北京德恒律师事务所 关于 天娱数字科技（大连）集团股份有限公司 2024 年年度股东大会的 2024 年年度股东大会的 法律意见 法律意见 电话:010-52682888 传真:010-52682999 邮编:100033 北京市西城区金融街 19 号富凯大厦 B 座 12 层 北京德恒律师事务所 关于天娱数字科技（大连）集团股份有限公司 2024 年年度股东大会的法律意见 北京德恒律师事务所 关于天娱数字科技（大连）集团股份有限公司 德恒01G20250279-01号 致：天娱数字科技（大连）集团股份有限公司 北京德恒律师事务所 关于天娱数字科技（大连）集团股份有限公司 2024 年年度股东大会的法律意见 法》《律师事务所证券法律业务执业规则（试行）》等现行有效的法律、法规、 规章、规范性文件以及《天娱数字科技（大连）集团股份有限公司章程》（以下 简称"《公司章程》"）的有关规定及本法律意见出具日以前已经发生或者存在 的事实，对公司提供的文件和有关事实进行了充分的审查和验证，并出席了公司 本次股东大会，严格履行了法定职责，遵循了勤勉尽责和诚实信用原则，进行了 充分的核查验证，保证本法律意见所认定的事实真实、 ...

Core Insights - The esports sector has seen a rise of 2.69%, ranking 10th among concept sectors, with 30 stocks increasing in value, led by Zhejiang Wenhu Internet, which hit the daily limit, and notable gains from Huali Technology and Shunwang Technology at 15.04% and 5.60% respectively [1][2] Group 1: Market Performance - The esports concept sector recorded a net inflow of 696 million yuan, with 19 stocks experiencing net inflows, and 5 stocks exceeding 50 million yuan in net inflow [2] - The top net inflow stock was Zhejiang Wenhu Internet, attracting 315 million yuan, followed by Huali Technology and Giant Network with net inflows of 143 million yuan and 105 million yuan respectively [2][3] Group 2: Stock Performance - The leading stocks in the esports sector based on net inflow ratio were Zhejiang Wenhu Internet at 23.85%, Huali Technology at 16.79%, and Giant Network at 16.14% [3] - Other notable performers included Tianyu Digital with a net inflow of 58.84 million yuan and a net inflow ratio of 4.40% [3]

Summary of Conference Call Records Company and Industry Involved - **Company**: Tianyu Digital Technology (天娱数科, 002354) - **Industry**: AI Marketing SaaS and Medical Device Components Key Points and Arguments Tianyu Digital Technology (天娱数科) 1. **AI Marketing Model**: The company is leveraging its self-developed AI advertising model to reduce costs through AIGC (AI-Generated Content) and enhance advertising quality and efficiency. The model is expected to drive growth in the AI marketing SaaS sector [1][4][7] 2. **Financial Performance**: In 2024, the company is projected to significantly reduce its losses, with a net profit of -118 million yuan compared to -1.087 billion yuan in 2023. In Q1 2025, revenue is expected to reach 485 million yuan, a year-on-year increase of 31.15% [1][4][5] 3. **Revenue Forecast**: Revenue projections for 2025-2027 are 1.894 billion yuan, 2.196 billion yuan, and 2.415 billion yuan respectively, with net profits expected to be 45 million yuan, 52 million yuan, and 62 million yuan [1][5][6] 4. **User Growth**: The AI marketing platform has produced over 30,500 scripts, with 22.07% being AI-generated. The platform has also created 2.004 million short videos, with 9.4% being AI-generated, and has registered 8.02 million users [7] 5. **Risk Factors**: Potential risks include intensified market competition and slower-than-expected AI technology development [1] Yirui Technology (奕瑞科技, 688301) 1. **CT Tube Market**: The company is focusing on the domestic CT tube market, which is currently over 200 billion yuan and heavily reliant on imports, with a domestic replacement rate of less than 10% [2][11][16] 2. **Production Timeline**: The company plans to mass-produce its 8.0MHU ball-bearing CT tube by November 2025, following the establishment of a dedicated team in 2022 [2][19] 3. **Profit Forecast**: Expected net profits for 2025-2027 are 702 million yuan, 920 million yuan, and 1.202 billion yuan, with growth rates of 51.0%, 31.0%, and 30.7% respectively [2][13][14] 4. **Market Opportunities**: The recent anti-dumping investigation by the Ministry of Commerce on imported CT tubes may provide significant opportunities for domestic manufacturers [17] Other Important but Possibly Overlooked Content 1. **Technological Advancements**: Yirui Technology has made breakthroughs in core technologies for CT tubes, including laser material etching and liquid metal bearing technology, which are crucial for enhancing product performance [18][22] 2. **Market Dynamics**: The CT tube market is characterized by high competition, with major players being American companies. The company aims to capture a significant market share through its technological advancements and local production [11][16] 3. **Investment in Capacity**: Yirui Technology plans to raise approximately 1.174 billion yuan to increase production capacity, which will facilitate the domestic replacement of key components in medical devices [13][19]

