北京市汉坤律师事务所 中国北京市东长安街 1 号东方广场 C1 座 9 层 100738 电话：(86 10) 8525 5500；传真：(86 10) 8525 5511 / 8525 5522 北京 上海 深圳 海口 武汉 香港 新加坡 纽约 www.hankunlaw.com 关于 孩子王儿童用品股份有限公司 2024年年度股东会的 法律意见书 汉坤（证）字[2025]第 22219-7-O-1 号 北京市汉坤律师事务所 法律意见书 北京市汉坤律师事务所 关于孩子王儿童用品股份有限公司 2024年年度股东会的法律意见书 汉坤（证）字[2025]第22219-7-O-1号 致：孩子王儿童用品股份有限公司 北京市汉坤律师事务所（以下简称"本所"）接受孩子王儿童用品股份有限公司 （以下简称"公司"或"孩子王股份"）委托，指派本所律师对公司 2024 年年度股东会 （以下简称"本次股东会"）进行法律见证。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》（以下简称"《证券法》"）等有 关法律、法规和规范性文件以及《孩子王儿童用品股份有限公司章程》（以下简称 "《公司章程》"）的规 ...

华泰联合证券有限责任公司关于 一、本次关联交易基本情况概述 孩子王于 2025 年 5 月 15 日召开第四届董事会第一次会议，审议通过《关于 全资子公司参与汉桑（南京）科技股份有限公司首次公开发行股票战略配售暨关 联交易的议案》，根据公司全资子公司南京智领未来智能科技有限责任公司（以 下简称"南京智领未来"）战略发展需要，为加快构建上下游产业链资源体系， 拟对产业链上的优质企业进行投资。公司将以自有资金对全资子公司南京智领未 来增资 5,000 万元，由南京智领未来认购汉桑（南京）科技股份有限公司（以下 简称"汉桑科技"或"发行人"）首次公开发行股票的战略配售股份，认购金额 不超过 5,000 万元，最终金额和股份数量以发行人公布的结果为准。公司全体独 立董事对此召开了独立董事专门会议，全体同意相关议案，董事会审计委员会、 战略委员会审议通过相关议案。 南京星纳赫源创业投资合伙企业（有限合伙）（以下简称"星纳赫源"）持 有汉桑科技 1.6620%股份，江苏大运河星轩创业投资基金（有限合伙）（以下简 称"星轩创投"）持有汉桑科技 1.3850%股份，星纳赫源和星轩创投的私募基金 管理人均为江苏星合投资管理有限 ...

证券代码：301078 证券简称：孩子王 公告编号：2025-040 特别提示： 1、本次股东会未出现否决议案的情形； 2、本次股东会不涉及变更前次股东会决议。 一、会议召开和出席情况 （一）会议召开时间 1、现场会议召开时间为：2025 年 5 月 15 日下午 14:30。 2、网络投票时间：2025 年 5 月 15 日。 其中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 5 月 15 日 9:15-9:25，9:30-11:30 和 13:00-15:00； 孩子王儿童用品股份有限公司 2024 年年度股东会决议公告 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 导性陈述或者重大遗漏。 （七）出席人员： 1、股东出席的总体情况： 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 5 月 15 日 9:15 至 15:00 期间的任意时间。 （二）召开地点：江苏省南京市江宁区运粮河东路 701 号孩子王 D 栋 3 楼 会议室。 （三）召开方式：本次会议采取现场表决与网络投票相结合的方式召开。 现场投票：股东本人出席现场会议或者委托他人出席 ...

证券代码：301078 证券简称：孩子王 公告编号：2025-043 孩子王儿童用品股份有限公司 关于选举公司第四届董事会董事长、各专门委员会委员 及聘任高级管理人员、证券事务代表的公告 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 导性陈述或者重大遗漏。 孩子王儿童用品股份有限公司（以下简称"公司"或"孩子王"）于 2025 年 5 月 15 日召开 2024 年年度股东会和职工代表大会，完成董事会的换届选举工作， 同日公司召开了第四届董事会第一次会议，会议审议通过了《关于选举公司第四 届董事会董事长的议案》《关于选举公司第四届董事会各专门委员会委员的议案》 《关于聘任公司高级管理人员的议案》《关于聘任公司证券事务代表的议案》。 现将有关情况公告如下： 一、选举公司第四届董事会董事长 公司第四届董事会已于 2025 年 5 月 15 日经 2024 年年度股东会及职工代表 大会选举产生。根据《公司法》《公司章程》的相关规定，公司第四届董事会同 意选举汪建国先生为公司第四届董事会董事长，任期自本次董事会审议通过之日 起至本届董事会任期届满之日止。汪建国先生简历详见附件。 二、公司 ...

