证券代码：002293 证券简称：罗莱生活 公告编号：2023-050 5、2021 年 10 月 22 日，公司披露了《关于 2021 年限制性股票激励计划首次授予登 记完成的公告》，公司本次限制性股票激励计划的首次授予对象为 146 人，授予 11,750,000 股。首次授予的限制性股票于 2021 年 10 月 25 日在深交所主板上市。 罗莱生活科技股份有限公司 关于调整2021年限制性股票激励计划公司层面业绩考核指 标的公告 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、误导性陈述或者重大遗漏。 罗莱生活科技股份有限公司（以下简称"公司"或"本公司"）于2023年8月21日 召开了第六届董事会第四次（临时）会议及第六届监事会第四次（临时）会议，根据 《上市公司股权激励管理办法》、《罗莱生活2021年限制性股票激励计划（草案）》 （以下简称"《草案》"）的有关规定，公司拟调整2021年限制性股票激励计划（以下 简称"本次激励计划"或"激励计划"）首次授予第三个解除限售期、预留授予第二个 解除限售期公司层面绩效考核指标，并相应修订《草案》及其摘要等相关内容。该事项 尚需提交 ...

中国上海市南京西路 1515 号静安嘉里中心一座 10 层 200040 10/F, Tower 1, Jing An Kerry Centre, 1515 West Nanjing Road, Shanghai 200040, China 电话 Tel: +86 21 6019 2600 传真 Fax: +86 21 6019 2697 电邮 Email: beijing@tongshang.com 网址 Web: www.tongshang.com 北京市通商律师事务所上海分所 关于罗莱生活科技股份有限公司 调整 2021 年限制性股票激励计划公司层面业绩考核指标 的法律意见书 致：罗莱生活科技股份有限公司 根据《中华人民共和国公司法》（"《公司法》"）、《中华人民共和国证券法》 （"《证券法》"）、《上市公司股权激励管理办法》（"《管理办法》"）等法律、 行政法规、部门规章及规范性文件（"法律法规"）和《罗莱生活科技股份有限公 司章程》（"《公司章程》"）的有关规定，北京市通商律师事务所上海分所（"本 所"）受罗莱生活科技股份有限公司（"公司"或"罗莱生活"）委托担任公司 2021 年限制性股票激励计划 ...

证券代码：002293 证券简称：罗莱生活 公告编号：2023-047 罗莱生活科技股份有限公司 1 二、对公司的影响 公司使用部分暂时闲置募集资金进行现金管理，是在确保公司募集资金投资项 目所需资金和保证募集资金安全的前提下进行的，不存在变相改变募集资金用途的 行为，不影响募集资金项目正常进行，有利于提高资金使用效率，减少财务费用， 降低运营成本，获得一定的投资收益，符合公司及全体股东的利益。 关于使用闲置募集资金进行现金管理的进展公告 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、误导性陈述或者重大遗漏。 根据《上市公司监管指引第2号—上市公司募集资金管理和使用的监管要求》、 《深圳证券交易所上市公司规范运作指引》等相关规定，为提高募集资金的使用效 率，减少财务费用，降低运营成本，罗莱生活科技股份有限公司（以下简称"公司"） 于 2023年4月18日、2023年5月17日召开的第六届董事会第二次会议、第六届监事会 第二次会议及2022年年度股东大会审议通过了《关于使用闲置自有资金和闲置募集 资金进行现金管理的议案》，同意使用不超过1.50亿元的闲置募集资金进行现金管 理，并授权 ...

