证券代码：002308 证券简称：威创股份 公告编号：2023-049 威创集团股份有限公司 关于转让公司全资子公司股权的公告 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。 一、交易概述 （一）基本情况 2023 年 8 月 8 日，威创集团股份有限公司（以下简称"公司"或"甲方"） 与江苏宝力重工科技有限公司（以下简称"宝力重工"或"乙方"）签署了《股 权转让协议》（以下简称"《协议》"），公司拟将其持有的北京红缨时代教育 科技有限公司（以下简称"红缨时代"）、北京金色摇篮教育科技有限公司（以 下简称"金色摇篮"）两家全资子公司 100%的股权转让给宝力重工，交易价格 为人民币 23,310 万元。本次交易完成后，公司将不再持有上述两家公司的股权， 公司的合并报表范围将发生变化。本次交易事项不涉及关联交易，亦不构成《上 市公司重大资产重组管理办法》规定的重大资产重组。 （二）审议程序 公司于 2023 年 7 月 26 日召开的第六届董事会第二次会议审议通过了《关于 转让公司全资子公司股权的议案》，与宝力重工签署了《股权转让协议》。经过 综合研判公司董事会 ...

2023 年 8 月 8 日，威创集团股份有限公司（以下简称"公司"）在广州高新 技术产业开发区科珠路 233 号公司会议室以现场与通讯相结合的方式召开了第 六届董事会第三次会议，会议通知已于 2023 年 8 月 3 日以通讯的方式送达各位 董事。本次会议应参加表决董事 9 人，实际参加表决董事 9 人，其中陆宇先生、 陈晓梦女士、耿志坚先生、曹秀明先生、张文栋先生、梁春晖先生、高芝平先生 以通讯方式表决。会议由董事长陆宇先生主持，公司高级管理人员列席了本次会 议。本次会议的召开符合《公司法》及《公司章程》的有关规定。 证券代码：002308 证券简称：威创股份 公告编号：2023-047 二、会议审议情况 威创集团股份有限公司 1、以9票同意，0票反对，0票弃权，审议通过了《关于取消召开2023年度 第三次临时股东大会的议案》。 第六届董事会第三次会议决议公告 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、会议召开情况 由于原定于2023年8月15日召开2023年度第三次临时股东大会审议的《关于 转让公司全资子公司股权的议案》内容有变化，故董事会决定 ...

Financial Performance - The company's revenue for Q1 2023 was ¥112,161,846.92, a decrease of 13.02% compared to ¥128,954,548.09 in the same period last year[5] - Net profit attributable to shareholders was ¥14,427,818.27, down 2.42% from ¥14,785,916.35 year-on-year[5] - Total operating revenue for Q1 2023 was CNY 112,161,846.92, a decrease of 12.4% compared to CNY 128,954,548.09 in the same period last year[18] - Net profit for Q1 2023 was CNY 14,427,284.04, slightly down from CNY 14,785,049.84 in Q1 2022, representing a decrease of 2.4%[19] - The total comprehensive income for the first quarter of 2023 was CNY 14,316,870.68, a slight decrease from CNY 14,735,982.15 in the same period last year[20] Cash Flow and Investments - The net cash flow from operating activities improved significantly to -¥2,227,403.71, an increase of 89.36% compared to -¥20,932,336.74 in the previous year[5] - The net cash flow from operating activities was negative CNY 2,227,403.71, improving from negative CNY 20,932,336.74 year-over-year[22] - Cash inflow from investment activities amounted to CNY 471,426,598.09, significantly higher than CNY 138,662,000.00 in the previous year[22] - The net cash flow from investment activities was CNY 57,344,184.77, a turnaround from negative CNY 635,144,380.78 in the same period last year[22] Assets and Liabilities - Total assets at the end of the reporting period were ¥2,303,801,376.90, a decrease of 1.49% from ¥2,338,705,512.34 at the end of the previous year[5] - Total assets decreased to CNY 2,303,801,376.90 from CNY 2,338,705,512.34, a decline of 1.5%[16] - Total liabilities decreased to CNY 314,343,049.14 from CNY 365,352,971.99, a reduction of 14.0%[16] Shareholder Information - The number of ordinary shareholders at the end of the reporting period was 45,234, with the top 10 shareholders holding a combined 45.38% of the shares[10] - Basic and diluted earnings per share remained stable at CNY 0.02, unchanged from the previous year[20] Equity and Return Metrics - The company’s total equity attributable to shareholders increased by 0.82% to ¥1,989,596,867.32 from ¥1,973,490,545.68 at the end of the previous year[5] - The weighted average return on equity was 0.73%, slightly down from 0.77% in the previous year[5] Operational Costs and Expenses - Total operating costs for Q1 2023 were CNY 95,093,145.20, down 17.4% from CNY 115,807,804.03 year-over-year[18] - Research and development expenses for Q1 2023 were CNY 11,032,160.75, slightly down from CNY 11,836,143.51 year-over-year[19] - The company paid CNY 66,861,479.19 in employee compensation, a decrease from CNY 75,167,545.88 year-over-year[22] Accounts Receivable and Inventory - The company reported a significant decrease in accounts receivable financing by 52.34% to ¥6,319,730.00, primarily due to the endorsement of bank acceptance bills[9] - Accounts receivable decreased to CNY 118,734,457.16 from CNY 129,213,117.02, a decline of 8.3%[14] - Inventory decreased to CNY 111,350,361.11 from CNY 116,577,105.75, a reduction of 4.5%[15] Other Financial Information - The company reported a financial expense of CNY -3,949,141.11, an improvement compared to CNY -9,948,475.20 in the previous year[19] - The company received CNY 2,042,766.35 in tax refunds, compared to CNY 986,712.90 in the same period last year[21] - The company paid a total of ¥26,975,000 in due diligence deposits and external loans from January 1 to April 14, 2023, all of which have been recovered as of the reporting date[12] - The company did not conduct an audit for the first quarter report[23]

