证券代码：301009 证券简称：可靠股份 公告编号：2025-046 杭州可靠护理用品股份有限公司 第五届董事会第十三次（临时）会议决议公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有 虚假记载、误导性陈述或重大遗漏。 一、董事会会议召开情况 杭州可靠护理用品股份有限公司（以下简称"公司"）第五届董事会第十三 次（临时）会议于 2025 年 12 月 5 日在杭州市余杭区向往街 1118 号英国中心 T6-28 层公司会议室以现场结合网络会议方式召开，会议通知已于 2025 年 12 月 1 日以 电话及电子邮件等方式送达各位董事。本次会议应出席董事 7 人，实际出席董事 7 人（其中董事鲍佳女士、董事程岩传先生、独立董事肖炜麟先生、独立董事寿 泓先生以网络会议方式审议表决），会议由董事长金利伟先生主持，公司全体监 事及高级管理人员列席。会议召开符合有关法律、法规、规章和《公司章程》的 规定。 二、董事会会议审议情况 1、审议《关于修订<公司章程>及相关议事规则的议案》 根据《中华人民共和国公司法》《关于新<公司法>配套制度规则实施相关过 渡期安排》《上市公司章程指引（2025 年修订） ...

Core Viewpoint - The recent quarterly report of Reliable Co. for Q3 2025 has faced strong opposition from its second-largest shareholder, Bao Jia, who claims that the report conceals significant issues, including the bankruptcy of investment projects and the alleged holding of supplier shares by the actual controller [1][3]. Group 1: Shareholder Dispute - Bao Jia, the second-largest shareholder, has raised concerns about the company's Q3 report, alleging that it intentionally hides critical information regarding investment failures and the actual controller's actions [1][3]. - The ownership structure shows that Jin Liwei holds 30.13% of the shares, while Bao Jia holds 29.13%, making them the first and second largest shareholders, respectively [1][3]. - Bao Jia claims that her seven objections to the report were significantly altered, with five being deleted and the remaining two adjusted, which she considers a violation of regulations [1][3]. Group 2: Company Response - The investor relations department of Reliable Co. stated that the company adheres to relevant regulations and has followed proper decision-making and disclosure procedures [2][4]. - The company emphasized that the hiring of its executive team complies with the Company Law and internal governance rules, asserting that its governance structure is effective [2][4]. - In August, Reliable Co. received a warning from the Zhejiang Securities Regulatory Bureau for issues related to information disclosure in an associated transaction, which the company claims to have addressed promptly [2][4].

Core Viewpoint - The recent third-quarter report of Reliable Co., Ltd. has faced strong opposition from its second-largest shareholder and director, Bao Jia, highlighting deep governance issues stemming from personal conflicts between her and the company's actual controller, Jin Liwei [2][21][34]. Financial Performance - In the third quarter, Reliable Co., Ltd. achieved a revenue of 280 million yuan, representing a year-on-year growth of 4.59%. However, the net profit attributable to shareholders was a loss of 294,200 yuan, with a non-recurring net profit loss of 1.6277 million yuan [4][24]. Governance Issues - Bao Jia has consistently opposed the company's reports, citing issues such as the concealment of investment project bankruptcies and the alleged misconduct of the actual controller regarding shareholding in suppliers. She claims that her dissenting opinions were altered or deleted in official announcements [2][5][12]. - The company has responded by asserting that all decisions and disclosures comply with relevant regulations and that the governance structure is functioning effectively [2][25]. Specific Allegations - Bao Jia raised seven specific objections regarding the third-quarter report, including: 1. Violations in related party transactions confirmed by regulatory warnings [25][26]. 2. Allegations of the actual controller's involvement in undisclosed shareholding arrangements with suppliers, which may involve significant conflicts of interest [27]. 3. Non-disclosure of a bankrupt investment project prior to the half-year report, raising concerns about the accuracy of financial disclosures [28]. 4. Suspicion regarding the authenticity of management and legal consulting fees, which have shown unusual fluctuations [30]. 5. Concerns about the actual controller's ongoing civil litigation and potential asset transfer risks [25][28]. 6. Criticism of the management team's operational capabilities and decision-making failures [25][28]. 7. A significant loss in the third quarter, questioning the management's effectiveness [25][28]. Shareholder Dynamics - The conflict between Bao Jia and Jin Liwei has escalated since their divorce in February 2024, leading to a power struggle within the company's governance [34][36]. - Bao Jia has attempted to convene extraordinary shareholder meetings to address governance issues, but these proposals have been consistently blocked by the board [37]. Recent Developments - On October 30, Reliable Co., Ltd. announced plans to acquire at least 60% of Shanghai Hanhe Paper Industry Co., Ltd. for a cash consideration of up to 650 million yuan. Bao Jia expressed that she was unaware of this significant investment decision until after the announcement, raising concerns about governance and decision-making transparency [38].

