Core Viewpoint - The company announced the approval of several proposals at its fifth extraordinary general meeting of shareholders for 2025, including a capital increase to its wholly-owned subsidiary, Shanghai Taoqu E-commerce Co., Ltd., through a debt-to-equity swap [2] Group 1 - The company held its fifth extraordinary general meeting of shareholders on December 18 [2] - The meeting approved a proposal for a capital increase to Shanghai Taoqu E-commerce Co., Ltd. via a debt-to-equity swap [2]

广东遥望科技集团股份有限公司 2025 年第五次临时股东会的法律意见书 广东南天明律师事务所 关于广东遥望科技集团股份有限公司 2025年第五次临时股东会的法律意见书 致：广东遥望科技集团股份有限公司 根据《公司法》《证券法》和中国证监会《上市公司股东会规则》等法律法 规和规范性文件以及《公司章程》的规定，本所受贵公司董事会的委托，指派本 律师出席贵公司2025年第五次临时股东会，并就本次股东会的召集、召开程序、 出席会议人员资格、召集人资格、表决程序以及表决结果的合法有效性等事项出 具法律意见。 为出具本法律意见书，本律师对本次股东会所涉及的有关事项进行了审查， 查阅了相关会议文件，并对有关问题进行了必要的核查和验证。 本律师同意将本法律意见书随贵公司本次股东会决议一并公告，并依法对本 法律意见书承担相应的责任。 本律师根据相关法律法规和规范性文件的要求，按照律师行业公认的业务标 准、道德规范和勤勉尽责精神，出具法律意见如下： 一、关于本次股东会的召集、召开程序和召集人资格 （一）本次股东会由董事会召集。2025年12月2日，贵公司召开了第六届董 事会第十一次会议，决定于2025年12月18日召开2025年 ...

证券代码：002291 证券简称：遥望科技 公告编号：2025-103 广东遥望科技集团股份有限公司 2025 年第五次临时股东会决议公告 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。 特别提示： 1.本次股东会无否决提案的情况； 1.召开时间： （1）现场会议召开时间：2025年12月18日下午14:30 （2）网络投票时间：2025年12月18日 其中，通过深圳证券交易所交易系统进行网络投票的具体时间为：2025年12 月18日上午9:15—9:25，9:30—11:30，下午13:00—15:00；通过深圳证券交易 所互联网投票系统投票的具体时间为：2025年12月18日9:15—15:00期间的任意 时间。 2.现场会议召开地点：广东省佛山市南海区桂城街道庆安路2号A幢A101室 -A105公司会议室 3.会议召集人：公司董事会 2.本次股东会无变更前次股东会决议。 一、会议召开和出席情况 4.会议方式：本次股东会采取现场表决与网络投票相结合的方式。 5.会议主持：本次会议由副董事长李刚先生主持。 （一）表决情况 本次股东会会议表决情况如下： 1.审 ...

Core Viewpoint - The discussion around the "mass exodus of internet celebrities from Hangzhou" reflects a discrepancy between subjective perceptions and objective realities, stemming from the growing pains of a rapidly developing city [1][3] Group 1: Current State of the Influencer Economy in Hangzhou - Reports indicate a significant number of e-commerce influencers have left Hangzhou, raising concerns about a potential bubble in the influencer economy [1] - The iconic Lijing International Building, once home to nearly 20,000 influencers, now faces high vacancy rates and plummeting rental prices, nearly halving [1] - Despite the perceived exodus, the net inflow of influencers in Hangzhou is still on the rise, with a shift in the structure of influencers towards more store-based broadcasting [6][9] Group 2: Population and Talent Dynamics - Hangzhou's resident population reached 12.624 million in 2024, an increase of 102,000 from the previous year, marking a decade of consistent population growth [3] - The city has seen a notable influx of young, highly educated individuals, with over 400,000 university graduates under 35 moving to Hangzhou in recent years [3] - A report ranked Hangzhou fourth in the national talent attraction index for post-95s, surpassing Guangzhou, indicating its growing appeal among the younger generation [4] Group 3: Industry Trends and Future Outlook - The live-streaming e-commerce sector in Hangzhou is transitioning from rapid expansion driven by traffic to a focus on quality and innovation [7] - The total live-streaming sales in Hangzhou for the first ten months of the year reached 364 billion yuan, with projections for the year to exceed 420 billion yuan, reflecting steady growth [7] - The industry is moving towards a more diversified product offering, with a shift from low-cost items to high-quality, personalized products, driven by changing consumer behavior towards more rational spending [11]

