证券代码：300559 证券简称：佳发教育 公告编号：2023-040 成都佳发安泰教育科技股份有限公司 第四届监事会第五次会议决议公告 本公司及监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、监事会会议召开情况 1.成都佳发安泰教育科技股份有限公司（以下简称"公司"）第 四届监事会第五次会议（以下简称"本次监事会会议"）通知于 2023 年 10 月 20 日以电话通知、电子邮件方式发出，会议通知中包括会议 的相关材料，同时列明了会议的召开时间、地点、内容和方式。 2.本次监事会会议于 2023 年 10 月 25 日下午 14:00 时在公司会 议室以现场表决方式召开。 3.本次会议应出席监事 3 名，实际出席监事 3 名。会议由监事会 主席郭银海先生主持。 4.本次监事会会议的召开和表决程序符合《公司法》等法律法规 和《公司章程》的规定。 二、监事会会议审议情况 本议案无需提交公司股东大会审议。 （二）审议并通过《关于新增关联交易的议案》 经审核，监事会认为：公司拟新增的日常关联交易均以市场公允 价格为依据，遵循客观公平、平等自愿、互惠互利的原则，不存在损 ...

股票代码:300559 证券简称:佳发教育 | --- | --- | --- | |------------|-----------------------------|----------------------------| | | | 编号:2023-002 | | 投资者关系 | √特定对象调研 □分析师会议 | | | | □媒体采访 | □业绩说明会 | | 活动类别 | □新闻发布会 □路演活动 | | | | □现场参观 □其他 | | | 参与单位名 | | ) | | | | ) | | 称及人员姓 | 国华人寿(王箫) | 申万菱信(龚云华) | | 名 | 淡水泉(任宇) | 睿远基金(周睿洋) | | | | | | | | | | | 理成资产(詹璐琳) 众行远基金 | (李宣霖) | | | 汇丰晋信(范坤祥) | 蓝藤资本(涂心萌) | | | 上海人寿(刘俊) | 泰康资产(周昊) | | | 途灵资产(赵梓峰) | 太平资产(蔡辰昱) | | | | | | | | | | | | | | | | | | | | | | | | | | | 东吴证券(吴劲草、覃志千) | ...

