北京市中伦律师事务所 关于江苏立华食品集团股份有限公司 2025 年第一次临时股东会的 法律意见书 致：江苏立华食品集团股份有限公司 根据《中华人民共和国公司法》（以下简称《公司法》）、《中华人民共和 国证券法》及中国证券监督管理委员会发布的《上市公司股东会规则》等规定， 北京市中伦律师事务所（以下简称本所）接受江苏立华食品集团股份有限公司（以 下简称公司）的委托，指派本所律师对公司 2025 年第一次临时股东会（以下简 称本次股东会）进行见证并就相关事项出具本法律意见书。 为出具本法律意见书，本所律师查阅了公司提供的相关文件，包括但不限于： 1. 现行《江苏立华食品集团股份有限公司章程》（以下简称《公司章程》）； 2. 公司于 2025 年 8 月 19 日刊登在深圳证券交易所网站（www.szse.cn）、 巨潮资讯网（www.cninfo.com.cn）的第四届董事会第七次会议决议公告、关于召 开本次股东会的通知； 3. 公司本次股东会股权登记日（2025 年 8 月 28 日）的股东名册、出席现场 会议的股东的到会登记记录及凭证资料； 4. 公司本次股东会的会议文件。 1 法律意见书 在本法律意见书中 ...

证券代码：300761 证券简称：立华股份 公告编号：2025-070 江苏立华食品集团股份有限公司 2025年半年度权益分派实施公告 本公司及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、误导性陈述或重大遗漏。 江苏立华食品集团股份有限公司（以下简称公司）2025 年半年度权益分派 方案已获 2025 年 5 月 13 日召开的 2024 年年度股东会授权，经公司第四届董事 会第七次会议审议通过，现将权益分派事宜公告如下： 一、股东会审议通过利润分配方案等情况 4、本次实施分配方案距离公司董事会审议通过的时间未超过两个月。 二、权益分派方案 公司 2025 年半年度权益分派方案为：以公司现有总股本 837,269,641 股为基 数，向全体股东每 10 股派 1.000000 元人民币现金（含税；扣税后，通过深股通 持有股份的香港市场投资者、境外机构（含 QFII、RQFII）以及持有首发前限售 股的个人和证券投资基金每 10 股派 0.900000 元；持有首发后限售股、股权激励 限售股及无限售流通股的个人股息红利税实行差别化税率征收，本公司暂不扣缴 1 个人所得税，待个人转让股票时， ...

Market Overview - The aquaculture sector experienced a decline of 1.98% on September 3, with *ST Tianshan leading the drop [1] - The Shanghai Composite Index closed at 3813.56, down 1.16%, while the Shenzhen Component Index closed at 12472.0, down 0.65% [1] Stock Performance - Key stocks in the aquaculture sector showed significant declines, with *ST Tianshan closing at 8.46, down 4.94% on a trading volume of 86,700 shares and a transaction value of 73.35 million yuan [1] - Other notable declines included: - Xiaoming Co., down 3.65% to 24.31 [1] - Fucheng Co., down 3.43% to 5.07 [1] - Lihua Co., down 3.36% to 18.96 [1] - Juxing Agriculture, down 3.27% to 20.38 [1] Capital Flow - The aquaculture sector saw a net outflow of 329 million yuan from institutional investors, while retail investors contributed a net inflow of 294 million yuan [1] - The following stocks had notable capital flows: - Jingjidu Agriculture had a net inflow of 23.77 million yuan from institutional investors, but a net outflow from retail investors of 17.67 million yuan [2] - Huaying Agriculture saw a net inflow of 11.67 million yuan from institutional investors, with retail investors also experiencing a net outflow [2] - Wens Foodstuff Group had a minor net inflow of 6.37 million yuan from institutional investors, but retail investors faced a net outflow of 10.48 million yuan [2]

Core Insights - On September 1, 2023, brokerage firms provided target prices for listed companies, with significant increases noted for Zhuhai Gree, Anhui Energy, and Fulian Precision, showing target price increases of 54.55%, 42.86%, and 40.28% respectively, all within the battery and power sectors [1]. Group 1: Target Price Increases - Zhuhai Gree (688772) received a target price of 34.00 yuan, reflecting a 54.55% increase [2]. - Anhui Energy (000543) has a target price of 10.30 yuan, indicating a 42.86% increase [2]. - Fulian Precision (300432) was assigned a target price of 21.00 yuan, showing a 40.28% increase [2]. Group 2: Additional Companies with Notable Increases - Double Star New Materials (002585) has a target price of 7.80 yuan, with a 39.78% increase [3]. - Zhonglun New Materials (301565) received a target price of 33.00 yuan, reflecting a 38.36% increase [3]. - Jack Shares (603337) has a target price of 66.00 yuan, indicating a 37.47% increase [3]. Group 3: Brokerage Recommendations - A total of 39 listed companies received brokerage recommendations on September 1, 2023, with Double Star New Materials, China National Freight, and Postal Savings Bank each receiving one recommendation [3]. - Zhonglun New Materials was given a "Buy" rating in its first coverage by Citic Securities [3].