股票代码：002354 股票简称：天娱数科 编号：2025—023 天娱数字科技（大连）集团股份有限公司 关于 2024 年度网上业绩说明会召开情况的公告 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。 为便于广大投资者进一步了解天娱数字科技（大连）集团股份有限公司（以 下简称"公司"）2024 年度经营情况，公司于 2025 年 5 月 9 日下午 15:00 至 17:00 在进门财经举行了 2024 年度网上业绩说明会。本次业绩说明会的召开事项详见 公司于 2025 年 4 月 18 日在巨潮资讯网（www.cninfo.com.cn）上披露的《关于举 行 2024 年年度报告网上业绩说明会的公告》。现将本次业绩说明会的召开情况 公告如下： 一、本次业绩说明会召开情况 2025 年 5 月 9 日下午 15:00 至 17:00，董事长徐德伟先生，董事、总经理贺 晗先生，董事、副总经理刘玉萍女士，独立董事刘红霞女士，董事会秘书刘笛先 生等高级管理人员出席了本次业绩说明会。 本次业绩说明会上公司就 2024 年年度报告、经营状况、业务发展等问题与 投资者进 ...

Core Viewpoint - On May 7, the Shanghai Composite Index rose by 0.8%, the Shenzhen Component Index increased by 0.22%, and the ChiNext Index gained 0.51%, indicating a positive market trend for the day [2]. Group 1: Stock Performance - Tianyu Shuke (002354.SZ) saw the highest net inflow of funds, amounting to 214 million yuan, representing 7.7% of its total trading volume, and closed with a gain of 10.05% and a turnover rate of 24.92% [2][4]. - Changshan Pharmaceutical (300255.SZ) experienced the largest net outflow of funds, totaling 192 million yuan, which accounted for 7.18% of its total trading volume, and closed up by 20.02% with a turnover rate of 10.63% [6][8]. Group 2: Institutional and Northbound Fund Activity - On May 7, 19 stocks on the Dragon and Tiger list saw institutional participation, with a total net purchase of approximately 94.99 million yuan, where institutions net bought 8 stocks and net sold 11 stocks [6][10]. - The stock with the highest net purchase by institutions was Tianyuan Dike (300047.SZ), which closed up by 8.46% with a turnover rate of 48.9% [7]. - Northbound funds participated in 12 stocks on the Dragon and Tiger list, with a total net purchase of 246 million yuan, where the highest net purchase was in Zongshen Power (001696.SZ) at 54.62 million yuan [11]. Group 3: Divergence in Fund Flows - Both institutions and northbound funds jointly net bought Tianyuan Dike and Changshan Pharmaceutical, while they jointly net sold Construction Industry and Suoao Sensor [12][13]. - In Tianyu Shuke, there was a divergence where institutions net sold 13.05 million yuan while northbound funds net bought 33.67 million yuan [12].

Core Viewpoint - Tianyu Digital Science experienced a significant increase of 10.04% on May 7, with a deviation of 7% in daily growth, indicating strong market interest and activity [1] Trading Activity - The top five buying entities collectively purchased 430 million yuan, while the top five selling entities sold 216 million yuan, resulting in a net inflow of 214 million yuan [1] - The largest buying entity, Shen Stock Connect, bought 129.75 million yuan, followed by Guotai Junan Securities with purchases of 64.80 million yuan and 51.43 million yuan from two different branches [1] - The largest selling entity, Shen Stock Connect, sold 96.08 million yuan, with other significant sales from Dongfang Caifu Securities [1] Detailed Trading Data - The top five buying departments and their respective amounts are as follows: - Shen Stock Connect: 129.75 million yuan (buy), 96.08 million yuan (sell), net: 33.67 million yuan - Guotai Junan Securities, Shanghai New Zha Road: 64.80 million yuan (buy), 0.00 million yuan (sell), net: 64.80 million yuan - Guotai Junan Securities, Shanghai Jiangsu Road: 51.43 million yuan (buy), 1.12 million yuan (sell), net: 40.26 million yuan - Kaiyuan Securities, Xi'an Taihua Road: 42.25 million yuan (buy), 0.01 million yuan (sell), net: 42.24 million yuan - Guotai Junan Securities, Shanghai Songjiang Zhongshan East Road: 40.49 million yuan (buy), 0.22 million yuan (sell), net: 40.27 million yuan [1] - The top five selling departments and their respective amounts are as follows: - Shen Stock Connect: 129.75 million yuan (buy), 96.08 million yuan (sell), net: 33.67 million yuan - Dongfang Caifu Securities, Lhasa Financial City South Ring Road: 30.44 million yuan (buy), 32.60 million yuan (sell), net: -0.21 million yuan - Dongfang Caifu Securities, Lhasa Tuanjie Road: 31.57 million yuan (buy), 26.49 million yuan (sell), net: 0.51 million yuan - Dongfang Caifu Securities, Lhasa East Ring Road: 29.24 million yuan (buy), 26.35 million yuan (sell), net: 0.29 million yuan - Institutional Special: 0.97 million yuan (buy), 22.72 million yuan (sell), net: -13.05 million yuan [1]

