本所及本所律师依据《中华人民共和国公司法》(以下简称《公司法》)、《律 师事务所从事证券法律业务管理办法》和《律师事务所证券法律业务执业规则(试 行)》等规定及本法律意见书出具日以前已经发生或者存在的事实，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 律意见书所认定的事实真实、准确、完整，所发表的结论性意见合法、准确，不 存在虚假记载、误导性陈述或者重大遗漏，并承担相应法律责任。 国浩律师(广州)事务所 关于星辉互动娱乐股份有限公司 2025 年第一次临时股东大会的法律意见 星辉互动娱乐股份有限公司： 根据中国证券监督管理委员会发布的《上市公司股东会规则》(以下简称《股 东会规则》)的要求，国浩律师(广州)事务所(以下简称"本所")接受星辉互动 娱乐股份有限公司(以下简称"星辉娱乐")的委托，指派郭佳、李莎莎律师(以 下简称"本所律师")出席星辉娱乐 2025 年第一次临时股东大会(以下简称"本 次股东大会")，对本次股东大会的召集与召开程序、出席会议人员与召集人的 资格、表决程序与表决结果等重要事项出具法律意见。 北 京 上 海 深 圳 杭 州 广 州 昆 明 天 津 ...

证券代码：300043 证券简称：星辉娱乐 公告编号：2025-033 星辉互动娱乐股份有限公司 一、会议召开情况 （一）会议召开情况 1.会议召开时间： 现场会议时间：2025年7月30日15:00； 网络投票时间：2025年7月30日。其中，通过交易系统进行网络投票的时间 为2025年7月30日9:15-9:25，9:30-11:30和13:00-15:00；通过互联网系统投票 的具体时间为2025年7月30日9:15-15:00的任意时间； 2.会议召开地点：广东省汕头市龙湖区汕港路1号星辉大厦20楼公司会议室； 2025年第一次临时股东大会决议公告 本公司及董事会全体人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。 特别提示： 1.本次股东大会未出现否决提案的情形； 2.本次股东大会不涉及变更前次股东大会决议的情形。 3.会议召开方式：现场与网络相结合的形式； 4.会议召集人：公司董事会； 5.会议主持人：陈创煌先生； 本次会议的召集和召开符合《公司法》《股东会规则》等法律、法规和规范 性文件以及公司章程的有关规定。 （二）会议出席情况 通过现场和网络投票的股东 705 ...

Core Viewpoint - Xinghui Entertainment (300043) shows strong financial performance with significant revenue and profit growth in the latest quarterly report, indicating potential investment opportunities in the entertainment sector [1]. Financial Performance - As of July 29, 2025, Xinghui Entertainment's stock closed at 4.72 yuan, up 1.94%, with a trading volume of 858,700 lots and a transaction amount of 401 million yuan [1]. - The latest quarterly report reveals total revenue of 414 million yuan, a year-on-year increase of 37.13%, and a net profit attributable to shareholders of 47.58 million yuan, up 50.81% year-on-year [1]. - The company's non-recurring net profit stands at 47.81 million yuan, reflecting a year-on-year growth of 51.12% [1]. - Key financial ratios include a current ratio of 0.317, a quick ratio of 0.279, and a debt-to-asset ratio of 64.08% [1]. Capital Flow - On the trading day, the net inflow of main funds was 39.85 million yuan, accounting for 9.94% of the transaction amount [1]. - Large orders contributed a net inflow of 29.01 million yuan, representing 7.24% of the transaction amount, while small orders saw a net outflow of 25.60 million yuan, accounting for 6.38% [1]. Company Background - Xinghui Interactive Entertainment Co., Ltd. was established in 2000 and is based in Shantou City, primarily engaged in the entertainment industry [2]. - The company has a registered capital of 12.44 billion yuan and has made investments in 9 enterprises, participated in 9 bidding projects, and holds 165 trademark registrations and 332 patents [2].

