证券代码：002853 证券简称：皮阿诺 公告编号：2025-058 广东皮阿诺科学艺术家居股份有限公司 2025 年第四次临时股东大会决议公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有 虚假记载、误导性陈述或重大遗漏。 重要提示： 1、本次股东会无否决提案的情形。 2、本次股东会不涉及变更以往股东会已通过决议的情形。 一、会议召开的情况 1、会议召开时间： （1）现场会议召开时间：2025 年 12 月 10 日（星期三）15:00 开始； （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 12 月 10 日的交易时间，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 12 月 10 日 9:15-15:00； 2、会议召开地点：广东省中山市板芙镇智能制造装备产业园迎宾大道 15 号 五楼会议室 3、会议召开方式：现场投票与网络投票相结合的方式召开 4、会议召集人：广东皮阿诺科学艺术家居股份有限公司（以下简称"公司"） 董事会 5、会议主持人：公司董事长马礼斌 ...

中国 深圳 福田区 益田路6001号太平金融大厦11、12层 邮政编码：518038 11&12/F., TaiPing Finance Tower, NO. Yitian Road 6001,Futian District，ShenZhen, P.R. CHINA 电话(Tel.)：(0755) 88265064, 88265288 传真(Fax.)：(0755)83243108 网址（Website）：http://www. sundiallawfirm.com 广东信达律师事务所 关于广东皮阿诺科学艺术家居股份有限公司 法律意见书 2025年第四次临时股东大会的法律意见书 信达会字(2025)第394号 致：广东皮阿诺科学艺术家居股份有限公司 根据《中华人民共和国公司法》（下称"《公司法》"）《上市公司股东会 规则》（下称"《规则》"）等法律、法规以及现行有效的《广东皮阿诺科学艺 术家居股份有限公司章程》（下称"《公司章程》"）的规定，广东信达律师事 务所（下称"信达"）接受贵公司的委托，指派张森林律师、杨尚东律师（下称 "信达律师"）出席贵公司2025年第四次临时股东会（下称"本次股东会"）， 在进行 ...

Core Viewpoint - Pianuo (002853) announced on December 10 that its stock will continue to be suspended from trading starting December 11 due to plans for a change in control, with the suspension expected to last no more than three trading days [1] Group 1: Company Announcement - Pianuo's controlling shareholder and actual controller, Ma Libin, is planning a change in the company's control, which may lead to a change in the actual controller [1] - As of the announcement date, relevant parties are actively promoting the major matter, but no related transaction agreements have been signed yet [1] Group 2: Stock Suspension Details - During the suspension period, the company will fulfill its information disclosure obligations in accordance with relevant laws and regulations based on the progress of the matters [1] - The company will promptly release related announcements and apply for stock resumption once the matters are determined [1]

Core Viewpoint - Pianuo (002853.SZ) is currently in the process of significant matters, with no related transaction agreements signed yet, leading to an expected continuation of stock suspension until December 11, 2025 [1] Group 1 - The company is actively promoting various aspects of a major matter, but uncertainties remain [1] - Due to the ongoing planning of the matter, the company anticipates it will not resume trading on December 11, 2025, as initially expected [1] - To ensure fair information disclosure and protect investor interests, the company has applied for an extension of its stock suspension, which is expected to last no more than three trading days [1]

证券代码：002853 证券简称：皮阿诺 公告编号：2025-057 广东皮阿诺科学艺术家居股份有限公司 公司马礼斌先生正在筹划有关公司控制权变更事宜，该事项可能导致公司实 际控制人发生变更。 关于筹划控制权变更进展暨继续停牌的公告 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、误导性陈述或重大遗漏。 特别提示： 1、广东皮阿诺科学艺术家居股份有限公司（以下简称"公司"）股票（股票 简称：皮阿诺，股票代码：002853）自 2025 年 12 月 11 日（星期四）开市起继 续停牌，预计停牌时间不超过 3 个交易日。 2、本次交易事项能否最终实施完成及实施结果尚存在不确定性。敬请广大 投资者理性投资，注意投资风险。 一、停牌情况概述 鉴于上述事项正在筹划中，尚存在不确定性，为保证公平信息披露，维护投 资者利益，避免公司股价异常波动，根据《深圳证券交易所上市公司自律监管指 引第 6 号——停复牌》等相关规定，经公司向深圳证券交易所申请，公司股票（股 票简称：皮阿诺，股票代码：002853）自 2025 年 12 月 9 日（星期二）开市起停 牌，预计停牌时间不超过 2 个交易日。具体 ...

