特别提示： 1、本次股东大会无增加、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。 证券代码：002285 证券简称：世联行 公告编号：2023-029 深圳世联行集团股份有限公司 2023年第一次临时股东大会决议公告 一、会议召开情况 1、召开时间：2023年8月15日（星期五）下午14:30 2、召开地点：深圳市罗湖区深南东路2028号罗湖商务中心12楼1205会议室 3、召开方式：本次股东大会采取现场投票、网络投票相结合的方式 4、召集人：深圳世联行集团股份有限公司董事会 本公司及董事会全体成员保证公告内容真实、准确、完整，没有虚假记载、 误导性陈述或者重大遗漏。 公司部分董事、监事、高级管理人员及律师出席了会议。 三、议案审议和表决情况 本次股东大会以现场记名投票和网络投票相结合的方式审议通过了以下议 案，议案表决情况如下： 二、会议出席情况 出席本次股东大会的股东（及代理人）共17人，代表股份438,851,947股， 占公司有表决权股份总数的22.0216%。其中： （1）出席本次股东大会现场会议的股东（及代理人）共5人，代表股份 428,427,069股，占公司有表决权股份 ...

北京市环球（深圳）律师事务所 关于 深圳世联行集团股份有限公司 2023 年第一次临时股东大会 之 法律意见书 北京市环球（深圳）律师事务所 关于 深圳世联行集团股份有限公司 之 法律意见书 GLO2023SZ（法）字第 08114 号 致：深圳世联行集团股份有限公司 北京市环球（深圳）律师事务所（下称"本所"）受深圳世联行集团股份有 限公司（下称"公司"或"世联行"）的委托，根据《中华人民共和国公司法》 （下称"《公司法》"）、《上市公司股东大会规则》（下称"《股东大会规则》"） 等法律、法规、规章及《深圳世联行集团股份有限公司章程》（下称"《公司章 程》"）的有关规定，指派律师列席公司 2023 年第一次临时股东大会（下称"本 次股东大会"或"本次会议"），并就本次股东大会有关事宜发表法律意见。 本法律意见书仅就本次股东大会的召集和召开程序、出席本次股东大会人员 的资格、召集人资格、会议表决程序是否符合中国相关法律、法规及《公司章程》 的规定以及表决结果是否合法有效发表意见，并不对本次股东大会所审议的议案 内容以及该等议案所表述的相关事实或数据的真实性、准确性或合法性发表意见。 本法律意见书仅供见证本次股 ...

Financial Performance - The company's operating revenue for Q1 2023 was ¥788,163,836.16, a decrease of 16.17% compared to ¥940,213,565.55 in the same period last year[5] - The net profit attributable to shareholders was -¥13,035,904.51, an improvement of 46.57% from -¥24,396,953.42 year-on-year[5] - The company achieved a total revenue of 765.94 million yuan in Q1 2023, a decrease of 17.94% year-on-year[14] - The large transaction service revenue was 489.32 million yuan, down 18.92% compared to the same period last year, primarily due to a 38.66% decline in agency sales revenue[14] - The large asset management service revenue was 276.61 million yuan, a decrease of 16.15% year-on-year, with property management revenue increasing by 9.93%[14] - Net profit for Q1 2023 was a loss of ¥11,109,417.26, compared to a loss of ¥26,348,018.31 in Q1 2022, indicating an improvement of 57.8%[26] Cash Flow - The net cash flow from operating activities increased by 544.42% to ¥49,322,922.84, compared to -¥11,098,276.32 in the previous year[5] - Cash flow from operating activities decreased by 39.34% to 214.05 million yuan, mainly due to a reduction in loan recoveries from financial services[13] - Total cash inflow from operating activities was ¥1,147,165,081.46, down 17.1% from ¥1,384,308,797.84 in the previous year[27] - Cash outflow from operating activities decreased to ¥1,097,842,158.62, a reduction of 21.4% compared to ¥1,395,407,074.16 in Q1 2022[27] - The net cash flow from investing activities was ¥8,056,842.81, an increase from ¥5,347,676.60 in the same period last year[28] - The net cash flow from financing activities was -¥226,856,518.66, worsening from -¥43,086,019.37 in the previous year, indicating higher cash outflows[28] Assets and Liabilities - Total assets at the end of the reporting period were ¥6,358,841,802.77, down 5.75% from ¥6,746,445,068.33 at the end of the previous year[5] - Total current assets amount to ¥4,313,552,345.34, a decrease from ¥4,672,298,942.36 at the beginning of the year[22] - The total liabilities decreased to ¥2,947,911,796.99 in Q1 2023 from ¥3,307,959,014.87 in Q1 2022, a reduction of 10.9%[24] - The total equity attributable to shareholders of the parent company was ¥3,325,105,463.36, slightly down from ¥3,361,256,880.00 in the previous year[24] - The company’s contract liabilities increased to ¥77,721,113.41 in Q1 2023 from ¥54,407,921.64 in Q1 2022, an increase of 42.9%[24] Expenses - The company reported a significant reduction in financial expenses by 83.34%, from ¥2,524.58 million to ¥420.57 million, primarily due to decreased leasing financing costs[11] - The company reported a significant decrease in financial expenses, which were ¥4,205,678.94 in Q1 2023 compared to ¥25,245,796.24 in Q1 2022, a reduction of 83.4%[25] - Research and development expenses were ¥8,758,830.24 in Q1 2023, down from ¥12,209,291.76 in Q1 2022, reflecting a decrease of 28.9%[25] Shareholder Information - Total number of common shareholders at the end of the reporting period is 62,920[17] - The largest shareholder, Shijie Real Estate Consulting (China) Co., Ltd., holds 29.66% of shares, totaling 603,238,739 shares[17] Inventory and Borrowings - The company’s inventory increased by 43.91% to ¥2,060.41 million, attributed to higher performance costs from transaction service contracts[9] - Short-term borrowings rose by 106.25% to ¥33,000 million, reflecting an increase in bank short-term loans[9] - Short-term borrowings rose to ¥330,000,000.00 from ¥160,000,000.00[22] Other Information - The company has not disclosed any new product or technology developments in this report[20] - Basic and diluted earnings per share remained at -0.01 for both Q1 2023 and Q1 2022, indicating no change in per-share performance despite the losses[26] - The company did not conduct an audit for the Q1 2023 report[29]

