1、成都富森美家居股份有限公司（以下简称"公司"）经第六届董事会第四 次会议和 2025 年第一次临时股东会审议的具体方案为：公司拟以 2025 年 6 月 30 日的总股本 748,458,940 股为基数，向全体股东每 10 股派发现金股利人民币 3.60 元（含税），共计派发现金股利 269,445,218.40 元，不进行资本公积金转 增股本和送红股。 2、按公司总股本折算的每股现金红利=分红总额/总股本，据此计算的证券 除权除息参考价=股权登记日收盘价-按公司总股本折算的每股现金红利=公司 2025 年 9 月 29 日收盘价-0.3600 元/股。 证券代码：002818 证券简称：富森美 公告编号:2025-032 成都富森美家居股份有限公司 2025 年半年度权益分派实施公告 本公司及除董事长刘兵先生外的全体董事保证信息披露内容真实、准确和完整， 没有虚假记载、误导性陈述或者重大遗漏。 特别提示： 一、股东会审议通过利润分配方案等情况 公司 2025 年半年度利润分配方案（以下简称"分配方案"）已经 2025 年 9 月 18 日召开的 2025 年第一次临时股东会审议通过，具体分配方案如下： ...

Core Viewpoint - The capital market is experiencing a significant upheaval due to a surge in "detention" measures against actual controllers of listed companies, signaling governance vulnerabilities within private enterprises [1][3]. Group 1: Detention Measures and Their Impact - As of September 2025, at least 37 actual controllers, chairpersons, or senior executives of listed companies in the Shanghai and Shenzhen stock markets have faced detention measures, marking a historical high and indicating widespread governance issues across key economic sectors such as real estate, home furnishings, pharmaceuticals, and chemicals [3][5]. - The revised Supervision Law, effective June 1, 2025, extends the maximum detention period and introduces a dynamic cycle that could lead to judicial proceedings within 14 months, increasing uncertainty for corporate executives and impacting business operations [5][8]. - The majority of cases are resolved within three months, but severe penalties have also been observed, highlighting the varying outcomes of such investigations [5][8]. Group 2: Governance Issues and Regulatory Changes - Common governance issues among detained executives include concentrated power within companies, where founders often dominate decision-making, leading to ineffective independent oversight and financial processes [7][8]. - The shift in regulatory focus emphasizes a comprehensive governance approach, moving from post-event punishment to proactive prevention and accountability, targeting not just companies but also their key personnel [8][10]. - In 2024, the China Securities Regulatory Commission intensified efforts against misconduct among key personnel, with a 21% increase in cases and a 63% rise in penalties, reflecting a stricter regulatory environment [10][12]. Group 3: Market Reactions and Corporate Resilience - The detention of prominent founders has led to immediate market reactions, with companies experiencing significant declines in stock prices and loss of investor confidence, as seen with companies like居然之家, which saw a 20% drop in stock value following detention news [14][15]. - The liquidity crisis triggered by these events has forced companies to face challenges such as increased borrowing demands from banks and supply chain disruptions, further complicating their operational stability [15][16]. - Some companies, like Midea Group and Huawei, have demonstrated resilience through established crisis management protocols and governance structures that allow for smooth transitions in leadership during crises [16][17]. Group 4: Evolving Governance Dynamics - The ongoing regulatory storm is reshaping the power dynamics within Chinese enterprises, as traditional authority figures face scrutiny and potential legal consequences, leading to a re-evaluation of governance practices [18][19]. - The market's response to the detention of executives indicates a growing preference for companies with robust governance structures, as trust in leadership is increasingly tied to corporate performance and stability [18][19].

Core Viewpoint - The company held its first extraordinary general meeting of shareholders in 2025, where several important resolutions were passed, including the approval of the 2025 semi-annual profit distribution plan and amendments to the company's articles of association [1][9][10]. Meeting Details - The meeting took place on September 18, 2025, at 15:00, with both on-site and online voting options available [2][4]. - A total of 152 shareholders and their authorized representatives attended the meeting, representing 278,082,243 shares, which is 37.1540% of the total shares [7]. Voting Results - The 2025 semi-annual profit distribution plan was approved with 99.9910% of the votes in favor, while only 0.0065% opposed it [9]. - The amendment to the articles of association received 98.6921% approval, with 1.2781% against [10]. - Other resolutions, including revisions to internal control systems and various governance rules, also received significant support, with approval rates generally above 98% [11][14][15][16][19][20]. Legal Compliance - The meeting was conducted in accordance with relevant laws and regulations, and the legal opinions provided confirmed the legitimacy of the meeting's procedures and outcomes [6][21].