皮阿诺公告，公司股票自2025年12月11日（星期四）开市起继续停牌，预计停牌时间不超过3个交易 日。公司正在筹划控制权变更事宜，该事项可能导致公司实际控制人发生变更。截至本公告披露日，各 方主体正在积极推动本次重大事项的各项工作，尚未签署相关交易协议，公司预计无法在2025年12月11 日（星期四）上午开市起复牌。 ...

Core Viewpoint - PIANO announced a suspension of trading due to its controlling shareholder, Ma Libin, planning a change in company control, with the suspension expected to last no more than two trading days [1] Group 1: Company Overview - PIANO, established in 2005, specializes in high-end customized cabinets, wardrobes, doors, and related home products, and was successfully listed in 2017 [5] - The company experienced significant growth during the real estate boom, with a compound annual growth rate (CAGR) of 23.5% in revenue and 20.5% in net profit from 2015 to 2018 [5] - In 2021, PIANO achieved a record revenue of 1.824 billion yuan, a year-on-year increase of 22.1%, but faced a drastic decline in net profit, which plummeted by 470.05% to a loss of approximately 729 million yuan [5][6] Group 2: Financial Performance - The decline in net profit in 2021 was attributed to impairment provisions related to certain developers, with a net profit of 266 million yuan when excluding these provisions, reflecting a 35.02% year-on-year increase [6] - By the end of 2021, PIANO reported significant impairment losses: 466 million yuan for notes receivable, 377 million yuan for accounts receivable, and 137 million yuan for other receivables [8] - The company's revenue fell by 20.4% in 2022 to 1.452 billion yuan, continuing to decline in subsequent years, with projected revenue of only 886 million yuan in 2024 [13] - PIANO's net profit turned from profit to loss, recording a loss of 375 million yuan in 2024, with a 44% decline in net profit to 86 million yuan in 2023 [13] - In the first three quarters of the current year, PIANO's revenue was 420 million yuan, a decrease of 37.27% year-on-year, and net profit was negative at -8 million yuan [13] Group 3: Cost Management and Cash Flow - In response to declining performance, PIANO reduced its marketing and R&D expenses, with sales expenses down 36.4% to 52 million yuan and R&D expenses down 36.2% to 18 million yuan [13] - The company has shifted its focus to financial investments to generate cash flow, resulting in a net cash flow from investing activities of -84 million yuan, with investment income of only approximately 2.23 million yuan [14]

Core Viewpoint - Pianao is undergoing a change in control as its major shareholder, Ma Libin, is planning to transfer ownership, leading to a temporary suspension of its stock trading [2] Group 1: Company Overview - Pianao, established in 2005, specializes in high-end customized cabinets, wardrobes, doors, and related home products, and was successfully listed in 2017 [4] - The company experienced significant revenue and net profit growth from 2015 to 2018, with compound annual growth rates of 23.5% and 20.5%, respectively [4] - In 2021, Pianao achieved a record revenue of 1.824 billion yuan, a year-on-year increase of 22.1%, but faced a drastic decline in net profit, which fell by 470.05% to a loss of approximately 729 million yuan [4][5] Group 2: Financial Performance - By the end of 2021, Pianao reported significant impairment losses, including 466 million yuan for notes receivable, 377 million yuan for accounts receivable, and 137 million yuan for other receivables [5] - The company's revenue declined by 20.4% in 2022 to 1.452 billion yuan, continuing a downward trend with projected revenue of only 886 million yuan in 2024 [9] - Pianao's net profit turned from profit to loss, recording a loss of 375 million yuan in 2024, with a significant drop in revenue of 37.27% in the first three quarters of the current year [9][10] Group 3: Shareholder Actions - Ma Libin has been reducing his stake in Pianao, transferring a total of 37.3086 million shares to Zhuhai Honglu, making it the second-largest shareholder with a 12.75% stake [6][7] - Subsequent attempts to transfer additional shares were halted due to external economic conditions and shareholder arrangements [8] - Ma Libin's decision to exit may be linked to the deteriorating fundamentals of Pianao [8]

