]. Group 2: Independence Assurance - The candidate guarantees no direct or indirect shareholding in the company or its major shareholders [3][4]. - The candidate confirms no significant business dealings with the company or its controlling shareholders [4]. - The candidate has not been subject to any disqualifications or penalties by the China Securities Regulatory Commission or other regulatory bodies [5][6]. Group 3: Commitment to Responsibilities - The candidate acknowledges the responsibilities of an independent director and commits to providing accurate and complete information [6]. - The candidate will report any changes in qualifications to the board and resign if independence is compromised [6]. - The candidate authorizes the company to disclose this declaration and related information to the Shenzhen Stock Exchange [6].

Core Points - The document outlines the rules for the board of directors of ZTE-Shenyang Commercial Building (Group) Co., Ltd, aiming to standardize decision-making processes and enhance governance [1][2][3] Chapter Summaries Chapter 1: General Principles - The board of directors is the decision-making body of the company, responsible to the shareholders' meeting and ensuring compliance with laws and regulations [1][2] - The securities department handles daily affairs of the board [1] Chapter 2: Composition and Powers of the Board - The board consists of 9 directors, including a chairman and potentially a vice-chairman, with at least one-third being independent directors [2] - The board has various powers, including convening shareholder meetings, executing resolutions, and deciding on major operational plans and investments [2][3] Chapter 3: Powers of the Chairman - The chairman presides over meetings, ensures execution of board resolutions, and has special authority in emergencies [3][4] Chapter 4: Board Meetings - The board must meet at least twice a year, with meetings convened by the chairman [4][5] - Special meetings can be called under specific circumstances, such as shareholder requests or regulatory requirements [4][5] Chapter 5: Meeting Procedures - Meetings require a quorum of over half the directors, and decisions must be made through a majority vote [6][7] - Directors must attend meetings in person or delegate their voting rights appropriately [8][9] Chapter 6: Documentation and Record-Keeping - Meeting records must be maintained for at least 10 years, including minutes, attendance, and voting results [12][13]

Core Points - The implementation details of the cumulative voting system aim to enhance corporate governance and ensure that all shareholders can fully exercise their rights [1][2] - The cumulative voting system allows shareholders to concentrate their voting rights on one candidate or distribute them among multiple candidates during the election of directors [4][5] Summary by Sections Cumulative Voting System - The cumulative voting system grants each share the same number of voting rights as the number of directors to be elected, allowing shareholders to use their voting rights collectively [1][2] - The system applies when a single shareholder and their concerted parties hold 30% or more of the shares or when electing more than two independent directors [2] Voting Procedures - Independent and non-independent directors are elected through separate voting processes, with shareholders' voting rights calculated based on their shares multiplied by the number of directors to be elected [2][3] - Shareholders can choose to concentrate their votes on one candidate or distribute them among several candidates, with the total votes used not exceeding their legal voting rights [3][4] Election Results - The minimum effective voting rights required for a director to be elected must exceed half of the valid voting rights held by shareholders present at the meeting [3][4] - In case of a tie among candidates, a second round of voting will be conducted to determine the elected directors [4] Additional Provisions - The chairman of the meeting must inform shareholders about the cumulative voting method and provide explanations on the voting process [5] - The implementation details will take effect from the date of the shareholders' meeting resolution and will be subject to relevant national laws and regulations [5]