| 投资者关系活动类别 | ☐特定对象调研 ☐分析师会议 | | --- | --- | | | ☐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） | | 参与单位名称及人员姓名 | 线上参与公司2022年度业绩说明会的全体投资者 | | 时间 | 2023年05月15日 15:00-17:00 | | 地点 | 价值在线（https://www.ir-online.cn/）网络互动 | | 上市公司接待人员姓名 | 总裁兼财务负责人 薛嘉琛先生 | | | 董事会秘书 薛霞女士 | | | 独立董事 唐善永先生 | | | 保荐代表人 崔传杨先生 1.贵公司搭建新的 ERP 系统主要应用在哪些方面? | | | 答:尊敬的投资者你好，公司持续打造数字化管理能力，2022 | | 投资者关系活动主要内容 | 年罗莱生活完成了数据中台二期建设，基于此平台，会员、门店、 | | 介绍 | 商品等运营基本实现数字化管理。2023年将继续着重于供应链可视 | | | 化以及前中台自动化应用等领域。同时，公司将推进未来智慧产业 | | ...

Financial Performance - The company's operating revenue for 2022 was ¥5,313,811,829.06, a decrease of 7.75% compared to ¥5,760,006,728.20 in 2021[20] - The net profit attributable to shareholders for 2022 was ¥573,507,809.84, down 19.59% from ¥713,214,591.37 in the previous year[20] - The net profit after deducting non-recurring gains and losses was ¥527,769,425.90, a decline of 22.22% from ¥678,532,924.14 in 2021[20] - The net cash flow from operating activities decreased by 40.70% to ¥431,661,981.67 from ¥727,932,232.60 in 2021[20] - Basic earnings per share for 2022 were ¥0.6840, down 20.43% from ¥0.8596 in the previous year[20] - Total assets at the end of 2022 were ¥6,981,870,366.64, an increase of 11.43% from ¥6,265,753,104.94 at the end of 2021[20] - The net assets attributable to shareholders increased by 2.68% to ¥4,168,528,134.06 from ¥4,059,709,474.51 in 2021[20] - The company's weighted average return on equity was 13.73%, down from 16.47% in the previous year[20] Revenue Breakdown - The revenue from standard suite products was ¥1,604,973,019.91, accounting for 30.20% of total revenue, down 15.45% from the previous year[59] - The revenue from the furniture segment increased by 6.50% to ¥1,185,561,997.56, representing 22.31% of total revenue[60] - In 2022, the total revenue from home textiles decreased by 14.84% to ¥829,103,007.91, while the revenue from bedding products decreased by 8.93% to ¥850,606,763.71[66] - Online sales revenue reached ¥1,481,616,093.30, with a year-on-year decrease of 8.06%[76] - Direct sales revenue was ¥309,369,170.74, reflecting a year-on-year decrease of 16.58%[76] - Franchise sales generated ¥1,860,989,892.82, with a year-on-year decrease of 8.28%[76] Market Trends and Strategies - The retail sales of clothing, shoes, and textiles in China decreased by 6.5% year-on-year, reflecting a challenging market environment[28] - The online retail sales of physical goods reached 11.96 trillion yuan in 2022, growing by 6.2% year-on-year, indicating a shift towards e-commerce[28] - The company focuses on a multi-brand strategy to cater to high-end and mass-market segments, including brands like LOVO and Lexington[32] - The overall consumption trend in China is expected to improve, providing new opportunities for the home textile sector in the long term[30] - The company aims to improve market share and competitive advantage by consolidating resources towards leading brands in the home textile industry[30] Research and Development - The company is enhancing its R&D capabilities by collaborating with international design institutions to align with global trends[34] - The company has developed over 60 new materials and functions based on ultra-soft technology, enhancing its product offerings[53] - In 2022, the company applied for 83 new patents, 65 trademarks, and 160 copyrights, with a total of 210 authorized patents and 1,239 registered trademarks by the end of the reporting period[54] - Total research and development investment amounted to CNY 112,538,057.53, down 9.90% from CNY 124,896,916.87 in 2021, representing 2.12% of operating