Group 1 - The changing population structure in China creates new opportunities for AI toys, as traditional toy markets shrink while demand for elderly toys expands, allowing AI toys to cater to all age groups [1] - AI toys can meet diverse consumer needs, including educational tools for children, emotional companionship for youth, and health monitoring for the elderly [1] - The integration of AI technology in toys enhances their interactive, companionship, and educational capabilities, potentially opening up a new market [1] Group 2 - China's toy export value showed steady growth from 2014 to 2022, but has faced a decline since 2023 due to global economic recovery issues, geopolitical conflicts, and rising trade protectionism [2] - The United States remains the largest export market for Chinese toys, with increasing export pressures due to reciprocal tariff policies [2] Group 3 - As of December 2024, 331 million people in China are aware of generative AI products, with the highest usage among the 20-29 age group at 41.5% [6] - AI interactive dialogue has emerged as a primary application scenario for AI toys, with 77.6% of users utilizing generative AI products for answering questions [7] Group 4 - Consumer demand for AI toys is diversifying, driven by educational needs, emotional companionship, and entertainment preferences [10] - Educational AI toys, such as programming robots and early education machines, are becoming essential in family education due to parental emphasis on education and the "double reduction" policy [11] - Emotional companionship AI toys are evolving to provide interaction and support, catering to changing family structures and the need for emotional connection [11] - The pursuit of immersive entertainment by Gen Z parents is pushing AI toys towards a virtual-physical integration, enhancing playability and engagement [11]

Core Points - The current season marks the implementation of dividend distribution for listed companies, with 24 companies executing their distribution plans today [1] - A total of 3,679 companies have announced distribution plans for the 2024 fiscal year, with 3,674 of them including cash dividends, amounting to a total cash payout of 1.64 trillion yuan [1] - The distribution plans also include stock transfers, with 346 companies offering such options [1] Group 1 - The key dates for investors focusing on dividends are the ex-dividend date and the record date, with 3,421 companies having already implemented their distribution plans [1] - Investors interested in dividends may consider "抢权" (rights grabbing) before the record date, which is the last trading day to qualify for the current dividend [1] - Among the 24 companies with a record date today, 16 companies are offering cash dividends of 1 yuan (after tax) or more per 10 shares, with 博隆技术 offering the highest at 7.50 yuan per 10 shares [1][2] Group 2 - The highest stock transfer ratio among the companies with a record date today is also from 博隆技术, which has a distribution plan of 10 shares for every 2 shares transferred, along with a cash dividend of 7.5 yuan [2] - In terms of stock performance, 国机通用 has seen the highest increase over the past five days, with a cumulative rise of 21.42%, followed by 梓橦宫 and 氯碱化工 [2] - A detailed list of companies implementing dividend distributions includes their respective cash payouts, stock transfer ratios, latest closing prices, and five-day price changes [2][3]

Investment Rating - The report maintains a "Positive" investment rating for the media internet industry [4] Core Viewpoints - The official release and open-sourcing of Kimi K2 is expected to drive significant advancements in domestic large models and AI applications, particularly in sectors such as gaming, education, video, e-commerce, toys, and marketing [4][5] - The AI application landscape is evolving, with notable developments in AI-driven e-commerce live streaming, which has shown a GMV exceeding 55 million yuan, indicating a breakthrough in operational efficiency [6] - The report emphasizes the importance of AI-generated video technology and the active engagement of platforms in enhancing short video ecosystems, suggesting a focus on companies involved in short video production and marketing [7][8] Summary by Sections AI Applications - Kimi K2, a foundational model with 1 trillion total parameters and 32 billion active parameters, demonstrates superior capabilities in coding, tool usage, and mathematical reasoning, indicating a leap in AI application potential [5] - The report highlights the integration of AI in e-commerce live streaming, which is expected to lower operational costs and extend live streaming durations, thus improving efficiency [6] Gaming Sector - The summer gaming season is anticipated to see new product launches and significant updates to existing titles, with a focus on the performance of leading gaming companies in AI-enhanced gaming experiences [8] Internet Sector - The report discusses the regulatory environment affecting the internet sector, particularly in food delivery and instant retail, suggesting a shift towards more sustainable business practices and innovation rather than price competition [9] Film and Television - The summer film season is projected to boost box office revenues, with a focus on key film producers and cinema ticketing companies [10] - The report notes the strong performance of specific films and the overall market dynamics, indicating a healthy recovery in the film industry [41] Market Overview - The report provides a market recap, noting the performance of major indices and the media sector's ranking among various industries during the specified period [15][16]

