Group 1 - The legal opinion letter confirms that the 2024 annual general meeting of Huangshi Group Co., Ltd. was convened and held in accordance with relevant laws and regulations [2][4][12] - The meeting was called by the company's board of directors, and the notice was published on multiple platforms including China Securities Journal and Shanghai Securities Journal [3][4] - The meeting took place on May 21, 2025, at the company's conference room in Nanning, Guangxi, and was presided over by the chairman [3][5] Group 2 - A total of 23 shareholders and their proxies attended the meeting, representing 78 shareholders and 232,047,808 shares, which is 27.8768% of the total shares [5][6] - The meeting also allowed for online voting, with 308 shareholders participating, representing 18,767,680 shares, or 2.2547% of the total shares [5][6] - The qualifications of the attendees and the convenor were confirmed to be valid and in compliance with legal requirements [5][11] Group 3 - The voting process combined both on-site and online methods, adhering to the company's articles of association and relevant regulations [6][11] - All proposed resolutions were consistent with the board's announcements, and no new proposals were introduced during the meeting [6][11] - The results of the voting showed overwhelming support for the resolutions, with most receiving over 99% approval [7][10][11] Group 4 - The legal opinion concludes that the meeting's procedures, participant qualifications, and voting results are all valid and comply with applicable laws and regulations [11][12]

Meeting Overview - The meeting was held on May 21, 2025, from 14:30 to 15:30, combining on-site and online voting methods [1] - The location of the meeting was at the company's conference room in Nanning, Guangxi [1] - A total of 331 participants represented 386 shareholders, with shares totaling 250,815,488, accounting for 30.1315% of the company's voting shares [1] Shareholder Participation - Among the participants, 326 were small shareholders representing 381 shareholders and 30,555,780 shares, which is 3.6708% of the voting shares [2] - The on-site voting participation was 27.8768%, while 308 shareholders participated through online voting, representing 18,767,680 shares, or 2.2547% of the voting shares [1][2] Proposal Voting Results - The meeting reviewed several proposals, including the 2024 profit distribution plan and the 2025 mid-term cash dividend proposal [3] - Special voting items (Proposal 8, 9, and 11) required more than 2/3 of the valid voting rights held by attending shareholders to pass [3] - Proposal 9 involved the incentive plan for restricted stock, with 18,788,620 shares abstaining from voting [3] Legal Compliance - The meeting's procedures complied with the Company Law and relevant regulations, ensuring the legality of the attendees and voting results [4] - The resolutions were confirmed by signatures from attending directors and the recording person, along with the board seal [4]

证券代码：002329 证券简称：皇氏集团 公告编号：2025-044 皇氏集团股份有限公司 2024 年度股东大会决议公告 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： 4．根据《公司法》《公司章程》《上市公司股东大会规则》的相关规定， 议案 8、议案 9、议案 11 对中小投资者的表决单独计票。 一、会议召开和出席情况 （一）现场会议召开时间：2025 年 5 月 21 日下午 14:30-15:30； 通过深圳证券交易所交易系统网络投票时间：2025 年 5 月 21 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：2025 年 5 月 21 日 9:15-15:00 期间的任意时间。 （二）召开地点：广西南宁市高新区丰达路 65 号公司会议室； （三）召开方式：现场投票和网络投票相结合； 1 1．本次股东大会未出现否决议案的情形。 2．本次股东大会未涉及变更前次股东大会决议的情形。 3．本次会议以现场投票和网络投票相结合的方式召开。 （四）召集人：本公司董事 ...

北京市康达律师事务所关于 北京市朝阳区建外大街丁 12 号英皇集团中心 8、9、11 层 8/9/11/F, Emperor Group Centre, No.12D, Jianwai Avenue, Chaoyang District, Beijing,100022, P.R.China 电话/Tel.:010-50867666 传真/Fax:010-56916450 网址/Website:www.kangdalawyers.com 北京 西安 深圳 海口 上海 广州 杭州 沈阳 南京 天津 菏泽 成都 苏州 呼和浩特 香港 武汉 郑州 长沙 厦门 重庆 合肥 宁波 济南 昆明 南昌 皇氏集团股份有限公司 2024 年度股东大会 1、本所律师所发表的法律意见，仅依据本法律意见书出具日以前发生或存在的事 实并基于本所律师对有关法律、法规和规范性文件的理解而形成。在本法律意见书中， 本所律师仅就公司本次会议的召集和召开程序、出席会议人员和召集人的资格、会议 的表决程序和表决结果等事项进行审查和见证后发表法律意见，不对本次会议所审议 议案的内容以及在议案中所涉及的事实和数据的真实性和准确性发表意见。 2、本所律师 ...