Property and Integrated Facility Management Business - Property and integrated facility management business achieved revenue of 864.5298 million yuan, a year-on-year increase of 17.48%[68] - The company managed 104 fully entrusted projects with a total contracted area of 7.98 million square meters, with a net increase of 780,000 square meters in actual managed area[68] - The property and integrated facility management business revenue in 2022 was 864.53 million yuan, a year-on-year increase of 17.48%, with 104 fully entrusted projects under management and a managed area of 7.98 million square meters[93][94] - Property and facility management business revenue increased by 17.48% to 864,529,789.48 yuan, making up 21.72% of total revenue[101] - Property and integrated facility management business achieved a gross profit of 60.12 million yuan, a year-on-year decrease of 27.63%, with a gross margin decrease of 4.34 percentage points[110] - The property and comprehensive facility management business will focus on enterprise comprehensive facility services and "investment + property management" for industrial and office properties, aiming for rapid development in five major regions[157] Space Operation Business - Space operation business achieved revenue of 355.2897 million yuan, a year-on-year decrease of 41.62%[72] - The investment and space operation business revenue in 2022 was 355.29 million yuan, a year-on-year decrease of 41.62%, with industrial and commercial asset operation contributing 26.60% and apartment and hotel management contributing 28.08%[96] - Investment and space operation business incurred a loss of 102.42 million yuan, with a year-on-year increase in loss of 40.81 million yuan[110] - The space operation business will focus on affordable rental housing, leveraging the "Youzu Cloud" technology platform to provide light-asset hosting and operation services, with a focus on expanding service categories and establishing benchmarks[158] Consulting Advisory Business - Consulting advisory business achieved revenue of 104.42 million yuan, a year-on-year decrease of 26.38%[73] - The consulting and advisory business revenue in 2022 was 104.42 million yuan, a year-on-year decrease of 26.38%, with 453 advisory contracts executed during the year[98] - Consulting advisory business achieved a gross profit of 10.28 million yuan, a year-on-year decrease of 26.58%, with a gross margin decrease of 0.02 percentage points[110] - The consulting advisory business will provide full lifecycle solutions from strategic design to value evaluation, aiming to strengthen advantages in regions like Shenzhen, Beijing, and Guangzhou[159] Financial Performance and Revenue - Total revenue for 2022 was 3.9794302 billion yuan, a year-on-year decrease of 34.58%[81] - Net profit attributable to shareholders of the listed company was a loss of 343.2352 million yuan[81] - Net cash flow from operating activities was 629.7648 million yuan, a year-on-year decrease of 40.08%[82] - Total operating revenue in 2022 was 3,953.70 million yuan, a decrease of 41.80% year-on-year, with the major transaction business contributing 66.51% and the major asset management business contributing 33.49%[83] - Total revenue decreased by 34.58% to 3,979,430,159.12 yuan in 2022, compared to 6,082,507,921.06 yuan in 2021[101] - Real estate agency services revenue dropped by 40.52% to 2,652,970,960.27 yuan, accounting for 66.67% of total revenue[101] - Internet+ business revenue declined by 30.66% to 1,329,013,542.07 yuan, representing 33.40% of total revenue[101] - South China region revenue fell by 31.73% to 1,924,855,870.17 yuan, accounting for 48.37% of total revenue[101] - Central and Southwest China region revenue declined by 44.38% to 429,642,460.96 yuan, accounting for 10.80% of total revenue[101] - Shandong region revenue decreased by 41.10% to 359,015,765.69 yuan, making up 9.02% of total revenue[101] - Financial services business revenue dropped by 59.47% to 80,905,825.30 yuan, representing 