Market Overview - The personal care products sector increased by 0.95% on December 1, with Yiyi Co., Ltd. leading the gains [1] - The Shanghai Composite Index closed at 3914.01, up 0.65%, while the Shenzhen Component Index closed at 13146.72, up 1.25% [1] Stock Performance - Yiyi Co., Ltd. (001206) closed at 31.95, up 4.45% with a trading volume of 86,900 shares and a turnover of 273 million yuan [1] - Other notable performers include: - Dengkang Oral (001328) at 36.39, up 1.93% [1] - Zhongshun Jierou (002511) at 8.29, up 1.34% [1] - Ziya Co., Ltd. (003006) at 21.49, up 1.27% [1] - Runben Co., Ltd. (603193) at 25.62, up 1.10% [1] Capital Flow - The personal care products sector experienced a net outflow of 8.8463 million yuan from institutional investors, while retail investors saw a net inflow of 4.1072 million yuan [2] - The overall capital flow indicates a mixed sentiment, with institutional investors withdrawing funds while retail investors are entering the market [2] Detailed Capital Flow Analysis - Yiyi Co., Ltd. had a net inflow of 9.9188 million yuan from institutional investors, but a net outflow of 20.8258 million yuan from retail investors [3] - Other companies with significant capital movements include: - Dengkang Oral with a net inflow of 556,900 yuan from institutional investors [3] - Ziya Co., Ltd. with a net inflow of 128,860 yuan from institutional investors [3] - However, companies like Beijia Clean (603059) and Haoyue Nursing (605009) faced substantial net outflows from both institutional and retail investors [3]

Group 1 - The Ministry of Industry and Information Technology and other departments released a plan to enhance the adaptability of supply and demand in consumer goods, aiming for a significant optimization of the supply structure by 2027, with the formation of three trillion-level consumption fields and ten hundred-billion-level hotspots [1] - By 2030, the plan envisions a high-quality development pattern where supply and consumption interact positively, with a steady increase in the contribution of consumption to economic growth [1] - The plan emphasizes the need to match diverse consumer demands, including enhancing the supply of products for infants and children, quality student supplies, fashionable items, and products for the elderly [1] Group 2 - Reliable Co., Ltd. focuses on the elderly market, developing products like enhanced adult diapers that address specific needs such as night-time protection, which reduces comprehensive care costs by 30% [1][2] - The company reported a revenue of 829 million yuan for the first three quarters of 2025, a year-on-year increase of 5.12%, and a net profit of 27.98 million yuan, up 26.79% [2] - Reliable Co., Ltd. plans to continue focusing on the elderly market strategy and explore new intelligent manufacturing models and applications of artificial intelligence to build a "smart elderly care ecosystem" [2] Group 3 - Adidas is targeting the youth market, specifically children aged 7-13, as a key growth driver, collaborating with national sports research institutions for product development and testing [3] - The brand has introduced new distributors for children's clothing, opening over 50 new stores in the past year to expand its market presence [3] - Skechers is also focusing on the youth segment, recognizing the importance of personalized expression among 9-15-year-olds, and is shifting its product development to cater to diverse scenarios and individual styles [3]