Financial Performance - The company's operating revenue for the first half of 2023 was ¥305,036,840.30, representing a 23.62% increase compared to ¥246,744,657.23 in the same period last year[20]. - The net profit attributable to shareholders was ¥88,239,865.46, up 26.10% from ¥69,978,652.13 in the previous year[20]. - The net cash flow from operating activities reached ¥92,913,600.82, a significant increase of 413.33% compared to ¥18,100,036.48 in the same period last year[20]. - Basic earnings per share were ¥0.2209, reflecting a 26.08% increase from ¥0.1752 in the previous year[20]. - Total assets at the end of the reporting period were ¥1,407,958,344.89, an increase of 11.08% from ¥1,267,491,086.55 at the end of the previous year[20]. - The net assets attributable to shareholders increased by 9.67% to ¥1,134,826,865.71 from ¥1,034,778,162.06 at the end of the previous year[20]. - The company's cash flow from operating activities reached CNY 92,913,600.82, reflecting a significant growth of 413.33% year-on-year[59]. - In Q2 2023, the company reported operating revenue of CNY 237,438,356.47, a 52.98% increase compared to the same period last year, and net profit of CNY 84,756,096.47, up 54.52% year-on-year[59]. - The company reported a significant increase in income tax expenses, which rose to CNY 7,411,374.46, a 672.27% increase from CNY 959,689.85 due to higher taxable income[78]. - The company's investment income for the reporting period was -1,658,190.32 yuan, accounting for -1.73% of total profit, primarily due to equity method accounting for investments in associates[84]. Market and Industry Position - The company operates in the education digitalization sector, leveraging advanced technologies such as AI, 5G, big data, and virtual reality to enhance teaching and management quality[30]. - The national education digitalization strategy was emphasized in 2022, with significant policy support driving the digital transformation of education in China[28]. - The company is recognized as a leading provider in the education examination informationization sector, with a complete range of core products for national standardized examination points[50]. - The company's performance is driven by favorable industry policies promoting educational modernization and digital strategies, creating a positive market environment for growth[51]. - The demand for standardized examination facilities is increasing due to the emphasis on exam safety and fairness, with more examination types requiring standardized testing environments[60]. - The integration of new technologies such as AI, 5G, and big data into education is expected to drive significant growth opportunities in the education digitalization sector[53]. Product and Service Development - The company’s main products include smart examination and smart education solutions, which cover the entire lifecycle of examination management, ensuring fairness and security[32]. - The smart examination series includes systems for online monitoring, identity verification, and cheating prevention, enhancing the integrity of the examination process[33]. - The company reported a comprehensive examination management system that integrates various functionalities, improving decision-making and operational efficiency[37]. - The implementation of a paperless examination system aims to streamline processes and reduce human error, enhancing efficiency and accuracy in candidate assessments[38]. - The company is focusing on the integration of machine-based testing solutions, such as the English speaking test, to reduce organizational workload and costs[39]. - The smart campus solution leverages AI, cloud computing, and big data to create a seamless integration of hardware and applications, aiming for precise management and education[45]. - The smart classroom initiative focuses on digital and platform-based solutions, utilizing VR technology to enhance student engagement and learning outcomes[47]. - The company has upgraded its smart sports products, covering over 50 sports training projects and more than 20 testing projects, fully supporting K12 mainstream and high-frequency training projects[71]. - The company plans to launch a new generation of English speaking intelligent solutions in the second half of 2023, integrating advanced AI technologies[68]. Strategic Initiatives and Future Outlook - The company plans not to distribute cash dividends or issue bonus shares[4]. - The company plans to enhance product development, focusing on new products like English speaking machine tests and smart sports, to mitigate policy risks and expand market coverage[96]. - The company is actively promoting its new products, including English speaking solutions and smart sports, in various educational conferences and events, gaining industry recognition[71]. - Future outlook indicates a projected revenue growth of 20% for the second half of 2023, driven by new product launches and market expansion strategies[120]. - The company is considering strategic acquisitions to enhance its service offerings, with a budget of 200 million yuan earmarked for potential deals[126]. - The company has initiated discussions for potential acquisitions of smaller educational tech firms to bolster its service offerings and market presence[120]. Governance and Compliance - The company has optimized its governance structure and internal control system to improve decision-making transparency and operational efficiency[101]. - The company has maintained a commitment to transparency and accountability in its financial reporting practices[116]. - The company has ensured compliance with the legal responsibilities regarding the accuracy and completeness of its financial disclosures[115]. - The company has not experienced any breaches of commitments made by its controlling shareholders or related parties as of the report date[115]. - The company has not engaged in any unfair practices or conflicts of interest regarding its assets and operations[123]. Shareholder Information - The company has implemented a staff stock ownership plan, with 6,305,000 shares held by 106 employees, representing 1.58% of the total share capital[109]. - The employee stock ownership plan was approved on April 20, 2023, with a unit cost of 8.07 yuan per share, totaling a fair value of 50.88 million yuan for the transferred shares[111]. - The company has committed to a share buyback program, with a budget of 100 million yuan, to enhance shareholder value[120]. - The share repurchase plan will adjust the number of shares repurchased in case of stock dividends or capital reserves being converted into shares[122]. - The company has ensured compliance with all commitments made regarding the share repurchase plan[123]. User Engagement and Market Expansion - The company has expanded its user base to 1.2 million active users, marking a 30% increase compared to the same period last year[119]. - The company has set a target of increasing its user base to 1.5 million by the end of 2023, which would represent a 25% growth[126]. - A new online learning platform is set to launch in Q4 2023, expected to increase user retention by 10%[119]. - The company plans to expand its market presence by launching new educational products and services in the second half of 2023[198]. - The company is exploring potential mergers and acquisitions to strengthen its market position and diversify its offerings[193].

单位：万元 | 非经营性资金 占用 | 资金占用方名称 | 占用方与上市公 司的关联关系 | 上市公司核 算的会计科 目 | 2023 年 期初占用 资金余额 | 2023 年半 年度占用 累计发生 金额（不 | 2023 年 半年度 占用资 金的利 息（如 | 2023 年 半年度 偿还累 计发生 | 2023 年半 年度期末 占用资金 余额 | 占用形成原 因 | 占用性质 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | 含利息） | 有） | 金额 | | | | | 现大股东及其 | | | | | | | | | | 非经营性占用 | | 附属企业 | | | | | | | | | | 非经营性占用 | | 小计 | - | - | - | | | | | | | - | | 前大股东及其 | | | | | | | | | | 非经营性占用 | | 附属企业 | | | | | | | | | | 非经营性占用 | | 小计 | - | - | - | | | | | | | - ...