Core Viewpoint - A Chinese company, Xinghui Entertainment, is divesting its stake in the Spanish football club Espanyol, marking the end of its 10-year involvement in football investments, with a transaction value of €130 million (approximately ¥1.083 billion) [1][3]. Summary by Sections Transaction Details - Xinghui Entertainment announced the sale of its 99.66% stake in Espanyol to VELOCITY SPORTS LTD for €130 million, with €65 million paid in cash and €65 million in shares [1][3][6]. - Following the transaction, Espanyol will no longer be included in Xinghui's consolidated financial statements, and the company will hold 16.45% of VELOCITY's total shares [1][3]. Historical Context - From 2015 to 2017, there was a wave of Chinese acquisitions in overseas football clubs, including Xinghui's acquisition of Espanyol [3]. - Initially, the acquisition was expected to create synergies in the Chinese market, enhancing brand value and converting a large fan base into potential users for other entertainment products [3][10]. Financial Performance - In 2024, Xinghui's total revenue is projected to be ¥1.36 billion, a decline of 21.49% year-on-year, with a net loss of ¥458 million, a significant drop of 1751.93% [3][12]. - The company reported a revenue of ¥414 million in Q1 2024, a year-on-year increase of 37.13%, but continued to incur losses of ¥47.58 million [3][12]. Reasons for Divestment - The decision to sell was influenced by the fluctuating performance of Espanyol, which negatively impacted Xinghui's overall profitability [7][12]. - The funds from the sale will be redirected to support AI game and toy development, as well as cloud gaming platform construction and overseas market expansion [7][12]. Future Outlook - Despite the sale, Xinghui will retain a minority stake in VELOCITY, indicating a continued interest in the football sector, albeit at a reduced level [8][12]. - The company plans to focus on its core businesses in gaming and toys, reducing uncertainty in future profitability [7][12].

Industry Overview - The Chinese gel toy industry is experiencing significant growth, driven by rising consumer income and evolving consumption trends, with the market size projected to increase from 3.239 billion yuan in 2020 to 7.9 billion yuan in 2024, representing a compound annual growth rate (CAGR) of 24.97% [1][14] - Gel toys are made from safe and environmentally friendly gel materials, offering unique advantages such as non-toxicity, odorlessness, softness, and high plasticity, making them suitable for children [1][4] Market Dynamics - The demand for gel toys is diversifying as consumers increasingly prioritize safety, educational value, and interactive experiences in toys, leading to continuous innovation in the industry [1][6] - The average disposable income of Chinese residents is expected to rise from 26,000 yuan in 2017 to 41,300 yuan in 2024, with a CAGR of 6.83%, enhancing purchasing power for leisure and educational products [6] Industry Chain - The gel toy industry has established a complete supply chain, including upstream raw material suppliers, midstream manufacturers, and downstream sales channels, with quality of raw materials directly impacting the final product [8] Production and Material Insights - The production of gel materials in China is projected to grow from 52,000 cubic meters in 2017 to 161,000 cubic meters in 2024, with a CAGR of 17.52%, indicating a robust development in the gel material sector [10] Competitive Landscape - The gel toy industry is characterized by a diverse competitive landscape, with key players such as Aofei Entertainment, Xinghui Entertainment, and Hai Xin Co., actively innovating and enhancing brand recognition to strengthen their market positions [16][19] - Notable companies in the industry include Qunxing Toys, Gaole Co., and Meisheng Cultural Creative Co., which are leveraging unique product features and market strategies to drive growth [2][3][19] Challenges and Trends - The industry faces challenges such as product homogenization and safety supervision issues, with many companies focusing on basic categories like crystal mud and stress-relief toys, leading to a lack of differentiation [23][24] - Future trends indicate a shift towards personalized services, sustainability, and brand specialization, with companies expected to adopt eco-friendly materials and enhance product safety and functionality [27][28][29]