Core Viewpoint - The dairy industry is experiencing a significant downturn in 2024, with a notable decline in revenue and profit across many companies, attributed to oversupply, weakened demand, and high inventory levels [1][2][3]. Industry Overview - In 2023, 19 dairy companies in A-shares reported a total revenue of 184.83 billion yuan, a year-on-year decrease of 7.44%. 14 companies experienced revenue declines, compared to only 6 the previous year [1]. - The total net profit for these companies fell from 13.10 billion yuan to 9.58 billion yuan, with 13 companies reporting profit declines [1]. - The dairy industry has faced a continuous decline in raw milk prices since 2021, with the dairy index dropping over 50% from its peak in January 2021 to its low in September 2024 [1]. Company Performance - Yili Group remains the dominant player in the industry, with a revenue of 115.78 billion yuan, followed by Bright Dairy, New Hope Dairy, and San Yuan Dairy, with revenues of 24.28 billion yuan, 10.67 billion yuan, and 7.01 billion yuan, respectively [1]. - The revenue of Yili Group decreased by 8.24%, while Bright Dairy and San Yuan Dairy saw declines of 8.33% and 10.73%, respectively [2][6]. - The number of companies with revenue declines increased from 6 to 14, indicating that nearly 74% of dairy companies faced revenue drops, with a median decline of 10.75% [3]. Notable Declines - The five companies with the most significant revenue declines include Huangshi Group, Pinwa Food, Panda Dairy, Jiahe Food, and Xibu Dairy, all of which have revenues below 2.5 billion yuan [3]. - Huangshi Group's revenue dropped significantly due to the transfer of its subsidiaries and ongoing diversification efforts that have not yielded expected returns [3]. - Pinwa Food, primarily an imported food company, reported a 24.9% decrease in revenue, while Panda Dairy faced overall product declines due to weak consumer demand [4]. Growth Opportunities - Five dairy companies reported revenue growth, including Huirong Technology, Beingmate, Yiming Food, Tianrun Dairy, and Knight Dairy, with Huirong Technology showing the highest growth due to its focus on plant-based and dairy fats [5]. - Beingmate, specializing in infant formula and nutritional products, achieved a revenue increase of 9.7%, although its gross margin declined due to increased sales discounts [5].

Group 1: Company Performance and Strategy - The company achieved a year-on-year growth of 4.74% in the dairy sector despite an overall decline in the domestic dairy industry [5] - The company reported a loss of approximately 680 million yuan for the fiscal year 2024, primarily due to litigation-related provisions and impairment losses [9] - The company aims to achieve a revenue target of 10 billion yuan by 2028, focusing on a full-chain competitive strategy in the dairy industry [12][14] Group 2: Product Differentiation and Market Expansion - The increasing popularity of buffalo milk is evidenced by rising search indices, indicating a growing market acceptance [4] - Buffalo milk has a higher dry matter content compared to regular milk, making it suitable for children transitioning from formula to whole milk [4] - The company is leveraging partnerships with leading infant product companies and top tea brands to expand its market share [4] Group 3: Future Outlook and Challenges - The dairy industry is undergoing a transformation towards high-quality development, facing pressures from both supply and demand sides [6] - The company is actively planning to expand its production capacity with the new factory in Anhui, designed for an annual capacity of 250,000 tons, set to begin operations in late 2025 [7] - The company is exploring international markets for buffalo milk products, aiming to establish a global brand presence [12]

资金面上看，今日钙钛矿电池概念板块获主力资金净流出8.52亿元，其中，43股获主力资金净流出，6 股主力资金净流出超5000万元，净流出资金居首的是通威股份，今日主力资金净流出1.57亿元，净流出 资金居前的还有东方日升、华工科技、宝馨科技等，主力资金分别净流出1.01亿元、7027.41万元、 6968.75万元。今日主力资金净流入居前的概念股有中国核电、天合光能、皇氏集团等，主力资金分别 净流入5749.94万元、2700.49万元、704.86万元。（数据宝） 钙钛矿电池概念资金流出榜 | 代码 | 简称 | 今日涨跌幅（%） | 今日换手率（%） | 主力资金流量（万元） | | --- | --- | --- | --- | --- | | 600438 | 通威股份 | -3.05 | 2.16 | -15722.00 | | 300118 | 东方日升 | -5.01 | 9.71 | -10052.61 | | 000988 | 华工科技 | 1.36 | 3.34 | -7027.41 | | 002514 | 宝馨科技 | 1.40 | 24.18 | -6968.75 | | 60101 ...