成都佳发安泰教育科技股份有限公司 独立董事关于控股股东及其他关联方占用公司资金 和对外担保情况的专项说明及独立意见 二、关于公司对外担保的专项说明及独立意见 经审查，公司2023年上半年度不存在对外提供担保的情形，也不 存在以前年度发生并累积至2023年6月30日的对外担保情况。 根据《关于在上市公司建立独立董事制度的指导意见》、《深圳 证券交易所创业板上市规则》、《深圳证券交易所上市公司自律监管 指引第2号——创业板上市公司规范运作》及《成都佳发安泰教育科 技股份有限公司章程》的有关规定，我们作为成都佳发安泰教育科技 股份有限公司（以下简称"公司"）的独立董事，就公司2023半年度 控股股东及其他关联方占用公司资金情况和对外担保情况进行了审 慎调查，发表如下专项说明及独立意见： 一、关于公司控股股东及其他关联人占用公司资金情况的专项 说明及独立意见 经审查，我们认为：2023年上半年度，公司控股股东及其关联方 不存在违规占用公司资金的情况，公司也不存在以前年度发生并累积 至2023年6月30日的控股股东及其关联方的违规占用公司资金的情况。 公司与其他关联方之间的资金往来属于正常的资金往来，不存在损害 公司和 ...

证券代码：300559 证券简称：佳发教育 公告编号：2023-035 成都佳发安泰教育科技股份有限公司 关于公司持股5%以上股东部分股份解除质押的公告 持股5%以上股东凌云先生保证向本公司提供的信息内容真实、 准确、完整，没有虚假记载、误导性陈述或重大遗漏。 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。 成都佳发安泰教育科技股份有限公司（以下简称"公司"）于近 日接到公司持股5%以上股东凌云先生的通知，获悉凌云先生将其所持 有的本公司部分股份办理了解除质押业务。具体情况如下： 二、股东股份累计质押的情况 截至公告披露日，公司持股5%以上股东凌云先生所持质押股份情 况如下： 成都佳发安泰教育科技股份有限公司 | 股东 | 持股数量 | 持股比 | 累计被质押 | 合计占 | 合计 | 已质押股份情况 | 未 质 押 股份 情 | | --- | --- | --- | --- | --- | --- | --- | --- | | 名称 | （股） | 例 | 数量（股） | 其所持 | 占公 | | 况 | 股东 名称 是否为控股 股东或第一 大股东及其 ...

Financial Performance - The company's revenue for Q1 2023 was ¥67,598,483.83, a decrease of 26.15% compared to ¥91,533,830.64 in the same period last year[7] - Net profit attributable to shareholders was ¥3,483,768.99, down 76.97% from ¥15,128,120.10 year-on-year[7] - The basic earnings per share decreased by 77.04% to ¥0.0087 from ¥0.0379 in the previous year[7] - Total operating revenue for Q1 2023 was ¥67,598,483.83, a decrease of 26.1% compared to ¥91,533,830.64 in the same period last year[21] - Net profit attributable to the parent company for Q1 2023 was ¥3,483,768.99, a decline of 77.0% from ¥15,128,120.10 in Q1 2022[23] - Basic and diluted earnings per share for Q1 2023 were both ¥0.0087, down from ¥0.0379 in the previous year[24] Assets and Liabilities - Total assets at the end of the reporting period were ¥1,232,522,520.80, a decrease of 2.76% from ¥1,267,491,086.55 at the end of the previous year[7] - Total liabilities for Q1 2023 amounted to ¥167,204,852.82, a decrease from ¥204,931,647.62 in the same period last year[20] - Non-current liabilities totaled ¥2,694,659.49 in Q1 2023, slightly down from ¥2,728,671.99 in Q1 2022[20] Cash Flow - The net cash flow from operating activities improved by 42.06%, reaching -¥30,604,698.19 compared to -¥52,820,625.51 in the previous year[14] - Cash flow from operating activities showed a significant decline, reflecting challenges in revenue generation[24] - Operating cash inflow for the current period was $87,279,750.78, an increase of 13.5% from $76,675,828.13 in the previous period[25] - Operating cash outflow decreased to $117,884,448.97 from $129,496,453.64, representing a reduction of 9.5%[25] - The net decrease in cash and cash equivalents was $-32,005,090.66, an improvement from $-94,398,237.45 in the previous period[26] - The ending balance of cash and cash equivalents increased to $451,456,794.56 from $422,792,916.66, reflecting a growth of 6.9%[26] Shareholder Information - The number of ordinary shareholders at the end of the reporting period was 12,467, with the largest shareholder holding 29.43% of the shares[15] - The company reported a total of 10 major shareholders, with the largest shareholder holding 32,140,839 shares, accounting for a significant portion of the total shares[16] - The repurchase account holds 8,868,684 shares, representing 2.22% of the total shares[16] - The company has not disclosed any related party relationships among the top shareholders[16] - The company has not reported any changes in restricted shares during the quarter[17] Research and Development - The company’s research and development expenses increased by 58.76% to ¥10,225,581.84, reflecting ongoing investment in R&D projects[11] - The company reported an increase in research and development expenses to ¥10,808,356.74, up from ¥9,715,706.45 in the previous year, indicating a focus on innovation[21] Other Information - The company received government subsidies amounting to ¥28,845.25 during the reporting period[8] - The company’s weighted average return on equity decreased to 0.34% from 1.42% in the previous year[7] - Total current assets decreased from CNY 801,339,913.28 at the beginning of the year to CNY 760,143,828.39 by the end of the quarter, representing a decline of approximately 5.5%[18] - Cash and cash equivalents decreased from CNY 485,299,134.73 to CNY 453,168,399.96, a reduction of about 6.6%[18] - Accounts receivable increased from CNY 140,597,844.56 to CNY 150,125,304.11, reflecting an increase of approximately 6.5%[18] - Inventory decreased from CNY 92,384,606.63 to CNY 89,387,654.12, a decline of about 3.2%[18] - Deferred income tax assets increased to ¥43,074,992.55 from ¥40,892,514.11, suggesting potential future tax benefits[20] - The company did not conduct an audit for the first quarter report[27] - The first quarter report was released on April 26, 2023[27]