Market Performance - The Sora (Wensheng Video) concept declined by 0.80%, ranking among the top decliners in the concept sector, with *ST Tianze hitting the daily limit down [1] - Among the concept stocks, Tianyu Digital Science surged by 10.04%, followed by Fushi Holdings at 1.19% and Daheng Technology at 0.67% [1] Capital Flow - The Sora concept experienced a net outflow of 368 million yuan, with 28 stocks seeing net outflows, and 10 stocks with outflows exceeding 30 million yuan [1] - The stock with the highest net outflow was Jincai Huilian, with a net outflow of 89.09 million yuan, followed by ZheShu Culture and Huace Film & TV with outflows of 69.59 million yuan and 53.24 million yuan respectively [1] Top Gainers and Losers - The top gainers in the Sora concept included Tianyu Digital Science, Fushi Holdings, and Xinhua Net, with net inflows of 267.44 million yuan, 12.00 million yuan, and 9.87 million yuan respectively [2] - The stocks with the largest net outflows included Jincai Huilian, ZheShu Culture, and Huace Film & TV, with outflows of 89.09 million yuan, 69.59 million yuan, and 53.24 million yuan respectively [2]

New Stock Offerings - ST Xinchao (600777) has two tender offer periods: April 8 to May 7, 2025, and April 23 to May 22, 2025[1] - Puli Tui (300630) is in the delisting arrangement period with 13 trading days remaining[1] - ST Yushun (002289) and ST Jingan (600190) are also highlighted for their recent announcements[1] Market Alerts - Jinlitai (300225) has been flagged for severe abnormal fluctuations[1] - Guoguang Chain (605188) and Dongfang Tong (300379) have recent announcements regarding their trading status[1] - Multiple stocks including Huadian Energy (600726) and Huadian Liaoning (600396) have recent updates as of April 29, 2025[1] Trading Periods - The last trading day for several stocks is approaching, with specific mention of ST Yushun and ST Jingan[1] - The report indicates that various stocks are under observation due to unusual trading activities[2]

Market Overview - The Shanghai Composite Index fell by 0.05% on April 29, with 19 sectors experiencing gains, led by the beauty and personal care sector at 2.60% and machinery equipment at 1.44% [1] - The media industry ranked third in terms of daily gains [1] - The utilities and comprehensive sectors had the largest declines, at 1.78% and 0.97% respectively [1] Capital Flow Analysis - The main capital outflow from the two markets totaled 1.259 billion yuan, with 11 sectors seeing net inflows [1] - The machinery equipment sector led with a net inflow of 2.502 billion yuan, followed by the basic chemical industry with a net inflow of 615 million yuan [1] - The utilities sector had the highest net outflow, totaling 2.127 billion yuan, followed by the oil and petrochemical sector with a net outflow of 551 million yuan [1] Media Industry Performance - The media industry rose by 1.27% with a net capital inflow of 257,800 yuan, comprising 130 stocks, of which 106 rose and 22 fell [2] - Notable stocks with significant net inflows included Focus Media with 124 million yuan, ST Huaton with 106 million yuan, and Tom Cat with 49.15 million yuan [2] - The media industry also saw significant net outflows, with Tianyu Shuke leading at 158.19 million yuan, followed by Zhangyue Technology and Wanda Film with outflows of 77.71 million yuan and 59.43 million yuan respectively [4]

股票代码：002354 股票简称：天娱数科 编号：2025—022 天娱数字科技（大连）集团股份有限公司 关于公司股票交易异常波动的公告 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、股票交易异常波动的情况介绍 天娱数字科技（大连）集团股份有限公司（以下简称"公司"）股票（股票 简称：天娱数科；股票代码：002354）于 2025 年 4 月 25 日、2025 年 4 月 28 日 连续两个交易日收盘价格涨幅偏离值累计超过 20％。根据《深圳证券交易所交 易规则》的规定，属于股票交易异常波动的情况。 二、公司关注并核实的相关情况 针对公司股票交易异常波动的情形，公司董事会依照规定开展了自查，并致 函公司第一大股东对相关事项进行了核实，现将有关情况说明如下： 1、经公司自查，公司前期披露的信息不存在需要更正、补充之处；公司未 发现公共传媒报道了可能或已经对本公司股票交易价格产生较大影响的未公开 重大信息。 2、经公司自查，公司目前生产经营活动正常。公司已披露的市场环境、内 外部生产经营环境未发生重大变化。 3、经公司自查，截至本公告披露日，公司不存在应披 ...