Core Insights - The company "Kidswant" reported a significant increase in net profit for Q1, achieving a net profit of 31.01 million yuan, representing a year-on-year growth of 165.96% [1] - The company aims to leverage its strong Q1 performance to enhance its ecosystem in Q2, with plans to open new stores targeting young parents and introducing new product categories [1][2] Company Overview - Kidswant has evolved over 16 years from a controversial startup to a leading player in the mother and baby retail sector, with a focus on creating a multifunctional offline community for parents and children [1][2] - The company has implemented a membership system and replaced traditional sales staff with parenting consultants to better meet customer needs [2] Market Trends - The Chinese mother and baby market has seen substantial growth, expanding from 1 trillion yuan in 2010 to over 3 trillion yuan in 2018, with an average annual growth rate of approximately 14.8% [2] - There is a notable increase in demand for high-quality and cost-effective products, particularly in lower-tier cities, where sales growth outpaces that of first-tier cities [3] Strategic Initiatives - Kidswant is expanding its presence in lower-tier markets by opening franchise stores and piloting warehouse store models, with successful sales increases reported in newly opened stores [4] - The company is enhancing its supply chain efficiency through centralized logistics and has launched a digital system for instant retail services, aiming to provide faster delivery options [5] Future Plans - In 2024, Kidswant plans to complete the full acquisition of the northern mother and baby chain, Leyou International, and collaborate with educational firms to develop customized products [7] - The company is focused on building a comprehensive service network rather than just being a retailer, emphasizing the importance of teamwork and collective effort in achieving its goals [7]

Investment Rating - The report maintains an "Overweight" rating for the cosmetics and medical beauty sector, with specific recommendations for various companies based on their market positions and growth potential [5][12][17]. Core Insights - The cosmetics and medical beauty sector has shown weaker performance compared to the market, with the Shenwan Beauty Care Index rising by 1.7% from April 30 to May 9, 2025, which is lower than the Shenwan A Index by 0.6 percentage points [5][6]. - The "Jumeili Conference" held in Shanghai highlighted the industry's development direction amidst a challenging environment, emphasizing the importance of technology-driven beauty, refined operations, and AI assistance [5][12]. - Domestic brands are gaining traction, while international brands are also experiencing growth, with Estee Lauder reporting a return to positive growth in key brands in China during Q1 2025 [5][12][28]. Summary by Sections Industry Performance - The cosmetics and medical beauty sector's performance has been below market expectations, with the Shenwan Cosmetics Index increasing by 2.8%, outperforming the Shenwan A Index by 0.5 percentage points [5][6]. - The report notes a competitive landscape where domestic brands are aggressively entering the market, prompting international brands to rebound [5][12]. Company Analysis - Shanghai Jahwa's Q1 2025 results showed a revenue of 1.704 billion yuan, down 10.59% year-on-year, with a net profit of 217 million yuan, down 15.25% [5][13]. - Estee Lauder's Q3 2025 results indicated a net sales figure of 3.55 billion USD (approximately 25.8 billion yuan), a 10% decline year-on-year, but with a notable increase in gross margin [5][28]. - The report highlights the employee stock ownership plan at Shanghai Jahwa, aimed at binding key personnel and setting profit recovery targets for 2025 [5][17]. Market Trends - The report indicates that the retail sales of cosmetics in Q1 2025 reached 114.9 billion yuan, with a year-on-year growth of 3.2% [22][26]. - The domestic skincare market is projected to continue growing, with local brands capturing a significant market share, reflecting a shift in consumer preferences towards domestic products [36][38]. E-commerce Insights - The report provides data on the performance of domestic brands on e-commerce platforms, with notable growth in GMV for brands like Proya and Marubi [20][19]. - The overall e-commerce landscape for cosmetics is evolving, with brands leveraging social media platforms to enhance visibility and sales [5][12].

Group 1 - The core viewpoint of the news is that a comprehensive financial policy package has been introduced to support the stability of the market and expectations, particularly benefiting the elderly care sector [1][3] - The People's Bank of China has established a 500 billion yuan service consumption and elderly care relending tool to enhance financial support for key areas such as elderly care and service consumption [3] - The elderly care industry in China is projected to reach a scale of 9 trillion yuan in 2022, with expectations to exceed 12 trillion yuan by 2025, indicating a significant growth phase ahead [4][5] Group 2 - The elderly care concept stocks have shown strong performance, with multiple stocks such as Jinming Precision Machinery and Xinhua Jin experiencing significant price increases, some reaching the daily limit [2] - The new policy tool is an expansion and upgrade of the previous inclusive elderly care relending policy, which had a smaller quota of 40 billion yuan and was initially piloted [3] - The silver economy is expected to grow substantially, with projections indicating it could reach 30 trillion yuan by 2035, accounting for 10% of GDP, driven by various sectors including elderly services and health care [4]