revenue[91] - The number of R&D personnel increased by 5.32% to 317, with the proportion of R&D personnel in total employees rising to 8.15%[91] Operational Efficiency - The company is enhancing its logistics operations by integrating internal and external resources to reduce logistics costs while improving customer satisfaction[56] - The company is implementing a smart manufacturing path focused on standardization, automation, and digitalization to improve production efficiency and reduce costs[55] - The company reported a total inventory of 8,765,402 units, with an overall inventory turnover days of 185[80] - The provision for inventory impairment was ¥111,119,644.89, with a current year provision of ¥195,765,723.64[80] - The company's total production capacity increased to 14.34 million sets, with a utilization rate of 95.33%, down from 108.51% in the previous year[72] Marketing and Brand Development - The company is actively exploring new marketing channels such as live streaming and community marketing to enhance brand visibility and sales[52] - The brand's digital media strategy reached 2.2 billion people, marking a 32% increase in audience engagement year-over-year[84] - The company has established several self-owned brands targeting different customer segments, including "罗莱" and "LOVO"[81] - LOVO's collaboration with celebrity brand ambassador 任嘉伦 led to significant sales, achieving 4 million GMV in a single day during a live event[87] - The company is focusing on high-end custom services and optimized its membership system to enhance customer experience[88] Corporate Governance and Compliance - The company has established a robust corporate governance structure, including a board of directors and independent directors[128] - The company has a dedicated investor relations department to enhance communication with investors, ensuring their right to information[126] - The company emphasizes the importance of balancing the interests of stakeholders while maximizing profits[125] - The company has established a comprehensive internal audit system to effectively control daily operations and significant related transactions[128] - The internal control audit report issued a standard unqualified opinion, indicating effective internal control over financial reporting as of December 31, 2022[174] Future Outlook - The company provided a positive outlook for the next fiscal year, projecting a revenue growth of 25%[137] - The company plans to enhance its online sales platform, aiming for a 50% increase in e-commerce revenue[140] - The company is expanding its market presence in Southeast Asia, targeting a 25% market share within the next two years[140] - Research and development investments increased by 30%, focusing on innovative textile technologies[140] - The company is committed to enhancing shareholder value through a proposed dividend increase of 10%[137] Social Responsibility and Sustainability - The company reported a cash donation of 5.4734 million yuan for 8 charity projects in 2022, contributing significantly to poverty alleviation efforts[179] - The company aims to align with national carbon peak and carbon neutrality goals, actively promoting green and low-carbon development[177] - The company launched its first ESG report in June 2022, detailing its initiatives in sustainable development and corporate social responsibility[177] - The company has emphasized the importance of environmental protection and sustainable development in its business strategy[178] - The company has faced no administrative penalties for environmental issues during the reporting period[176]