| 投资者关系活动 | □特定对象调研 □分析师会议 | | --- | --- | | 类别 | □媒体采访 √业绩说明会 | | | □新闻发布会 □路演活动 | | | □现场参观 □其他 | | 参与单位名称及 人员姓名 | 线上参与公司佳发教育 2022 年度网上业绩说明会的投资者 | | 时间 | 2023 年 04 月 11 日（星期二）下午 15:00-17:00 | | 地点 | "佳发教育投资者关系"微信小程序 | | 上市公司接待人 | 董事长：袁斌先生 | | 员姓名 | 独立董事：周雄俊先生 | | | 董事会秘书：阴彩宾女士 | | | 财务总监：周俊龙先生 1、问：请问袁总：公司以中国数字化引领者的目标，公司 | | | 有什么规划和技术储备？谢谢！ | | | 答：您好，公司将坚持以自有核心产品与落地服务能力为基 | | | 础，将先进技术与业务认知深度融合，结合资本赋能、模式 | | | 创新与生态合作，为教育、考试行业提供数字化解决方案； | | 投资者关系活动 | 以一主（智慧考试）引领，两翼（高教职教、基础教育）为 | | 主要内容介绍 | 驱动的战略，引领教育数字化转 ...

Financial Performance - The company's operating revenue for 2022 was ¥412,638,550.62, an increase of 11.62% compared to ¥369,697,923.12 in 2021[19]. - The net profit attributable to shareholders for 2022 was ¥68,950,700.25, a decrease of 16.56% from ¥82,634,205.91 in 2021[19]. - The cash flow from operating activities increased by 29.79% to ¥104,281,310.89 in 2022, compared to ¥80,343,843.77 in 2021[19]. - The basic earnings per share decreased by 19.05% to ¥0.17 in 2022, down from ¥0.21 in 2021[19]. - Total assets at the end of 2022 were ¥1,267,491,086.55, a decrease of 3.57% from ¥1,314,456,306.07 at the end of 2021[19]. - The company's net assets attributable to shareholders increased by 2.97% to ¥1,034,778,162.06 at the end of 2022, compared to ¥1,004,892,050.11 at the end of 2021[19]. - The company reported a total of ¥3,020,463.01 in government subsidies related to normal business operations in 2022[25]. - The company achieved significant growth in the Northeast region, with revenue increasing by 266.62% to ¥26,722,721.30[79]. - The company reported a significant increase in revenue, achieving a total of 1.5 billion RMB for the fiscal year, representing a 20% year-over-year growth[163]. Dividend Policy - The company plans to distribute a cash dividend of 0.7 RMB per 10 shares to all shareholders, based on a total of 390,645,883 shares[3]. - For the 2022 profit distribution plan, the company proposed a cash dividend of 0.7 yuan per 10 shares, pending approval at the annual shareholders' meeting[191]. Risks and Challenges - The company acknowledges potential risks including policy implementation delays, high industry dependency, gross margin fluctuations, management risks, and technology risks[3]. - The company emphasizes the importance of rational investment and risk awareness among investors regarding future development plans[3]. - The company recognizes the risk of policy delays impacting the education information technology sector and plans to accelerate the development of new products with large market potential[131]. - The company faces risks related to high dependency on the education information technology industry, which could be affected by macroeconomic policy changes[132]. Market Position and Strategy - The company operates as a provider of comprehensive examination information technology solutions and smart education solutions[1]. - The company is positioned to benefit from ongoing policy support and market demand for educational digital transformation[61]. - The company has a market-leading position in standardized examination products, covering various types of exams including college entrance examinations, middle school entrance examinations, and graduate school exams[71]. - The company has established nearly 3,000 partnerships nationwide, enhancing