Market Overview - The Shanghai Composite Index closed at 3844.84 points, with a decline of 0.79% [1] - The total trading volume of A-shares reached 1,930.44 billion yuan [1] Stocks with Death Cross - A total of 43 A-shares experienced a death cross, where the 5-day moving average fell below the 10-day moving average [1] - Notable stocks with significant distance between their 5-day and 10-day moving averages include: - Zhongma Transmission (603767) with a distance of -3.93% [1] - Jifeng Technology (300022) with a distance of -1.30% [1] - Canqin Technology (688182) with a distance of -1.28% [1] Individual Stock Performance - Zhongma Transmission (603767) saw a decrease of 0.82% with a latest price of 29.01 yuan, which is 8.91% below the 10-day moving average [1] - Jifeng Technology (300022) decreased by 2.12%, latest price at 8.30 yuan, 4.39% below the 10-day moving average [1] - Canqin Technology (688182) dropped by 6.45%, latest price at 25.68 yuan, 7.56% below the 10-day moving average [1] - Other notable declines include: - Meiai Technology (688376) down 4.72% [1] - Jingxin Pharmaceutical (002020) down 2.82% [1] - Zhongyuan Media (000719) down 1.36% [1] Additional Stocks with Death Cross - Other stocks showing a death cross include: - Guomai Technology (002093) down 5.22% [2] - Nanfang Pump Industry (300145) down 5.30% [2] - ST Diweixun (300167) down 1.59% [2] - Aerospace Development (000547) down 3.00% [2] - The performance of these stocks indicates a broader trend of declining prices among companies experiencing a death cross [2]

Investment Rating - The report indicates a positive outlook for the agriculture, forestry, animal husbandry, and fishery sectors, with a focus on improving profitability driven by declining feed costs and increased production scale [1][11]. Core Insights - The overall agricultural sector has seen a revenue increase of 6.12% year-on-year in H1 2025, reaching 614.8 billion yuan, with a significant profit increase of 198% to 27 billion yuan, primarily due to the recovery of the pig farming sector [1][11]. - The pig farming sector is experiencing a seasonal price decline, yet remains profitable due to reduced feed costs and increased production efficiency [2][28]. - The poultry farming sector has shown mixed performance, with revenue slightly declining by 0.29% in H1 2025, but net profit improved by 6.43% due to lower costs [3][21]. - The seed sector reported a revenue increase of 5.05% in H1 2025, although net profit turned negative, indicating challenges in seed sales due to falling grain prices [4][21]. Summary by Sections Industry Overview - Feed prices have been on a downward trend, improving overall farming costs. Pig prices have remained stable year-on-year, while poultry prices have been low but profitable across the supply chain. The agricultural product supply-demand balance is easing, with major product prices at low levels [1][11]. - In H1 2025, the sector achieved revenues of 614.8 billion yuan and net profits of 27 billion yuan, with significant contributions from the pig farming sector [1][11]. Pig Farming - In 2024, pig supply is expected to decrease, with prices showing seasonal trends. Despite a decline in prices post-October, the sector remains profitable. In Q1 2025, the average price was 15.01 yuan/kg, up 3.90% year-on-year, while Q2 saw a price drop to 14.56 yuan/kg, down 10.94% year-on-year [2][28]. - The pig farming sector generated revenues of 248.6 billion yuan in H1 2025, a 15.67% increase, with net profits soaring by 1551% to 17.1 billion yuan [2][28]. Poultry Farming - The poultry sector's revenue in H1 2025 was 33.7 billion yuan, a slight decline of 0.29%, but net profit increased by 6.43% to 1 billion yuan due to lower costs [3][21]. - The white feather chicken segment remains stable despite low prices, while the yellow feather chicken segment is recovering from previous losses [3][21]. Seed Sector - The seed sector reported revenues of 8.87 billion yuan in H1 2025, a 5.05% increase, but net profit turned negative, indicating challenges in the market [4][21].

