金发拉比妇婴童用品股份有限公司 2025 年半年度报告全文 1 金发拉比妇婴童用品股份有限公司 2025 年半年度报告全文 金发拉比妇婴童用品股份有限公司 公司需遵守《深圳证券交易所上市公司自律监管指引第 3 号——行业信息披露》中的 "纺织服装相关业务"的披露要求，请参阅本年报"第三节 管理层讨论与分析"。 公司计划不派发现金红利，不送红股，不以公积金转增股本。 2025 年半年度报告 【2025 年 8 月 27 日】 2 金发拉比妇婴童用品股份有限公司 2025 年半年度报告全文 第一节 重要提示、目录和释义 公司董事会、监事会及董事、监事、高级管理人员保证半年度报告内容的真实、准确、 完整，不存在虚假记载、误导性陈述或者重大遗漏，并承担个别和连带的法律责任。 公司负责人林浩亮、主管会计工作负责人林贵贤及会计机构负责人(会计主管人员)汤 少珠声明：保证本半年度报告中财务报告的真实、准确、完整。 所有董事均已出席了审议本次半年报的董事会会议。 本报告中涉及的公司未来发展规划、计划等不构成对投资者的实质性承诺，请投资者 及相关人士保持足够的风险认识，并应当理解规划、计划、预测和承诺之间的差异。 3 | | ...

金发拉比妇婴童用品股份有限公司 关于业绩承诺补偿事项的进展公告 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。 证券代码：002762 证券简称：*ST金比 公告编号：2025-049号 3、2025 年 6 月 2 日，我司针对广州问美企业管理咨询合伙企业（有限合伙）及黄 招标先生的回复再次发函，要求对方提供具体的回购方案。 一、业绩承诺补偿事项 金发拉比妇婴童用品股份有限公司（以下简称"公司"）于 2025 年 4 月 21 日召开 了第五届董事会第十六次会议、第五届监事会第十四次会议，审议通过了《关于要求业 绩承诺方依约进行业绩补偿的议案》，并于 2025 年 4 月 23 日披露了《关于标的资产业 绩承诺完成情况及业绩补偿事项的公告》（公告编号：2025-021 号）。 二、进展情况 上述业绩承诺触发相关补偿事项后，公司积极通过电话沟通、以书面形式出具《催 告函》等方式，要求广州问美和黄招标履行相关业绩补偿责任。为履行上市公司合法权 利，保护上市公司及投资者利益不受损害，我司积极与业绩承诺方进行协商处理，具体 进展如下： 1、2025 年 5 月 8 ...

Core Insights - The report highlights the significant role of company secretaries (董秘) in connecting investors and listed companies, with a total salary of 4.086 billion yuan for A-share listed company secretaries in 2024, averaging 754,300 yuan per year [1] Salary Overview - The average salary for company secretaries in the machinery and equipment-specialized equipment industry is approximately 635,000 yuan, with the highest salary being 1.8638 million yuan for Xie Yunjiao from Jack Co., and the lowest at 115,600 yuan for Shi Shouyi from Huaxi Technology [1] - In 2024, the average salary increased by 25,200 yuan compared to 2023, representing a growth rate of 9% [3] Salary Changes - Liu Di from Huilong Piston saw a salary increase from 118,400 yuan in 2023 to 359,200 yuan in 2024, marking a 203% increase, the highest in the report [3] - Xie Lizhi from Suda Co. experienced a salary decrease from 1.7673 million yuan in 2023 to 731,400 yuan in 2024, a reduction of 1.0359 million yuan, the largest decrease reported [3] Age Distribution - The average age of company secretaries is approximately 44.29 years, with the majority (38%) aged between 40-49 years [3] - The oldest company secretary is 67 years old, while the youngest is 28 years old, with respective salaries of 910,000 yuan and 760,000 yuan [3] Educational Background - The distribution of educational qualifications among company secretaries includes 5 PhDs, 60 Master's degrees, 77 Bachelor's degrees, and 10 with associate degrees, with average salaries of 748,800 yuan, 713,400 yuan, 579,900 yuan, and 565,200 yuan respectively [5] - The highest salary among PhD holders is 1.1779 million yuan for Fan Jian from Tiandi Technology [5] Compliance Issues - A total of 12 company secretaries received warnings, public notifications, or internal communications regarding compliance issues for the years 2024-2025 [7] - Specific cases include Wu Ruirui from Lanshi Heavy Industry, who received 3 warnings and has a salary of 454,600 yuan, and Wang Liming from *ST Xingnong, who also received 3 warnings with a salary of 300,400 yuan [8][9]