Core Insights - The article highlights the transformation of Hangzhou into a leading hub for live-streaming e-commerce, with a clear goal set for 2027 to establish a high-quality platform economy development system [3][13]. Group 1: Industry Growth and Development - Hangzhou's live-streaming e-commerce industry has seen significant growth, with 4.86 million live-streaming sessions and a transaction volume of 364 billion yuan from January to October 2025, projected to exceed 420 billion yuan for the entire year [8]. - The city has established a complete industrial chain involving over 15,000 market entities related to live-streaming, including platforms, supply chains, and MCN organizations [12]. - The local government is actively supporting new consumption and brand development, contributing to the sustained growth of domestic brands [7][12]. Group 2: Individual Success Stories - The article features the journey of a successful live-streamer, Xiao Wu, who transitioned from selling fruit to becoming a top seller for multiple brands, demonstrating the potential for personal growth within the industry [5][14]. - Other entrepreneurs, such as Li Jing and Zhang Zipin, have successfully expanded their brand from fur to a full seasonal women's clothing line by relocating their production to Hangzhou, achieving significant sales milestones [6]. - Lin Yilun, a well-known live-streamer, has shifted his focus from merely selling products to sharing cultural stories, enhancing the viewer experience and deepening the connection with the audience [10][11]. Group 3: Strategic Shifts and Future Outlook - The live-streaming e-commerce sector in Hangzhou is moving from a phase driven by traffic to one focused on innovation and quality improvement [12]. - The city's strategic plans, including the "New E-commerce Capital Action," aim to create broader development opportunities for the live-streaming industry [13]. - The influx of top influencers and celebrities into Hangzhou reflects the city's growing significance in the live-streaming landscape, indicating a strong "siphoning effect" that attracts talent and investment [12].

证券日报网讯 12月11日晚间，遥望科技发布公告称，何建锋先生当选为公司第六届董事会职工代表董 事。 （文章来源：证券日报） ...

关于选举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内容的真实、准确和 完整，没有虚假记载、误导性陈述或重大遗漏。 因《中华人民共和国公司法》《关于新<公司法>配套制度规则实施相关过 渡期安排》以及《公司章程》等相关规定，广东遥望科技集团股份有限公司（以 下简称"公司"）董事会治理结构需做调整。公司于 2025 年 12 月 10 日召开职 工代表大会，经与会职工代表民主选举，何建锋先生当选为公司第六届董事会职 工代表董事（简历见附件）。何建锋先生关于职工代表董事的任期至公司第六届 董事会任期届满之日止。 何建锋先生符合《公司法》《公司章程》规定的有关职工代表董事任职资 格和条件，其任职职务由非独立董事变更为公司职工代表董事，公司第六届董 事会成员数量仍为 7 名，其中兼任公司高级管理人员以及由职工代表担任的董事 人数总计未超过公司董事总数的二分之一，符合相关法律法规的要求。 截至本公告披露日，何建锋先生直接持有公司股份 137,206 股，持有公司 2023 年股票期权激励计划已获授但尚未行权的股票期权 75,000 份，其所持本公 司的股票将按照《公司法》《深圳证券交易所股票上市规则》《深圳证券 ...

Core Viewpoint - The long transformation story of "the first stock of women's shoes" seems to have reached its conclusion as the company announces the transfer of its wholly-owned subsidiary, Foshan Saturday Shoe Industry Co., Ltd., for a minimum price of 453 million yuan [1][2]. Business Transition - The company has been expanding its brand joint sales while reducing offline self-operated channels, but new business developments have not fully alleviated the operational pressures from the transformation, leading to significant revenue declines and ongoing losses [2][5]. - The divestiture is a clear declaration of the company's strategic shift towards becoming the "first stock of live e-commerce," focusing all resources on digital marketing and e-commerce live streaming [2][8]. Historical Context - Saturday was the first women's shoe company listed on A-shares, with a revenue of 880 million yuan and a net profit of 114 million yuan in its first year of listing in 2009 [3]. - The traditional shoe retail industry has faced significant challenges over the past decade due to the rise of e-commerce and changing consumer habits, leading to high inventory and declining store revenues [3][4]. - In 2017, the company's net profit plummeted by 1789.31%, prompting a shift towards a "light asset" operational model [3]. Financial Performance - By 2021, the company's internet advertising revenue reached 2.266 billion yuan, accounting for 80.62% of total revenue, while fashion footwear revenue dropped to 538 million yuan, making up less than 20% [4]. - In 2022, the internet advertising and clothing and footwear business accounted for 91.64% and 8.15% of revenue, respectively, indicating a significant shift in business focus [5]. - The company's clothing and footwear revenue fell to 86.44 million yuan in the first half of the year, a year-on-year decline of 26.34%, representing less than 5% of total revenue [5][11]. Market Position and Challenges - The divestiture of the footwear business allows the company to present a cleaner narrative to the capital market, focusing on its capabilities in supply chain management and star IP resources [8]. - However, the complete divestiture also means the company loses its last tangible asset buffer, exposing it to intense competition in the internet traffic market [8][9]. - The company has recorded continuous losses for four years, totaling over 3 billion yuan, with a significant decline in net profit since 2021 [9][10]. Future Outlook - The company's future performance will be entirely defined by its internet business, facing challenges such as high traffic costs and the need for refined operations to achieve cost reduction and efficiency [12][13]. - The divestiture marks the end of a ten-year transformation story but also begins a new chapter, testing the company's resilience in the live e-commerce sector [13].