Group 1: Policy and Market Trends - The Ministry of Industry and Information Technology and other departments released a plan to enhance the adaptability of consumer goods supply and demand, aiming for a significant optimization of the supply structure by 2027, with the formation of three trillion-level consumption fields and ten hundred-billion-level consumption hotspots [1] - By 2030, the plan envisions a high-quality development pattern where supply and consumption interact positively, with a steady increase in the contribution of consumption to economic growth [1] - The plan emphasizes the need to precisely match the diverse needs of different demographics, including enhancing the supply of products for infants, students, fashion items, and elderly-friendly products [1] Group 2: Company Strategies and Performance - Reliable Co., Ltd. focuses on the elderly market by innovating and optimizing products for senior consumers, such as the "reliable enhanced adult diapers" designed for nighttime use, which reduces comprehensive care costs by 30% [2] - For the first three quarters of 2025, Reliable Co., Ltd. reported revenue of 829 million yuan, a year-on-year increase of 5.12%, and a net profit of 27.98 million yuan, up 26.79% [2] - The company plans to continue focusing on the elderly market as China faces deep aging, exploring new models of smart manufacturing and integrating AI tools to build a "smart elderly care ecosystem" [2] Group 3: Youth Market Focus - Adidas is targeting the youth market, specifically children aged 7-13, as a key growth driver for the next five years, emphasizing localized design and collaboration with national sports research institutions [3] - The brand has introduced over 50 new stores with specialized dealers to expand its children's clothing market [3] - Skechers is also recognizing the value of the youth segment, planning to develop differentiated products that cater to the self-identity and unique expression needs of adolescents aged 9-15 [3]

Market Overview - The personal care products sector increased by 0.24% on November 27, with Yanjiang Co., Ltd. leading the gains [1] - The Shanghai Composite Index closed at 3875.26, up 0.29%, while the Shenzhen Component Index closed at 12875.19, down 0.25% [1] Stock Performance - Yanjiang Co., Ltd. (300658) closed at 11.25, up 6.33% with a trading volume of 273,400 shares and a transaction value of 300 million yuan [1] - Other notable stocks include: - Jieya Co., Ltd. (301108) at 31.15, up 1.20% [1] - Reliable Co., Ltd. (301009) at 13.67, up 1.18% [1] - Dengkang Oral Care (001328) at 35.53, up 0.82% [1] - Two-Sided Needle (600249) at 6.27, up 0.64% [1] Capital Flow - The personal care products sector experienced a net outflow of 14.69 million yuan from institutional investors and 10.53 million yuan from retail investors, while individual investors saw a net inflow of 25.23 million yuan [2] - Detailed capital flow for selected stocks shows: - Yanjiang Co., Ltd. had a net inflow of 19.15 million yuan from institutional investors [3] - Reliable Co., Ltd. had a net inflow of 0.64 million yuan from individual investors [3] - Other stocks like Baijia Clean (603059) and Runben Co., Ltd. (603193) faced significant net outflows from institutional and retail investors [3]

Group 1 - The A-share market saw a rise in some elder care-related stocks, with Yueshin Health hitting the daily limit up, followed by companies like Ousheng Electric, Yahua Electronics, Aojiahua, Xinlong Health, and Kelaibao also experiencing gains [1] - The State Council held a press conference to introduce policies aimed at enhancing the adaptability of consumer goods supply and demand to further promote consumption [1] - The Ministry of Industry and Information Technology announced plans to collaborate with relevant departments to strengthen the research and development of products such as elder care service robots, age-friendly clothing, and easy-to-swallow foods [1] Group 2 - Yueshin Health (002162) experienced a price increase of 9.94%, with a total market value of 4.884 billion and a year-to-date increase of 53.47% [2] - Other notable stocks include Haixia Innovation (300300) with a 5.31% increase and a market value of 9.129 billion, and ST Xinhua Jin (600735) with a 5.03% increase and a market value of 2.688 billion [2] - The MACD golden cross signal has formed, indicating a positive trend for these stocks [2]