2.03% of total revenue[101] - The company reported a net loss of 308.91 million yuan, while net cash flow from operating activities was 629.86 million yuan, with significant differences due to credit impairment losses and loan-related cash flows[122] Subsidiaries and Regional Performance - The company added 5 new service projects, including over 2,400 apartments and over 90,000 square meters of complexes[70] - The company managed 12,926 rooms under the Red Pu Apartment brand and 59,285 rooms under the "Youzu Cloud" system[70] - Central state-owned enterprises accounted for 72% of the company's new contract customers[73] - The South China region contributed 48.16% of the total operating revenue in 2022, with a revenue of 1,904.24 million yuan, a year-on-year decrease of 32.01%[99] - The company added 14 new subsidiaries through investment and acquisition, and removed 41 subsidiaries through disposal, liquidation, and termination of voting rights[111] - The subsidiary Pioneer Jushan reported a net loss of RMB 19,058,906.45, with total assets of RMB 1,047,956,336.63 and revenue of RMB 1,219,386,556.73[141] - The subsidiary Shilian Microfinance reported a net loss of RMB 6,554,674.27, with total assets of RMB 1,238,192,991.52 and revenue of RMB 85,925,456.92[141] - The subsidiary Beijing Anxinxing reported a net profit of RMB 30,957,603.50, with total assets of RMB 303,903,157.21 and revenue of RMB 646,500,228.99[141] - The subsidiary Shandong Shilian reported a net profit of RMB 18,644,845.23, with total assets of RMB 267,199,047.38 and revenue of RMB 282,901,942.46[141] - The subsidiary Chongqing Shilian reported a net loss of RMB 35,114,752.27, with total assets of RMB 15,411,266.26 and revenue of RMB 7,801,816.65[141] - The company's wholly-owned subsidiary, Chongqing Shilian, which mainly operates real estate agency services, saw a year-on-year decrease in operating revenue of 87.26%[149] Financial Services Business - The financial services business revenue in 2022 was 80.91 million yuan, a year-on-year decrease of 59.47%, as the company actively controlled the scale of financial services and raised customer entry standards[90] - Financial services business achieved a gross profit of 55.38 million yuan, a year-on-year decrease of 54.74%, with a gross margin increase of 7.16 percentage points[110] - The company's microfinance business, operated by its wholly-owned subsidiary Shilian Microfinance, experienced a year-on-year revenue decrease of 62.54% as the company actively controlled the scale of financial services and developed new financial products[146] Internet+ Business - The internet+ business revenue in 2022 was 1,329.01 million yuan, a year-on-year decrease of 30.66%, with 1,587 ongoing projects and 30.96 million yuan in uncollected prepayments[89] - Internet+ business achieved a gross profit of 77.99 million yuan, a year-on-year decrease of 46.37%, with a gross margin decrease of 1.72 percentage points[109] - The company's internet+ business, operated by its wholly-owned subsidiary Pioneer Jushan, saw a year-on-year revenue decrease of 37.23% due to macroeconomic and real estate market fluctuations[145] Agency Sales Business - The agency sales business revenue in 2022 was 1,219.54 million yuan, a year-on-year decrease of 49.22%, with a settled agency sales volume of 162.04 billion yuan and a settled agency sales area of 15.34 million square meters[85][86] - Agency sales business achieved a gross profit of 278.93 million yuan, a year-on-year decrease of 53.16%, with a gross margin decrease of 1.93 percentage points[109] - The real estate agency business, operated by the company's subsidiary Shandong Shilian, recorded a year-on-year revenue decrease of 44.66%[148] Operating Costs and Expenses - Operating costs decreased by 30.32% to 359,951.01 million yuan, with wages and bonuses dropping by 38.42% to 113,215.93 million yuan[106][107] - Technical collaboration fees in operating costs decreased by 25.00% to 106,745.48 million yuan, representing 29.66% of total operating costs[107] - Management expenses decreased by 29.90% to 283.75 million yuan, primarily due to reduced labor costs such as salaries and bonuses[115] - Financial expenses decreased by 63.55% to 52.41 million yuan, mainly due to a reduction in lease financing costs and interest expenses[115] - R&D expenses decreased by 12.53% to 52.58 million yuan[115] - Tax and surcharges decreased by 44.97% to 19.53 million yuan, driven by