Core Insights - The report highlights the significant role of company secretaries (董秘) in connecting investors and listed companies, with a total salary of 4.086 billion yuan for A-share listed company secretaries in 2024, averaging 754,300 yuan per year [1] Salary Overview - The average salary for company secretaries in the machinery and equipment-specialized equipment industry is approximately 635,000 yuan, with the highest salary being 1.8638 million yuan for Jack Co.'s secretary, and the lowest at 115,600 yuan for Huaxi Technology's secretary [1] - In 2024, the average salary increased by 25,200 yuan compared to 2023, representing a 9% rise [3] Age and Education Distribution - The average age of company secretaries is approximately 44.29 years, with the majority (38%) aged between 40-49 years [3] - The educational background of company secretaries includes 5 PhDs, 60 Master's degrees, 77 Bachelor's degrees, and 10 with associate degrees, with average salaries of 748,800 yuan, 713,400 yuan, 579,900 yuan, and 565,200 yuan respectively [5] Compliance and Violations - A total of 12 company secretaries received warnings or public notifications for violations between 2024 and 2025 [7] - Specific cases include: - Wu Ruirui from Lanshi Heavy Industry received 3 warnings, with a salary of 454,600 yuan, due to failure in timely disclosure of project delays [8] - Wang Liming from *ST Xingnong also received 3 warnings, with a salary of 300,400 yuan, for not properly identifying related parties [9] - Gu Baoxing from Lingyun Light received 2 warnings, with a salary of 1.6553 million yuan, for failing to disclose related party transactions [9]

Core Insights - The report highlights the significant role of company secretaries (董秘) in connecting investors and listed companies, with a total salary of 4.086 billion yuan for A-share listed company secretaries in 2024, averaging 754,300 yuan per year [1] Salary Overview - The average salary for company secretaries in the machinery and equipment-specialized equipment industry is approximately 635,000 yuan, with the highest salary being 1.8638 million yuan and the lowest at 115,600 yuan [1] - In 2024, the average salary increased by 25,200 yuan compared to 2023, representing a growth rate of 9% [3] Salary Changes - Liu Di from Huilong Piston saw a salary increase from 118,400 yuan in 2023 to 359,200 yuan in 2024, marking a 203% increase, the highest in the report [3] - Xie Lizhi from Sudar Co. experienced a salary decrease from 1.7673 million yuan in 2023 to 731,400 yuan in 2024, a reduction of 1.0359 million yuan, the largest decrease [3] Age Distribution - The average age of company secretaries is approximately 44.29 years, with the majority (38%) aged between 40-49 years [3] - The oldest company secretary is 67 years old, earning 910,000 yuan, while the youngest is 28 years old, earning 760,000 yuan [3] Educational Background - The distribution of educational qualifications among company secretaries includes 5 PhDs, 60 Master's degrees, 77 Bachelor's degrees, and 10 with associate degrees, with corresponding average salaries of 748,800 yuan, 713,400 yuan, 579,900 yuan, and 565,200 yuan respectively [5] - The highest salary among PhD holders is 1.1779 million yuan [5] Compliance Issues - A total of 12 company secretaries received warnings, public notifications, or internal notifications for compliance issues during 2024-2025 [7] - Specific cases include Wu Ruirui from Lanshi Heavy Industry, who received 3 warnings and earned 454,600 yuan, and Wang Liming from *ST Xingnong, who also received 3 warnings with a salary of 300,400 yuan [8][9]