Core Viewpoint - The company, Yaowang Technology, is divesting its 100% stake in Foshan Saturday Shoe Industry Co., Ltd. for 453 million yuan after three consecutive years of losses and a market value decline exceeding 4 billion yuan, marking a significant business adjustment and a final capital game settlement [1] Financial Transactions and Corporate Structure - In 2019, the company, then known as "Saturday," acquired 88.5651% of Yaowang Network for 1.77 billion yuan through a combination of cash and stock, facilitating its entry into the live e-commerce sector and rebranding as "Yaowang Technology" in 2022 [2] - The divestiture of the shoe business is viewed as a cleanup of assets in the "post-shell era," following the completion of the reverse merger process years prior [2] - Yaowang Technology has three joint ventures established in 2019 that are major clients, with accounts receivable totaling 626 million yuan by the end of 2023, raising concerns about potential inflated receivables and profit transfer to related parties [2] Performance and Valuation Concerns - The valuation of Saturday Shoe Industry in the current transaction reflects a 130.89% increase, which is notable for a company that has been consistently losing money [3] - Yaowang Network met its performance commitments during the acquisition period, but post-commitment, the company's overall performance has significantly declined, with four consecutive years of losses from 2021 to 2024 [4][5] - The initial market enthusiasm did not translate into sustainable business success, as the two business segments operated independently and negatively impacted each other [5] Future Outlook and Challenges - The sale of Saturday Shoe Industry is expected to optimize the company's asset structure and reduce financial pressure, with the transaction potentially alleviating some immediate financial burdens [6] - However, the fundamental issues facing the company remain unresolved, as the live e-commerce sector matures and competition intensifies, leading to rising platform traffic costs [7] - As of Q3 2025, the company reported revenues of 2.613 billion yuan, a year-on-year decline of 34.65%, and a net loss of 415 million yuan, with its stock price plummeting from a historical high of 36.56 yuan to around 6 yuan, resulting in a market value loss exceeding 20 billion yuan [8]

Group 1 - The core point of the article highlights that online sales growth during this year's Black Friday and Cyber Monday in the U.S. outpaced that of physical stores, presenting opportunities for live-streaming e-commerce [1][2] - According to Mastercard SpendingPulse, on Black Friday, U.S. retail sales (excluding automobiles) increased by 4.1% compared to 2024, with in-store sales growing by 1.7% and e-commerce sales rising by 10.4% [2] - Adobe reported that on Cyber Monday, U.S. consumers spent $14.25 billion online, a 7.1% increase year-over-year, exceeding previous forecasts [2] Group 2 - TikTok Shop announced a record-breaking performance during the Black Friday and Cyber Monday period, achieving over $500 million in gross merchandise value (GMV) in the U.S. [3] - Chinese merchants also set new records, with live-streaming sales exceeding expectations, such as a 12-hour live stream generating $1.1731 million [4] - The expansion of the overseas team at Yaowang, which grew from several dozen to over 100 members, indicates a significant investment in localized operations [5] Group 3 - The promotional period has been extended, with Amazon starting its Black Friday promotions on November 20, leading to a seamless transition into Cyber Monday [6][10] - Consumer behavior has shifted, with increased emphasis on discounts and promotional offers, prompting businesses to allocate more budget towards discounts during live streams [10] - The use of AI tools in shopping decisions has surged, with 40% of users utilizing Amazon's AI chatbot on Black Friday, marking a 33% increase from earlier in the month [11] Group 4 - Some merchants reported that this year's Black Friday and Cyber Monday did not meet expectations, with one battery merchant aiming for $50 million in sales but only achieving slight growth compared to last year [12] - The concentration of traffic among top sellers has made it challenging for small and medium-sized businesses, prompting them to focus on specific platforms for better opportunities [12]