reduced revenue and corresponding tax reductions[115] - Investment income decreased by 73.18% to 63.90 million yuan, mainly due to reduced gains from the transfer of subsidiary equity[115] Cash Flow and Financial Position - Operating cash inflow decreased by 32.68% to 5.61 billion yuan, primarily due to reduced revenue and loan repayments[118] - Operating cash outflow decreased by 31.61% to 4.98 billion yuan, mainly due to reduced salary payments and third-party service fees[119] - Net cash flow from operating activities decreased by 40.08% to 629.76 million yuan, driven by reduced loan-related cash flows and lower revenue[118] - Net cash flow from financing activities increased by 70.92% to -422.56 million yuan, primarily due to reduced bank loan repayments and lease payments[120] - Cash and cash equivalents increased by 11.79% to 2.2 billion RMB, accounting for 32.62% of total assets[124] - Accounts receivable decreased by 1.94% to 1.19 billion RMB, representing 17.68% of total assets[124] - Contract assets increased by 0.57% to 84.75 million RMB due to internet+ service contract recognition[124] - Inventory decreased by 0.70% to 14.32 million RMB as transaction service costs were settled and transferred out[124] - Investment property increased by 2.26% to 566.76 million RMB, accounting for 8.40% of total assets[124] - Short-term borrowings decreased by 2.39% to 160 million RMB as the company optimized its financing structure[124] - Long-term borrowings decreased by 1.50% to 49.3 million RMB, with 205.5 million RMB reclassified due to maturity within 12 months[124] - Lease liabilities decreased by 9.99% to 166.92 million RMB, mainly due to the transfer of Guangzhou Shijun and other subsidiaries[124] - Other receivables decreased by 3.11% to 655.19 million RMB, with 243.24 million RMB recovered from subsidiary equity disposal[124] - Loans decreased by 5.16% to 296.21 million RMB as the company actively controlled the scale of financial services business[124] - The company's total monetary funds amount to RMB 27,619,203.89, including bank deposit guarantees, frozen litigation deposits, and other controlled funds[130] - The company's investment in the reporting period was RMB 8,342,504.31, a decrease of 92.65% compared to the same period last year[131] - The company did not engage in any securities or derivative investments during the reporting period[133][134] Strategic Initiatives and Future Plans - The company's "2111" strategy focuses on two core systems: "Big Transaction" and "Big Asset Management," aiming to create a national benchmark, provide first-class customer experience, and build a professional team[151] - In 2023, the company will continue to focus on core regions and core businesses, expand the "Big Asset Management" business, and optimize the structure and stabilize the scale of the "Big Transaction" business[153] - The "Big Transaction" business will focus on optimizing city layouts, accelerating the transaction services of affordable commercial housing, and promoting integrated "sales-channel-strategy-media" comprehensive services[154] - The company will enhance digital marketing and build a new media capability matrix, focusing on regional company self-media operations, full-staff new media operations, and self-media customer acquisition[154] - The "Big Asset Management" business will focus on three core services: comprehensive facility management for enterprise-owned properties, asset operation management for rental properties, and operation management of rental affordable talent apartments[156] Corporate Governance and Shareholder Information - The company has established a performance evaluation and incentive mechanism for directors, supervisors, and senior management, ensuring transparency and compliance with legal regulations[167] - The company maintains independence in business, personnel, assets, organization, and finance, operating autonomously without interference from controlling shareholders[171][172][173][174][175][176] - The controlling shareholder has committed to resolving potential同业竞争 issues within 36 months post-acquisition, proposing measures such as asset restructuring and business adjustments[177][178][179][180] - 2021 Annual General Meeting had an investor participation rate of 50.32%[181] - 2022 First Extraordinary General Meeting had an investor participation rate of 52.72%[181] - Chairman Hu Jia holds 0 shares, with no changes during the reporting