Financial Performance - The company reported a significant increase in revenue, achieving a total of 1.5 billion RMB in 2022, representing a year-over-year growth of 15%[15]. - The company's operating revenue for 2022 was ¥514,534,867.78, a decrease of 25.28% compared to ¥688,643,272.31 in 2021[22]. - The net profit attributable to shareholders for 2022 was ¥41,926,412.21, a significant increase of 110.59% from a loss of ¥395,818,900.62 in 2021[22]. - The total revenue for the company in 2022 was CNY 514.53 million, representing a decrease of 25.28% compared to CNY 688.64 million in 2021[54]. - The gross margin for 2022 was reported at 40%, a slight increase from 38% in the previous year[112]. - Operating expenses increased by 5% year-over-year, primarily due to higher marketing costs associated with new product launches[112]. - The company reported a total revenue of 463.22 million, with a significant increase compared to previous years[101]. User Growth and Market Expansion - User data showed a growth in active users, reaching 2 million by the end of 2022, an increase of 25% compared to the previous year[15]. - The company plans to expand its market presence in Southeast Asia, targeting a 10% market share by 2025[15]. - The company is actively expanding its market presence by supporting the establishment of welfare-oriented childcare services in collaboration with employers[36]. - Market expansion plans include entering three new international markets by the end of 2023[112]. Research and Development - Investment in new technologies has increased by 30% in 2022, focusing on enhancing the ultra-high-definition digital splicing wall systems[15]. - The company has filed 50 new invention patents and received 36 new authorized patents, reinforcing its commitment to innovation and intellectual property[43]. - The company is focusing on multiple R&D projects, including cloud screen technology and integrated early childhood education solutions, aimed at enhancing revenue and market competitiveness[65]. - The company is investing 200 million RMB in R&D for new technologies aimed at enhancing user experience[112]. Corporate Governance and Management - The company is committed to enhancing its corporate governance practices, as detailed in the annual report[15]. - The company has established an independent human resources management department, ensuring compliance with labor laws and regulations[94]. - The financial accounting department operates independently, adhering to accounting laws and regulations, with no guarantees provided for shareholders or related enterprises[96]. - The company’s management structure is designed to operate independently, with no mixed operations or shared offices with controlling shareholders[97]. - The company has a strong emphasis on corporate governance with experienced individuals in key positions[105]. Financial Strategy and Shareholder Returns - The company plans to utilize idle funds for financial management, as approved in the 2022 shareholder return plan[99]. - The company has a structured plan for shareholder returns over the next three years (2022-2024)[99]. - The company did not propose any cash dividend distribution during the reporting period despite having a positive profit available for distribution to shareholders[133]. - The total pre-tax remuneration for the board of directors and senior management during the reporting period amounted to 737.41 million CNY[118]. Challenges and Risks - The management has identified key risks for future operations, including market competition and regulatory changes, which could impact growth[4]. - The company faced challenges in the ultra-high-definition digital splicing wall system business due to increased market competition and declining gross margins[33]. - The children's growth platform business faced significant impacts due to external factors, with many kindergartens unable to open, leading to a slowdown in service and product procurement[52]. - The company recognizes risks in the children's growth platform due to intensified competition and potential revenue declines from the transition of kindergartens to inclusive models[85]. Legal Matters and Compliance - The company is involved in a lawsuit regarding equity disputes with Wang Hongbing, with a claimed amount of RMB 54.91 million, and the court has ruled for the company to receive RMB 21,033,804.70 as a penalty[169]. - The company is also engaged in a lawsuit concerning equity transfer disputes with Liu Kef and Huisheng, with a claimed amount of RMB 82.64 million, currently in the first instance[170]. - The company has reported a total of RMB 118.12 million in other ongoing litigation or arbitration cases, which are either concluded or in progress[170]. - The company has not faced any administrative penalties related to environmental issues during the reporting period[145]. Employee and Operational Insights - The total number of employees at the end of the reporting period was 669, with 487 in the parent company and 182 in major subsidiaries[129]. - The professional composition of employees includes 364 sales personnel, 119 technical personnel, and 50 production personnel[129]. - The company has implemented a training program that includes various training types such as new employee orientation and management training[131]. - The company strictly adheres to labor laws and provides competitive salaries to motivate employees[130].