Market Performance - The aquaculture sector increased by 0.5% on August 29, with Lihua Co., Ltd. leading the gains [1] - The Shanghai Composite Index closed at 3857.93, up 0.37%, while the Shenzhen Component Index closed at 12696.15, up 0.99% [1] Individual Stock Performance - Lihua Co., Ltd. (300761) closed at 19.79 with a rise of 2.17% and a trading volume of 118,100 shares, totaling a transaction value of 233 million [1] - Wens Foodstuff Group Co., Ltd. (300498) closed at 18.19, up 1.56%, with a trading volume of 875,300 shares and a transaction value of 1.594 billion [1] - Muyuan Foods Co., Ltd. (002714) closed at 54.96, up 0.84%, with a trading volume of 408,100 shares and a transaction value of 2.240 billion [1] - Other notable stocks include Juxing Agriculture (603477) with a 0.71% increase and Zhengbang Technology (002157) with a 0.66% increase [1] Capital Flow - The aquaculture sector experienced a net outflow of 275 million from institutional investors, while retail investors saw a net inflow of 295 million [2][3] - Major stocks like Zhengbang Technology (002157) had a net inflow of 47.97 million from institutional investors, while Muyuan Foods (002714) had a net inflow of 38.17 million [3] - Conversely, stocks like Xiaoming Co., Ltd. (300967) and New Hope Liuhe Co., Ltd. (000876) faced net outflows from both institutional and retail investors [3]

Group 1 - Dalian Commodity Exchange announced the addition of Siyang Dekang Agricultural and Animal Husbandry Co., Ltd. as a sub-warehouse for Sichuan Dekang Agricultural and Animal Husbandry Food Group Co., Ltd. [1] - Guangxi Nongken Yongxin Animal Husbandry Group Shengtang Animal Husbandry Co., Ltd. has been added as a non-group delivery warehouse for live pigs [1] - The newly added group and non-group delivery warehouses are qualified designated delivery locations [1] Group 2 - Jiangsu Lihua Animal Husbandry Co., Ltd. has changed its name to Jiangsu Lihua Food Group Co., Ltd. [1] - Jiangsu Lihua Food Group Co., Ltd. inherits the rights and obligations of the designated delivery warehouse for live pigs previously held by Jiangsu Lihua Animal Husbandry Co., Ltd. [1]

Core Viewpoint - The announcement from Lihua Co., Ltd. (立华股份) indicates a change in shareholder equity due to the reduction of shares by the actual controller and its concerted parties, which has triggered a change in the holding ratio by 1% [1] Shareholder Reduction - The actual controller Cheng Lili and Benteng Livestock reduced their holdings by 8,318,500 shares from July 30, 2025, to August 26, 2025, resulting in a reduction ratio of 0.99% [1] - The weighted average price of Lihua shares during this period was 19.978 yuan per share, leading to a total cash-out of approximately 166.19 million yuan [1] Previous Disclosure - On June 30, 2025, Lihua Co. disclosed a plan for Cheng Lili and Benteng Livestock to reduce their holdings by up to 25,118,000 shares, which represents 3.00% of the company's total share capital [3] - The current reduction aligns with previously disclosed commitments and intentions, and the reduction quantity is within the announced plan [3] Company Background - Lihua Co. was listed on February 18, 2019, with an initial public offering of 41.28 million shares at a price of 29.35 yuan per share [3] - The total funds raised from the IPO amounted to 1.212 billion yuan, with a net amount of 1.150 billion yuan intended for various integrated poultry and feed projects [3] Fundraising and Financials - The total fundraising from the IPO and a 2022 private placement reached 2.482 billion yuan [5] - The issuance costs for the IPO were approximately 61.57 million yuan, with underwriting and sponsorship fees accounting for 36.35 million yuan [4]

Group 1 - The core viewpoint of the articles indicates that Lihua Co., Ltd. has experienced fluctuations in stock price and trading volume, with a recent decline of 2.00% to 20.09 CNY per share, and a total market capitalization of 16.82 billion CNY [1] - Lihua Co., Ltd. has seen a year-to-date stock price increase of 5.96%, with a 3.82% rise over the last five trading days and a 2.81% increase over the last 20 days [2] - The company primarily engages in the production and sales of yellow feather chickens, pigs, and meat geese, with chicken revenue accounting for 75.84% of total revenue, pig revenue at 23.31%, and goose revenue at 0.86% [2] Group 2 - As of June 30, 2025, Lihua Co., Ltd. reported a revenue of 8.353 billion CNY, reflecting a year-on-year growth of 7.02%, while the net profit attributable to shareholders decreased by 74.10% to 149 million CNY [2] - The company has distributed a total of 1.979 billion CNY in dividends since its A-share listing, with 1.030 billion CNY distributed over the past three years [3] - Institutional holdings show that as of June 30, 2025, the top ten circulating shareholders include E Fund's ChiNext ETF, which increased its holdings by 627,700 shares to 7.6594 million shares [3]