北京金杜（成都）律师事务所 关于成都富森美家居股份有限公司 2025 年第一次临时股东会之法律意见书 致：成都富森美家居股份有限公司 北京金杜（成都）律师事务所（以下简称本所）接受成都富森美家居股份有 限公司（以下简称公司）委托，根据《中华人民共和国证券法》（以下简称《证 券法》）、《中华人民共和国公司法》（以下简称《公司法》）、中国证券监督 管理委员会（以下简称中国证监会）《上市公司股东会规则》（以下简称《股东 会规则》）等中华人民共和国境内（以下简称中国境内，为本法律意见书之目的， 不包括中华人民共和国香港特别行政区、中华人民共和国澳门特别行政区和中华 人民共和国台湾省）现行有效的法律、行政法规、规章和规范性文件和现行有效 的公司章程有关规定，指派律师出席了公司于 2025 年 9 月 18 日召开的 2025 年第一次临时股东会（以下简称本次股东会），并就本次股东会相关事项出具本 法律意见书。 为出具本法律意见书，本所律师审查了公司提供的以下文件，包括但不限于： 1. 公司 2024 年第二次临时股东大会审议通过的《成都富森美家居股份有限 公司章程》（以下简称《公司章程》）； 2. 公司于 2025 年 ...

2025年第一次临时股东会决议公告 证券代码：002818 证券简称：富森美 公告编号：2025-031 成都富森美家居股份有限公司 本公司及除董事长刘兵先生外的董事会全体成员保证信息披露的内容真实、 准确和完整，没有虚假记载、误导性陈述或者重大遗漏。 一、特别提示 1、本次股东会无增加、变更或否决议案的情形。 2、本次股东会无变更以往股东会决议的情形。 二、会议召开和出席情况 （一）会议的召开情况 1、会议召开时间： （1）现场会议召开时间：2025年9月18日（星期四）15:00。 （2）网络投票时间：通过深圳证券交易所交易系统进行网络投票的具体时 间为2025年9月18日（星期四）的交易时间，即9:15—9:25，9:30—11:30和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为2025年9月18日 （星期四）9∶15至15∶00期间任意时间。 2、现场会议召开地点：四川省成都市高新区天和西二街189号富森创意大厦 B座21楼会议室。 3、会议召开方式：现场投票和网络投票相结合的方式。 4、会议召集人：公司第六届董事会。 5、会议主持人：公司副董事长刘云华。 6、会议召开的 ...

Core Viewpoint - The stock price of Fusenmei has experienced a decline of 14.80% year-to-date, with a recent drop of 2.02% in the last five trading days, indicating a challenging market environment for the company [2]. Company Overview - Fusenmei, established on December 7, 2000, and listed on November 9, 2016, is located in Chengdu, Sichuan Province. The company primarily operates in the decoration and building materials home and auto parts market, with a revenue composition of 90.23% from market leasing and services, 5.17% from other sources, 3.41% from decoration and renovation projects, 0.79% from entrusted management, and 0.41% from marketing and advertising planning [2]. - As of July 31, 2025, Fusenmei had 20,900 shareholders, an increase of 8.43% from the previous period, with an average of 14,262 circulating shares per shareholder, a decrease of 7.78% [2]. Financial Performance - For the first half of 2025, Fusenmei reported operating revenue of 649 million yuan, a year-on-year decrease of 11.55%, and a net profit attributable to shareholders of 318 million yuan, down 6.35% year-on-year [2]. - Since its A-share listing, Fusenmei has distributed a total of 4.668 billion yuan in dividends, with 2.425 billion yuan distributed over the past three years [3]. Shareholder Information - As of June 30, 2025, the largest circulating shareholder, Hong Kong Central Clearing Limited, held 7.0274 million shares, a decrease of 1.1918 million shares from the previous period. The ninth-largest shareholder, Yongying Dividend Preferred A (008480), maintained its holding of 1.7608 million shares [3].

Core Insights - The concept of "trust economy" is emphasized as a tangible and experiential aspect of modern life, crucial for business success [1][4][5] - Fusenmei's Tianfu project represents a shift from traditional retail models to an "independent principal" approach, aiming to create a comprehensive commercial platform that integrates smart living, aesthetic experiences, and creative design [2][3] Company Strategy - The Tianfu project has a total investment exceeding 1.7 billion yuan, focusing on enhancing consumer experiences and leading industry upgrades [2] - Key brands participating in the Tianfu project include "Sanyiniao" smart home experience center, flagship stores of various home and lifestyle brands, and a range of representative industry brands [2] Business Model Innovation - The project aims to transform from merely selling products to sharing lifestyle experiences, creating a "living aesthetics community" [2][4] - The "main operator ecosystem" activates diverse consumer experiences, enhancing engagement through immersive activities and social interactions [4] Market Positioning - The project has successfully hosted over 20 exhibitions this year, positioning curation as a core operational engine to attract high-net-worth customers and enhance cultural value [4] - Trust is identified as a universal currency in business, with emotional resonance driving value creation, especially in the high-end consumer market [4][5]