Mergers and Acquisitions - China Metallurgical Group Corporation plans to sell assets worth 60.676 billion yuan to Minmetals Land and China Minmetals [1] - Shengda Resources intends to acquire 60% stake in Jinshi Mining for 500 million yuan [1] - Honghua Digital Science plans to acquire 49% stake in Shandong Yingkejie for 105 million yuan [1] - Weidi Co., Ltd. is set to acquire controlling stake in Jiangsu Jiuxing Precision Technology [1] Shareholding Changes - PIANO's controlling shareholder is planning a change in control, leading to stock suspension [1] - Tai Long Pharmaceutical's controlling shareholder will change to Jiangyao Holdings, with stock resuming trading [1] - ST Yishite's control will shift to Jingzhou State-owned Assets Supervision and Administration Commission [1] Buybacks and Reductions - Midea Group has completed its share buyback plan with a total amount reaching 10 billion yuan [1] - Helen Zhe plans to repurchase shares worth between 50 million to 100 million yuan [1] - Several companies, including Zhongfu Circuit and Keri International, are planning to reduce their shareholdings by up to 3% [1] Operational Data - Zhongtong Bus reported a sales volume of 1,133 units in November, marking a year-on-year increase of 39.53% [1] - Keming Foods' subsidiary saw a 110.77% year-on-year increase in pig sales revenue in November [2] - Yisheng Co., Ltd. reported a 28.43% decrease in sales revenue from white feather broiler chicks in November, totaling 215 million yuan [2] Major Investments - Cambridge Technology plans to invest 100 million USD in CIG USA to expand high-speed optical module production capacity in North America and Southeast Asia [2] - Zhejiang Rongtai intends to invest approximately 545 million yuan in Thailand for the production of 14,000 tons of mica paper and other products [2] - China Ocean Shipping Company plans to invest 258 million yuan in Shenshan Port Investment Company [2]

Core Viewpoint - The controlling shareholder of PIANO, Ma Libin, is planning to change the company's control, which may lead to a change in the actual controller. The company's stock will be suspended from trading for up to two trading days starting December 9 [1][2]. Company Overview - PIANO is a leading brand in the custom furniture industry, primarily engaged in the research, design, production, sales, installation, and after-sales service of mid-to-high-end custom cabinets, wardrobes, and related home products. The company was listed in 2017, with Ma Libin as the main founder and the largest single shareholder, holding 39.12% of the shares as of September 2023 [1][4]. Financial Performance - PIANO has been experiencing financial difficulties, with projected net losses for the fiscal year 2024 and the first three quarters of 2025. In 2024, the company's revenue is expected to drop to 886 million yuan, with a net loss of 375 million yuan. The first three quarters of 2024 saw a revenue decline of 37.27% year-on-year, amounting to 420 million yuan, and a net loss of 7.52 million yuan, which is an increase in losses compared to the previous year [4][5]. Shareholder Actions - Ma Libin has previously attempted to reduce his stake in PIANO, including a plan in October 2022 to transfer 20% of his shares to Zhuhai Honglu Enterprise Management Partnership, which was partially executed. However, he later terminated the remaining transfer agreement. In December 2024, he announced another plan to transfer 1,788,840 shares to Shenzhen Tongjie Enterprise Management Partnership, but this agreement was also terminated in November 2024 [2][3]. Stock Market Activity - On December 8, prior to the announcement of the suspension, PIANO's stock closed at its daily limit, marking the only instance of a limit-up in recent months. This increase in stock price occurred despite the company's ongoing financial struggles [5].