its sales channel network to meet diverse customer needs[63]. - The company aims to expand its business coverage by customizing solutions based on regional needs, particularly in Guizhou province[102]. - The company is focusing on strategic partnerships and potential acquisitions to drive growth and innovation in the education technology sector[158]. Research and Development - The company reported a research and development (R&D) investment of ¥59,642,053.03 in 2022, representing 14.45% of its operating revenue[103]. - The number of R&D personnel increased by 4.15% from 289 in 2021 to 301 in 2022, with R&D personnel now accounting for 37.67% of the total workforce[103]. - The company has focused on self-research and innovation, increasing R&D investment to maintain long-term core competitiveness[75]. - The company is committed to continuous improvement and innovation in its product offerings to address the evolving needs of the examination sector[97]. Corporate Governance - The company has established a performance evaluation and incentive mechanism for senior management, linking compensation directly to performance[150]. - The board of directors consists of 7 members, including 3 independent directors, meeting the legal requirements[143]. - The supervisory board has 3 members, including 1 employee supervisor, complying with legal standards[144]. - The company maintains independence from its controlling shareholders in operations, personnel, and finances[151]. - The company has a robust information disclosure system, ensuring timely and accurate communication with shareholders[149]. Employee Management - The total number of employees at the end of the reporting period was 799, with 301 in technical roles and 275 in sales[179]. - The company conducted 198 training sessions in 2022, including 173 internal and 25 external sessions, to enhance overall employee skill levels[186]. - The employee compensation as a percentage of net profit decreased by 12.59% with a 10% increase in net profit, indicating a sensitivity coefficient of -0.79[183]. - The company has a diverse workforce with 79 production staff, 24 finance personnel, and 40 business staff, highlighting its operational structure[179]. Future Outlook - The company anticipates a broader market space for educational information technology due to increasing demands for digital transformation in education[30]. - The company plans to focus on digital solutions for the education and examination industry, leveraging core products and advanced technology[125]. - The company provided guidance for the next fiscal year, projecting a revenue growth of 25% and aiming for 1.875 billion RMB[163]. - The company plans to implement cost-cutting measures aimed at reducing operational expenses by 5% over the next year[163].

证券代码：300559 证券简称：佳发教育 公告编号：2023-002 成都佳发安泰教育科技股份有限公司 投资者依据提示，授权登入"佳发教育投资者关系"小程序，即 可参与交流。 出席本次网上说明会的人员有：公司董事长袁斌先生、独立董事 周雄俊先生、董事会秘书阴彩宾女士、财务总监周俊龙先生。 敬请广大投资者积极参与。 关于召开2022年度网上业绩说明会的公告 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。 成都佳发安泰教育科技股份有限公司（以下简称"公司"）将于 2023年3月31日在巨潮资讯网（http://www.cninfo.com.cn/）上披露 《2022年年度报告》及《2022年年度报告摘要》。 为便于广大投资者进一步了解公司2022年年度经营情况，公司定 于2023年4月11日（星期二）下午15:00至17:00在"佳发教育投资者 关系"小程序举行2022年度网上业绩说明会。本次网上业绩说明会将 采用网络远程的方式举行，投资者可登陆"佳发教育投资者关系"小 程序参与互动交流。为广泛听取投资者的意见和建议，提前向投资者 征集问题，提问通道自发出公告之 ...