period[183] - Co-Chairman Chen Jinsong holds 18,299,610 shares, with no changes during the reporting period[183] - Director Zhu Min holds 1,752,942 shares, with no changes during the reporting period[183] - Supervisor Yuan Hong holds 2,476,066 shares, with no changes during the reporting period[183] - No changes in shareholdings for any directors or supervisors during the reporting period[183] - Total compensation for company executives in 2022 amounted to RMB 22,946,693[184] - Li Rong, former Deputy General Manager, received RMB 330,075 in compensation[184] - Jiao Anping, former Deputy General Manager, received RMB 84,000 in compensation[184] - Wang Bing, current Deputy General Manager, received RMB 4,000 in compensation[184] - Hu Jia, current Chairman, holds no shares in the company[186] - Chen Jinsong, Co-Chairman, indirectly holds 295,586,982 shares and directly holds 18,299,610 shares, representing 29.66% of the company's equity[188] - Zhu Min, current General Manager, indirectly holds 26,847,634 shares and directly holds 1,752,942 shares[188] - Ren Kelei, current Director, holds no shares in the company[189] - The company reported no dismissals or resignations of directors, supervisors, or senior management during the reporting period[184] - New appointments include Wang Bing and Yue Xin as Deputy General Managers, effective January 13, 2023[185] - The company's director, Ren Kelei, does not hold any shares in the company and has no association with other directors, supervisors, senior management, or shareholders holding more than 5% of the company's shares[190] - Pei Shuhua, a director of the company, holds positions in several other companies including Zhuhai Transportation Group and Zhuhai Huafa Group[191] - Chen Weicheng, a director of the company, serves as the Assistant General Manager of Zhuhai Dahengqin Group[192] - Ma Zhida, an independent director of the company, holds multiple leadership roles in various organizations including the Macau Special Administrative Region Economic Development Committee[193] - Guo Tianwu, an independent director of the company, is a professor and doctoral supervisor at Sun Yat-sen University and holds several advisory roles in legal and governmental organizations[194] - Zhang Jianping, an independent director of the company, is a professor and doctoral supervisor at the University of International Business and Economics and has extensive academic and professional experience[195] - Yuan Hongchang, the Chairman of the Supervisory Board, directly holds 2,476,066 shares of the company[197] - Huo Jiazhen, a supervisor of the company, is a professor at Tongji University and holds independent director positions in several other listed companies[198] - Wu Xiaowei, a supervisor of the company, has been with the company since 2004 and currently serves as the Human Resources and Administration Director for the Guangzhou region[199] - Liu Weiwei joined Shilianxing in 2010 and currently serves as the Group's Vice President and General Manager of the Strategic Investment Center[200] - Liu Weiwei's term as Vice President of the Group is from January 13, 2023, to December 28, 2025[200] - Liu Weiwei does not hold any shares in the company[200] - Liu Weiwei has no association with other directors, supervisors, senior management, or shareholders holding more than 5% of the company's shares[200] - Liu Weiwei has not been subject to any administrative penalties by the China Securities Regulatory Commission[200] - Liu Weiwei has not been publicly reprimanded or criticized by the Shenzhen Stock Exchange[200] - Liu Weiwei is not deemed unsuitable to serve as a director, supervisor, or senior executive by the Shenzhen Stock Exchange[200]

证券代码：002285 证券简称：世联行 公告编号：2023-005 深圳世联行集团股份有限公司 关于举行2022年度业绩说明会的公告 为做好中小投资者保护工作，增进对公司的了解和认同，提升交流针对性， 现就公司 2022年度业绩说明会提前向投资者征集相关问题，广泛听取投资者的 意见和建议。投资者可提前进入https://www.wjx.top/vm/P9R9et6.aspx# 或者 扫描下方二维码对本次年度业绩说明会进行提问，公司将在本次业绩说明会上对 投资者普遍关注的问题进行回答。 深圳世联行集团股份有限公司（以下简称"公司"）拟于 2023 年 3 月 30 日 披露《2022 年年度报告》及其摘要等公告，为便于广大投资者进一步了解公司 经营情况及未来发展规划，公司拟于 2023 年 4 月 12 日（星期三）召开 2022 年 度业绩说明会, 欢迎广大投资者积极参与。 一、业绩说明会的安排 1.召开时间： 2023年4月12日（星期三）下午15:00--16:30 2.出席人员：董事长、总经理、独立董事、财务总监、董事会秘书及相关部 门人员。 3.召开方式：现场 4.召开地点：深圳市罗湖区深南东路20 ...

证券代码： 002285 证券简称：世联行 1 深圳世联行地产顾问股份有限公司投资者关系活动记录表 编号：20151211 | --- | --- | --- | |-------------------------|-------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | | | | | 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 ...