Financial Performance - The company's revenue for Q1 2023 was ¥1,239,746,159.59, a decrease of 3.62% compared to ¥1,286,288,335.68 in the same period last year[5] - Net profit attributable to shareholders was ¥177,105,175.15, representing an increase of 11.13% from ¥159,362,926.29 year-on-year[5] - Basic earnings per share increased by 10.05% to ¥0.2092, up from ¥0.1901 in the same period last year[5] - Operating profit increased to ¥211,173,041.30, up 11.7% from ¥189,016,264.40 in the previous period[18] - Net profit for the current period is ¥176,520,546.84, representing an increase of 10.5% compared to ¥159,674,865.41 in the previous period[18] - Comprehensive income for the current period totaled ¥165,028,463.74, down from ¥183,699,241.12 in the previous period[19] Cash Flow and Liquidity - The net cash flow from operating activities surged by 725.51% to ¥168,809,678.79, compared to ¥20,449,246.20 in the previous year[5] - Cash flow from operating activities generated a net amount of ¥168,809,678.79, significantly higher than ¥20,449,246.20 in the previous period[21] - The net increase in cash and cash equivalents for Q1 2023 was 180,870,997.82 CNY, contrasting with a decrease of 90,297,753.36 CNY in Q1 2022[22] - The ending balance of cash and cash equivalents as of the end of Q1 2023 was 1,359,623,974.35 CNY, up from 1,041,724,705.32 CNY at the end of Q1 2022[22] Assets and Liabilities - Total assets at the end of the reporting period were ¥6,941,705,194.46, a decrease of 0.58% from ¥6,981,870,366.64 at the end of the previous year[5] - The total current liabilities decreased to RMB 1,716,359,961.11 from RMB 2,123,822,762.53, representing a reduction of about 19.2%[16] - The company's total liabilities decreased to RMB 2,579,673,487.05 from RMB 2,787,482,135.19, indicating a decrease of about 7.5%[16] - The total non-current liabilities increased to RMB 863,313,525.94 from RMB 663,659,372.66, showing an increase of about 30.1%[16] Equity and Retained Earnings - The equity attributable to shareholders increased by 4.04% to ¥4,336,756,238.34, compared to ¥4,168,528,134.06 at the end of the previous year[5] - The company's total equity as of March 31, 2023, was RMB 4,362,031,707.41, up from RMB 4,194,388,231.45 at the beginning of the year, reflecting an increase of approximately 4%[16] - The company’s retained earnings increased to RMB 2,182,604,224.52 from RMB 2,005,499,049.37, reflecting an increase of approximately 8.8%[16] Operational Efficiency - Total operating costs decreased to ¥1,041,446,583.76 from ¥1,110,199,884.54, reflecting a reduction of 6.2%[17] - Research and development expenses decreased to ¥25,383,009.08 from ¥32,801,177.19, a reduction of 22.7%[18] - The company experienced a 59.25% decrease in non-operating income, mainly due to a reduction in government subsidies received[9] Future Outlook - The company plans to continue expanding its market presence and investing in new product development to drive future growth[5] - The company reported a significant increase of 3321.23% in fair value gains, attributed to a higher volume of unexpired financial products[9] Borrowings - Short-term borrowings decreased by 31.94%, primarily due to the repayment of bank loans[9] - The company’s short-term borrowings decreased significantly to RMB 335,327,527.45 from RMB 492,693,784.87, a reduction of approximately 32%[16]