Group 1: Company Transformation and Strategy - The company is transitioning from a hardware manufacturer to a solution provider, focusing on data visualization and decision-making efficiency [1] - The large screen splicing system is designed to integrate massive data types, enhancing real-time decision-making for clients [1] - The company aims to increase the proportion of software revenue while maintaining hardware product sales [1] Group 2: Service and Client Engagement - The company categorizes user demands for large screen systems to create standardized operational platforms [1] - Existing solutions have established multiple platforms that promote secondary sales of products and continuous updates of software solutions [1] - Annual service revenue is generated through operational maintenance, which helps build direct relationships with users for new information [1] Group 3: Compliance and Governance - The company adhered to investor relations management regulations during the reception process, ensuring no significant undisclosed information was leaked [2] - A commitment letter was signed in accordance with relevant regulations from the Shenzhen Stock Exchange [2]

证券代码：002308 证券简称：威创股份 广东威创视讯科技股份有限公司投资者关系活动记录表 编号：IRM2015－001 | --- | --- | |-----------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ...

证券代码：002308 证券简称：威创股份 广东威创视讯科技股份有限公司投资者关系活动记录表 编号：IRM2016－002 | --- | --- | --- | --- | |-------------------|--------------------------|----------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ...

Group 1: Company Strategy and Market Position - The company maintains a dominant market share in the large screen display splicing wall business, exceeding 30% in China [1] - The DLP splicing wall business ranks first nationally, with a gross margin of 50% [1] - The company is transitioning from hardware to a combination of hardware and software solutions, which may temporarily impact profit growth [1] Group 2: Early Childhood Education Strategy - The company plans to invest 1.2 billion CNY in integrated solutions for kindergarten operations [1] - The strategy focuses on expanding both the quantity and quality of kindergartens through acquisitions and platform construction [1] - Increase the number of franchised kindergartens [1] - Develop a platform for human resource management, IT infrastructure, quality teaching materials, and equipment [1] Group 3: Project Investments - A flagship kindergarten upgrade and children's arts training center project is budgeted at 1.3 billion CNY [2] - The project aims to renovate older kindergartens in key cities to enhance educational quality and operational efficiency [2] - Establish regional children's arts training centers to extend the company's early education service chain [2] Group 4: Compliance and Governance - The company adhered to the "Investor Relations Management System" during the investor meeting, ensuring no significant undisclosed information was leaked [2]

Group 1: Company Information - Securities Code: 002308 [1] - Securities Abbreviation: Weichuang Co., Ltd. [1] - Company Name: Guangdong Weichuang Video Technology Co., Ltd. [1] Group 2: Investor Relations Activity - Activity Type: Investor Relations Activity [1] - Date of Activity: November 3, 2016 [2] - Location: Not specified [1] - Hosting Personnel: Not specified [1] Group 3: Attachments - Attachment List: None [2]