Core Viewpoint - The recent public fund reports reveal that high-performing funds have achieved impressive returns by focusing on sectors like innovative pharmaceuticals and new consumption, while also highlighting a trend towards thematic funds targeting niche markets [1][2][5]. Fund Performance and Holdings - High-performing funds have seen significant returns, with the Changcheng Pharmaceutical Industry Fund achieving a return rate of 102.52% this year, driven primarily by its focus on innovative pharmaceuticals [2]. - Many top-performing funds in the first half of the year are pharmaceutical-themed, including Zhongyin Hong Kong Stock Connect Pharmaceutical and Huashan Pharmaceutical Biotechnology [2][3]. - The top holdings of several funds have shifted towards technology and pharmaceuticals, with notable new additions like Zhongji Xuchuang and Xin Yisheng in the top ten holdings of the China Europe Digital Economy Mixed Fund [3]. Thematic Funds and Sector Focus - Some actively managed funds have undergone significant portfolio changes, with a complete overhaul of their top holdings to focus on emerging sectors like robotics and short dramas [4]. - The Tongtai Industry Upgrade Mixed Fund increased its stock position from 30% to 90% and shifted its focus to robotics, while the Tongtai Huile Mixed Fund transitioned to short drama and gaming stocks [4]. - Fund companies are launching numerous thematic products targeting specific high-growth sectors, such as controllable nuclear fusion and deep-sea technology, indicating a trend towards specialized investment strategies [5]. Market Outlook - Fund managers maintain a positive outlook for the equity market in the third quarter, with confidence in the performance of related sectors [6]. - The Changcheng Pharmaceutical Industry Fund manager anticipates growth in innovative pharmaceuticals driven by overseas licensing and domestic sales, while the Tongtai Industry Upgrade Fund manager expects significant opportunities in the robotics sector due to increased production and technological advancements [6].

Core Insights - The core viewpoint of the articles revolves around the financial maneuvers of Xinghui Entertainment regarding its investment in RCD Espanyol, highlighting a strategic shift and the implications of its recent actions on the company's financial health and future direction [1][2][4]. Group 1: Financial Maneuvers - On July 11, Xinghui Entertainment completed a capital increase of €31.99998 million in RCD Espanyol, aimed at enhancing the club's salary space and financing capabilities [1]. - Just four days later, Xinghui announced the sale of 99.66% of its stake in RCD Espanyol to VELOCITY SPORTS LTD for €130 million, which is expected to increase the company's net profit by approximately RMB 150 million [1][2]. - The capital increase reduced the club's debt ratio to its lowest level in ten years, but the subsequent sale indicates a strategy to enhance the club's valuation through financial engineering [2]. Group 2: Historical Performance - Since acquiring RCD Espanyol for €104 million in 2015, Xinghui has faced significant losses, with the club reporting a net loss of RMB 261 million in 2024 and over RMB 700 million in cumulative losses over the past three years [3]. - The departure of player Wu Lei has led to a drastic decline in the club's commercial value, with membership growth stagnating for five consecutive years [3]. Group 3: Strategic Shift - The decision to divest from RCD Espanyol aligns with Xinghui's strategic pivot back to its core toy business, which showed resilience in 2024, with a gross margin of 46.47% for remote-controlled models and a 32% increase in overseas sales of building blocks [4]. - Proceeds from the sale will be reinvested into the development of AI gaming engines and smart toys, indicating a focus on innovation and technology integration [4]. Group 4: Industry Implications - The sale of RCD Espanyol marks a significant moment in the decline of Chinese investments in overseas sports clubs, with many previous acquisitions failing to yield sustainable returns [5]. - The challenges faced by VELOCITY, which reported a loss of £5.74 million, suggest that the acquisition may lead to further financial difficulties, highlighting the risks associated with such capital ventures [5]. Group 5: Unresolved Issues - The transaction raises questions about the liquidity of the shares held by Xinghui in VELOCITY, potential shareholder grievances regarding the capital increase, and the ongoing operational losses faced by European football clubs [6]. - The experience of Xinghui over the past decade serves as a cautionary tale for cross-border sports investments lacking local operational expertise and commercial ecosystem support [6].