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。 证券代码：002293 证券简称：罗莱生活 公告编号：2023-028 罗莱生活科技股份有限公司 关于举行2022年度业绩说明会的公告 罗莱生活科技股份有限公司 董事会 2023 年 4 月 20 日 罗莱生活科技股份有限公司（以下简称"公司"）《2022 年年度报告》已于 2023 年 4 月 20 日披露，为便于广大投资者进一步了解公司 2022 年年度财务状 况和经营情况，公司定于 2023 年 5 月 15 日（星期一）15:00-17:00 举办 2022 年 度网上业绩说明会。 本次说明会将采用网络远程的方式举行，投资者可登录"价值在线"（www.ir- online.cn）参与本次业绩说明会。投资者可于 2023 年 5 月 14 日（星期日）17:00 前，将相关问题通过电子邮件的形式发送至公司邮箱：ir@luolai.com.cn。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。 出席本次网上业绩说明会的人员有：公司总裁兼财务负责人薛嘉琛先生、董 事会秘书薛霞女士、独立董事唐善永先生、 ...

Group 1: Company Development and Capacity Planning - The company plans to build a new smart industrial park, with the first phase of the logistics project starting in September 2022 and expected to be trialed in October 2023 [3] - The overall construction will focus on smart production, machine replacement, digital management, and rapid response, aligning with national carbon reduction policies [3] - The company has experienced over 100% capacity utilization for two consecutive years, indicating a significant demand for its products [3] Group 2: Store Expansion and Market Strategy - In 2022, the total number of stores increased to 2,518, with 115 new franchise stores and 21 new direct stores opened in the first half of the year [3] - Despite challenges from the pandemic, the company maintained a leading position in the industry and plans to continue expanding its store network [3] - The company aims to leverage retail data to enhance performance and support franchisees [3] Group 3: Pricing and Cost Management - The company has established strong relationships with suppliers, allowing it to manage raw material costs effectively and maintain reasonable pricing and profit margins [3] - The company does not plan to proportionally increase product prices despite rising raw material costs, leveraging its market position to maintain pricing power [3] Group 4: Consumer Demand and Product Trends - The primary demand for home textiles comes from daily replacements, weddings, and relocations, with a notable increase in consumer interest in sleep quality and home living concepts [4] - The company has expanded its product range to include seasonal and functional items, responding to changing consumer preferences [4] - The home textile industry has shown steady growth, with a trend towards premium products, as evidenced by the company's performance during major sales events [4]

Financial Performance - Revenue reached 124,997.61 million CNY, a year-on-year increase of 12.38% (previous year's growth: 3.17%) [3] - Total profit amounted to 21,728.73 million CNY, growing by 18.93% (previous year's growth: 12.53%) [3] - Net profit was 18,377.00 million CNY, with a year-on-year increase of 16.78% (previous year's growth: 14.78%) [3] - Gross margin improved by 3.53 percentage points to 48.32% [3] - Inventory decreased by 12.67%, and inventory turnover rate increased [3] Strategic Transformation - The company is steadily advancing strategic changes, focusing on transitioning from wholesale to retail and from home textiles to home furnishings [3] - Emphasis on enhancing supply chain management through improved product management teams and partnerships with leading supply chain firms [4] - Consideration of acquisitions of successful home goods companies to leverage their management expertise [4] Retail and Market Insights - The rental costs for department stores are decreasing, while shopping malls are more inclined towards home goods stores [5] - Post-transition to home goods, the single-store efficiency has significantly improved [5] - Retail performance in July and August remained stable year-on-year [5] Future Plans and Investments - The company plans to open 100 home goods stores, focusing on brands like 罗莱, KIDS, and 优家 [6] - Future store openings will primarily focus on home goods [6] - The e-commerce subsidiary aims to build the LOVO brand and operate the e-commerce platform [6] - The brand positioning of 罗莱 remains in the mid-to-high-end market despite the shift towards home goods [6] Acquisition Strategy - Future acquisitions will be considered through investment funds for investments and direct company investments for mergers [7] - Currently, the company is not considering acquiring suppliers due to excess production capacity [7] - Acquired home goods brands will be marketed without limiting to specific labels [7]

Group 1: Investment Fund Establishment - The company announced the establishment of two investment funds in collaboration with iResearch and Gobi Partners, with a total initial fund size of 300 million RMB and a 60 million USD fund, where the company subscribes to over 10% of the USD fund [3][4]. - iResearch is a leading consulting firm in internet data, known for its research on consumer behavior and industry data, aiming to leverage its strengths for project identification and data support for future internet investments [3][4]. - Gobi Partners focuses on smart hardware and health sleep industries, with the collaboration aimed at advancing the company's entry into smart home and big data sectors [5]. Group 2: Strategic Direction and Goals - The establishment of the funds aligns with the company's strategic focus on "big home" and "internet" sectors, addressing the need for deeper industry research and understanding [6]. - The company aims to enhance its capabilities in the smart home industry, which is seen as a key growth area and a gateway to big data applications [5][6]. - The investment strategy includes both short-term profit-generating enterprises and long-term growth opportunities in the home industry ecosystem [9]. Group 3: Financial Performance and Projections - The company forecasts a revenue growth of 0-10% and a profit growth of 10-20% for the year, with management aiming for higher performance based on market recovery and transformation effectiveness [10]. - The company has been focusing on expanding its investment activities, with plans to open 30-50 new stores this year, reflecting confidence in retail-driven growth [9]. - The net profit margin has been stable, influenced by the mix of owned and agency brands, with ongoing efforts to integrate franchise resources and strategic investments [7][8].