Core Viewpoint - Chengdu Fusenmei Home Furnishing Co., Ltd. has established itself as a leading large-scale decorative building materials and home furnishing circulation enterprise in Southwest China, focusing on innovative business models to drive growth, particularly through the Fusenmei Tianfu project which integrates scene-based commerce and industrial operations [1][3]. Group 1: Innovative Business Model - The Fusenmei Tianfu project represents an investment of over 1.7 billion yuan and aims to transform traditional home furnishing markets into urban aesthetic lifestyle destinations through innovative "curation-style commerce" [1][2]. - The project combines live streaming, commercial consumption, and ecological experiences, enhancing customer engagement and achieving a customer conversion rate increase from 30% to 70% through immersive experiences [2][3]. - A regular system of "art center exhibitions + brand space curation + designer salons" has been established, with over 20 exhibitions held since 2025, making curation a core operational engine [2][3]. Group 2: Market Trends and Opportunities - The decorative building materials and home furnishing industry has a substantial consumer base, with sales in large-scale building materials and home furnishing markets reaching 694.51 billion yuan in the first half of 2025, a year-on-year increase of 0.92% [4][5]. - As consumer preferences shift towards quality, design, and personalization, the home retail market is expected to expand, providing opportunities for innovative business models like those of Fusenmei [4][5]. - Future trends indicate a deeper integration of online and offline retail, a focus on green and smart home products, and an increase in experiential consumption, which will further enhance the appeal of home furnishing spaces [5].

Core Viewpoint - Chengdu Fusenmei Home Furnishing Co., Ltd. held an online performance briefing on September 12, 2025, to discuss strategies for improving return on equity (ROE) amid challenging market conditions [1] Group 1: Performance Improvement Strategies - The company plans to enhance ROE by closely monitoring macroeconomic conditions, policies, market trends, and consumer demand, focusing on three main strategies: large market engagement, deep operations, and innovation in business models [1] - The company aims to address the insufficient performance of the Tianfu project and the declining ROE at the main site near the South Railway Station [1] Group 2: Tianfu Project Overview - The Tianfu project is positioned as a comprehensive complex integrating new economic industries and commercial scenarios, featuring a "Headquarters Port + Live Broadcast Port" model [1] - The total investment in the Tianfu project exceeds 1.7 billion yuan, with an annual amortization of over 50 million yuan [1] - The project is currently in the招商 (investment attraction) phase, having attracted notable brands such as KK Home and Gujia Home [1] Group 3: Business Expansion Plans - The home decoration and building materials market is vast, and the company will continue to promote its three strategic initiatives, with specific updates to be provided in regular reports [1] - The Tianfu project is expected to enhance revenue once fully operational, with ongoing updates to be shared in future reports [1] Group 4: Market Adaptation and Operational Stability - The company is adapting to changes in the existing housing market by providing professional services to clients in renovation and improvement projects [1] - The company maintains a stable overall operation and healthy financial status, with a significant reduction in advance payments due to rental discounts under a "tiered pricing, tailored strategies" policy [1]

Group 1: Financial Performance and Strategies - The Tianfu project has been consolidated into the company's financials, but its overall contribution to performance is not yet significant, with expectations of substantial amortization in the future [1] - The company plans to enhance its Return on Equity (ROE) by closely monitoring macroeconomic conditions and implementing three strategic initiatives: market strategy, deep operation strategy, and innovation in business models [1] - The Tianfu project has a total investment exceeding 1.7 billion CNY, with an annual amortization of over 50 million CNY [2] Group 2: Project Details and Market Positioning - The Tianfu project is a comprehensive development that integrates live streaming, commercial consumption, and ecological experiences, with independent accounting for all commercial components [2] - The project is located in the Tianfu Headquarters Business District and includes various facilities such as corporate headquarters, flagship stores, and a live streaming industry ecological park [2] - The project aims to create a "curated commercial" experience by merging art, design, and lifestyle, with notable brands already onboard, including "Three Wings Bird" smart home experience center and other industry representatives [3] Group 3: Market Trends and Consumer Behavior - The home decoration and furnishing industry has a vast consumer base with a market size exceeding 10 trillion CNY, and the company is adapting to changing consumer demands for experience and value [2] - The company is actively adjusting its merchant structure and service offerings to better meet the needs of customers in the existing housing market [3] Group 4: Corporate Governance and Future Outlook - The company maintains a stable financial position with low debt ratios and strong cash flow, despite a significant reduction in advance payments in Q2 [4] - The company assures that the recent legal issues involving a board member will not impact its dividend policy or overall business operations [4]