Core Viewpoint - The national childcare subsidy policy will provide an annual subsidy of 3600 yuan per child until the age of three, benefiting over 20 million families each year starting from January 1, 2025 [4][5]. Subsidy Standard - Each child will receive a subsidy of 3600 yuan per year until they turn three years old. For children born before January 1, 2025, who are under three years old, the subsidy will be calculated based on the remaining months [8]. Coverage - The policy applies to all families with children under three years old, regardless of whether they have one, two, or three children, and is uniformly implemented across the country [9]. Application Process - Parents or guardians can apply for the subsidy online through the childcare subsidy information management system or offline, providing necessary documents such as birth certificates and household registration books [10]. Funding Source - The central government will establish a "childcare subsidy fund," providing financial support to eastern, central, and western regions proportionally, with any additional local funding being the responsibility of local governments [11]. Market Impact Analysis - The infant food market is expected to exceed 72 billion yuan, directly benefiting the maternal and infant consumption industry chain [12]. - The childcare industry is projected to reach a scale of 162.1 billion yuan by 2025, with an average annual growth rate of 7.5%, accelerated by the policy [13]. - Demand for children's medical and nutritional health products is anticipated to rise, with the pediatric medication market expected to grow at a rate exceeding 10% annually [14]. Beneficiary Companies - Leading maternal and infant retail companies are expected to benefit directly from increased customer spending and frequency of purchases [15]. - Companies such as Kidswant and Huaiying Room are positioned to gain from the subsidy implementation due to their extensive retail networks and service offerings [16]. - Major players in the infant formula market, like China Feihe and Yili, are likely to see increased demand driven by the subsidy [17][18].

Core Viewpoint - The company, Jinfa Labi, once a leading player in the maternal and infant consumer market, is facing significant challenges as industry growth slows and competition intensifies, leading to a decline in its core business and market confidence [1][2]. Group 1: Business Performance - Jinfa Labi's core maternal and infant product business is experiencing an irreversible contraction due to intensified competition and changing consumer preferences, resulting in a diminishing advantage of offline channels [1]. - The decline in newborn numbers is shrinking the overall market, forcing the company into a battle for existing market share, while attempts to innovate through product extension and internet marketing have not yielded significant results [1]. Group 2: Strategic Shift - In search of a second growth curve, the company has turned to the medical beauty sector, proposing a "maternal and infant + medical beauty" synergy, but faces numerous challenges [2]. - Acquisitions of medical beauty institutions have not significantly contributed to revenue due to accounting standards, and integration issues have led to losses in some subsidiaries, which in turn have negatively impacted the parent company's financial health [2]. Group 3: Financial and Governance Issues - The company's financial performance is nearing the boundary of delisting risk, revealing deeper governance concerns, such as the timing of consolidating acquired companies and the pressure to meet revenue targets [2]. - The need for transparency in governance is highlighted, as some investors view the company's responses to subsidiary performance issues as passive and potentially damaging to its operational integrity [2]. Group 4: Future Outlook - To navigate its challenges, Jinfa Labi must focus on refining its core business, reducing inefficient product lines, and concentrating on high-potential categories to rebuild competitive barriers [3]. - The company should aim to genuinely integrate resources between maternal and infant sectors and medical beauty to avoid operational silos, while also fostering market trust through transparent communication and verifiable improvements in its core business [3].