Core Insights - The personal care products sector experienced a rise of 0.58% on November 25, with Zhongshun Jierou leading the gains [1] - The Shanghai Composite Index closed at 3870.02, up 0.87%, while the Shenzhen Component Index closed at 12777.31, up 1.53% [1] Stock Performance Summary - Zhongshun Jierou (002511) closed at 8.23, with an increase of 2.62% and a trading volume of 117,000 shares, totaling a transaction value of 96.25 million yuan [1] - Baiya Co., Ltd. (003006) closed at 21.33, up 1.86%, with a trading volume of 38,700 shares and a transaction value of 82.06 million yuan [1] - Runben Co., Ltd. (603193) closed at 25.84, increasing by 1.57%, with a trading volume of 45,100 shares and a transaction value of 117 million yuan [1] - Kelaike Co., Ltd. (301009) closed at 13.61, up 1.49%, with a trading volume of 37,400 shares and a transaction value of 50.68 million yuan [1] - Jeya Co., Ltd. (301108) closed at 31.10, increasing by 1.37%, with a trading volume of 9,152 shares and a transaction value of 28.38 million yuan [1] - Dengkang Oral (001328) closed at 35.95, up 1.30%, with a trading volume of 9,566 shares and a transaction value of 34.18 million yuan [1] - Liangmian Needle (600249) closed at 6.18, increasing by 0.98%, with a trading volume of 110,800 shares and a transaction value of 68.16 million yuan [1] - Haoyue Nursing (605009) closed at 33.77, up 0.63%, with a trading volume of 28,600 shares and a transaction value of 96.30 million yuan [1] - Yanjian Co., Ltd. (300658) closed at 10.27, down 0.19%, with a trading volume of 124,500 shares and a transaction value of 128 million yuan [1] - Beijia Co., Ltd. (603059) closed at 29.80, down 0.37%, with a trading volume of 51,800 shares and a transaction value of 155 million yuan [1] Capital Flow Analysis - The personal care products sector saw a net outflow of 51.41 million yuan from institutional investors, while retail investors had a net inflow of 60.64 million yuan [2] - The detailed capital flow for selected stocks indicates varying levels of net inflow and outflow among institutional, retail, and speculative investors [3] - For instance, Kelaike Co., Ltd. (301009) had a net outflow of 4.49 million yuan from institutional investors, while it attracted 1.13 million yuan from speculative investors [3]

Investment Rating - The report rates the industry as "Outperform" [2] Core Insights - The global market for Antibody-Drug Conjugates (ADC) is projected to exceed $100 billion, driven by the dual advantages of targeted therapy and potent cytotoxic effects [2][3] - ADCs are recognized as a promising new therapy in oncology, with the potential to redefine standard treatments for major cancers like lung and breast cancer [2][3] - China has emerged as a key player in ADC innovation, with over 50% of global ADC pipelines originating from Chinese companies, showcasing significant cost and efficiency advantages [2][3][5] Summary by Sections Section 1: ADC as a Targeted Prodrug - ADCs utilize a "Trojan horse" strategy for targeted delivery of cytotoxic agents to tumor cells, minimizing damage to normal tissues [11][13] - The mechanism involves several steps, including circulation, target binding, internalization, and release of the active drug within the tumor cell [11][13] Section 2: Market Growth and Trends - The ADC market is expected to enter a product explosion phase, with rapid growth anticipated in the coming years [2][3] - The global ADC market size is forecasted to reach $115.1 billion by 2032 [2] Section 3: Investment Opportunities - Investment in ADCs should focus on companies with innovative technology platforms and promising product candidates [2][3] - Key players to watch include those with leading ADC technology platforms and robust pipelines, such as Kelun-Biotech, Innovent Biologics, and WuXi AppTec [2][3] Section 4: Technological Advancements - ADC technology is characterized by modular upgrades and innovative combinations, with a variety of ADC types currently in development [2][3] - The report highlights the potential for ADC technology to extend into broader categories of conjugated drugs (XDC) [2][3] Section 5: Competitive Landscape - The report emphasizes the competitive nature of the ADC industry, with numerous players vying for market share and innovation [2][3] - Chinese ADC companies are recognized for their ability to lead in innovation and capture significant market opportunities [2][3][5]