Core Viewpoint - The case highlights the legal implications of companies using "hidden commitments" to counter the lifting of lock-up restrictions on shares, which can lead to information disclosure violations and doubts about the authenticity of such commitments [1][2]. Group 1: Case Background - The dispute involves Dongfang Securities and Huangshi Group, stemming from a 10-year-old acquisition transaction related to a share pledge repurchase business default [2]. - Huangshi Group issued shares to Li in 2014 for acquiring 100% of Yujia Film and Television Group, with performance commitments tied to the lifting of share restrictions [2]. - Li pledged the shares to Dongfang Securities for a repurchase transaction, but due to default, the shares were transferred to Dongfang Securities [2]. Group 2: Legal Proceedings - Dongfang Securities sued Huangshi Group for infringing shareholder rights, while Huangshi Group claimed it was not at fault and that Dongfang Securities should adhere to Li's commitments [3]. - Huangshi Group provided a "Commitment Letter" during the litigation, asserting that the conditions for lifting the restrictions were not met [3]. - The court found that Huangshi Group had previously confirmed the completion of performance commitments exceeding 100% from 2014 to 2017 [3]. Group 3: Judicial Challenges - The case raises questions about the effectiveness of lock-up commitments in relation to transferees and whether judicial execution can nullify such commitments [4]. - There are numerous cases where public commitments have been used to counter requests for lifting restrictions, with companies generally prevailing [4]. - The focus of the dispute includes the authenticity of the "Commitment Letter," the validity of shareholder resolutions, and the determination of damages for non-compliance [5][6]. Group 4: Court's Ruling - The Shanghai Financial Court ruled that companies must cooperate in lifting restrictions when the relevant commitments have been fulfilled, and cannot use undisclosed hidden commitments as a defense [6]. - The court emphasized the importance of preventing shareholders from exploiting information asymmetry to gain short-term benefits, which could harm the company and other shareholders [6].

Group 1 - The company will hold its 2024 annual performance briefing on May 15, 2025, from 15:00 to 17:00, via an online interactive format [3][4] - Investors can submit questions before the meeting through a designated website or by scanning a QR code, and the company will address common concerns during the briefing [5] - Key participants in the meeting will include the Chairman and President, Vice Presidents, Independent Directors, and the Financial Officer, although attendance may vary due to special circumstances [4][5] Group 2 - The meeting will be hosted on the "Value Online" platform, and investors can access the meeting details and main content afterward through the same platform or the Yidong app [6] - The company emphasizes the importance of investor feedback and aims to engage in comprehensive communication regarding its operational performance and strategic development [3][6]

证券代码：002329 证券简称：皇氏集团 公告编号：2025–043 皇氏集团股份有限公司 关于举办2024年度业绩说明会的公告 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。 重要内容提示： 皇氏集团股份有限公司（以下简称"公司"）已于 2025 年 4 月 25 日在巨潮 资讯网上披露了《2024 年年度报告全文》及《2024 年年度报告摘要》。为便于 广大投资者更加全面深入地了解公司经营业绩、发展战略等情况，公司定于 2025 年 5 月 15 日（星期四）15:00-17:00 在"价值在线"（www.ir-online.cn）举办 会议召开时间：2025 年 5 月 15 日（星期四）15:00-17:00 会议召开方式：网络互动方式 会议召开地点：价值在线（www.ir-online.cn） 会议问题征集： 投资者可于 2025 年 5 月 15 日 前 访问网址 https://eseb.cn/1nTrrQeDn9e 或使用微信扫描下方小程序码进行会前提 问，公司将通过本次业绩说明会，在信息披露允许范围内就投资者普遍 关注的问题进行回答。 皇氏 ...