Group 1 - Zhongyuan Tong plans to establish a joint venture with Zhengzhou Zhengfang Technology with a registered capital of 10 million yuan, where Zhongyuan Tong will contribute 5.1 million yuan for a 51% stake [1] - Weiguang Co. reported a net profit of 172 million yuan for the first half of 2025, representing a year-on-year increase of 11.32%, with total revenue reaching 750 million yuan, up 10% [1] - Tianlu Technology's actual controller plans to reduce his stake by up to 2%, amounting to 220,640 shares [1][2] Group 2 - Igor received approval from the China Securities Regulatory Commission for a stock issuance to specific investors, valid for 12 months [2] - Hualing Cable also received approval from the China Securities Regulatory Commission for a similar stock issuance [2] - Hongchang Technology's employee stockholding platform plans to reduce its stake by up to 2.56%, equating to 331,630 shares [3][4] Group 3 - Saiyi Information intends to invest 10 million yuan in Douma Technology to acquire a 3.23% stake [5] - Meino Biological's major shareholder plans to reduce his stake by up to 1%, which is 140,780 shares [5] - New Light Optoelectronics' shareholder plans to reduce his stake by up to 3%, totaling 3 million shares [6] Group 4 - Shenzhen Energy plans to invest 7.897 billion yuan in the construction of the Shantou Honghaiwan offshore wind power project, with 1.581 billion yuan from its own funds [7][8] - Zhongqi Co. plans to reduce its stake by up to 3%, which amounts to 39,717,000 shares [9] - Yirui Technology's two shareholders plan to reduce their combined stake by up to 2%, equating to 400,440 shares [11] Group 5 - Wenkai Co. is planning debt restructuring involving approximately 2.22 billion yuan in receivables and 1.24 billion yuan in cash payments [12] - Guangnong Sugar's application for a stock issuance to specific investors has been approved by the Shenzhen Stock Exchange [13] - Dalian Shengya is planning a stock issuance that may lead to a change in control, resulting in continued trading suspension [15] Group 6 - ST Saiwei has received a court decision for pre-restructuring and appointed a management team for the process [18] - Gaozheng Minexplosion's major shareholder reduced his stake by 128,100 shares during a period of stock price fluctuation [19] - Zhongfu Information's chairman has been detained, with responsibilities temporarily assigned to the deputy general manager [20] Group 7 - Huayu Mining plans to adjust the valuation of its 40% stake in Guizhou Yatai Mining and acquire an additional 11% stake for a total transaction value of 809 million yuan [21] - ST Jinbi intends to invest 50 million yuan in Cangqiong Digital, acquiring a 2.56% stake [23] - Xinxing Casting is planning to publicly transfer its 51% stake in Xinjiang Mining with a starting price of 205 million yuan [25]

Core Viewpoint - The company Jinfa Labi plans to invest 50 million RMB in Cangqiong Digital, aiming to explore new business opportunities and enhance long-term development [1][14]. Group 1: Investment Overview - The investment involves a cash injection of 50 million RMB into Cangqiong Digital, resulting in a 2.5641% equity stake post-investment [5][8]. - The investment was approved by Jinfa Labi's board and does not require shareholder meeting approval [1][14]. - Cangqiong Digital is a non-listed company specializing in geographic information systems and related technologies [2][4]. Group 2: Financial Performance of Cangqiong Digital - As of March 31, 2025, Cangqiong Digital reported total assets of 1.6477 billion RMB and total liabilities of 1.42673 billion RMB, resulting in a net asset of 220.97 million RMB [4]. - For the first quarter of 2025, Cangqiong Digital's revenue was 56.73 million RMB, with a net loss of 726,000 RMB [4][5]. - The company's revenue for the fiscal year 2024 was 772.18 million RMB, with a net profit of 87.53 million RMB [4]. Group 3: Shareholder Structure and Control - Cangqiong Digital's actual controller, Xu Wenzhong, holds 22.19% of the company's shares and has been influential in its management since its inception [3]. - The remaining shares are held by other shareholders, totaling 38.5168% [3]. Group 4: Investment Purpose and Financial Health - The investment aims to identify quality targets for financial investment and explore beneficial new businesses for long-term development [14]. - Jinfa Labi has sufficient cash reserves, with approximately 57 million RMB in cash and 100 million RMB in financial products as of the end of Q1 2025 [14].

Group 1 - The company held its 19th meeting of the 5th board of directors on July 21, 2025, with all 7 directors present, confirming the legality and validity of the meeting [1] - The board approved a resolution to invest in Cangqiong Digital, indicating a strategic move towards financial investment and exploration of emerging business opportunities [2] - The company plans to increase its investment in Cangqiong Digital by 50 million RMB, acquiring a 2.5641% equity stake post-investment, subject to approval from Cangqiong Digital's shareholders [2]