Investment Rating - The investment rating for the light industry manufacturing sector is "Buy" [2] Core Insights - The mother and baby market in China is entering a new stage of structural upgrade, driven by continuous fertility support policies and rising consumer demand, leading to a reshaping of the competitive landscape [7] - Leading companies are stabilizing their core retail businesses while actively exploring new business areas, optimizing store layouts, and advancing digital transformation, forming a dual-driven growth model [7] - The performance of leading companies shows a positive trend of "simultaneous revenue growth and profit recovery" [3] Performance Overview - The report highlights that Kid King achieved a revenue growth of 5.6% in Q4 2024 and 9.5% in Q1 2025, with net profit increasing significantly by 521% and 166% respectively [3][8] - Kid King's total store count reached 1,046 by the end of 2024, with a notable increase in online GMV by 35% [3] - Ai Ying Shi also demonstrated stable growth, with revenue growth of 9.7% and 6.6% in the same periods, and net profit growth of 1.3% and 6.1% respectively [3][8] New Business Development - Kid King is expanding through a franchise system and enhancing its digital operations and AI strategy, aiming to strengthen its market position [4][9] - Ai Ying Shi is collaborating with Bandai to create new growth points in the mother and baby IP derivative market, planning to replicate successful models nationwide [4][9] Investment Recommendations - The report suggests focusing on Kid King, which is exploring a comprehensive mother and baby ecosystem, Ai Ying Shi, which is deepening its collaboration with Bandai, and Runben Co., which stands out in the baby skincare segment [5]

Group 1: Retail Industry Overview - In 2024, five retail companies including YaoYigou, JianZhiJia, WuFangZhai, GuangMing Dairy, and HaiZiWang disclosed a total of 18.3756 million yuan in data resources, covering various sectors such as pharmaceutical retail, food and beverage, and maternal and child products [1][3] - YaoYigou and JianZhiJia reported significant declines in net profit, with JianZhiJia's net profit at 12.8 million yuan, down 69.08% year-on-year, and YaoYigou's net profit at 1.63582 million yuan, down 72.52% year-on-year [3][4] - The companies are actively investing in data assetization, with YaoYigou listing 22 pharmaceutical data products and integrating data resources with financial institutions to build a pharmaceutical supply chain finance system [3][4] Group 2: Pharmaceutical Retail Sector - YaoYigou's data resources included business data, industry knowledge data, and research data, with a total data storage of 99,098.39 GB by the end of 2024 [3][4] - YaoYigou has established a credit system for small and micro customers, with a total credit of 20.7248 million yuan granted to 5,100 customers [4] Group 3: Food Retail Sector - GuangMing Dairy and WuFangZhai disclosed their data resources for the first time in 2024, with GuangMing Dairy reporting 233,200 yuan in development expenses [6][8] - WuFangZhai introduced a BI data unified decision-making platform and confirmed its data asset worth 1.0004 million yuan, which is now available on the Zhejiang Big Data Trading Service Platform [8] Group 4: Maternal and Child Products Sector - HaiZiWang reported a total of 9.9519 million yuan in data resources for 2024, with 8.6310 million yuan classified as intangible assets [9] - HaiZiWang has developed an intelligent DTC system and the KidsGPT smart advisor, marking significant advancements in digitalization within the maternal and child product sector [9]

Group 1: Aier Eye Hospital - In 2024, Aier Eye Hospital achieved an outpatient volume of 16.94 million, a year-on-year increase of 12.14% [1] - The company reported a total revenue of 20.98 billion yuan, reflecting a growth of 3.02% compared to the previous year [2] - The net profit attributable to shareholders was 3.56 billion yuan, up by 5.87% year-on-year [2] - The company introduced several advanced medical technologies and products, including the INTENSITY™ intraocular lens and new dry eye treatment technology [1][3] Group 2: Tonghuashun - Tonghuashun reported a revenue of 4.19 billion yuan in 2024, marking a 17.47% increase from the previous year [5] - The net profit attributable to shareholders reached 1.82 billion yuan, a significant growth of 30% year-on-year [4][5] - The increase in revenue and profit was primarily driven by a recovery in the securities market and rising demand for financial information services [4] Group 3: Yiwei Lithium Energy - Yiwei Lithium Energy achieved a revenue of 1.28 billion yuan in Q1 2025, with a net profit of 110.11 million yuan, reflecting a 16.60% increase in net profit [7] - The company reported a significant increase in the shipment of energy storage batteries, with a year-on-year growth of 80.54% [8] - The company is expanding into emerging markets such as eVTOL and drones, with ongoing projects and production facilities being established [9] Group 4: Huadong Medicine - Huadong Medicine reported a revenue of 10.74 billion yuan in Q1 2025, a 3.12% increase year-on-year [10] - The net profit attributable to shareholders was 914.71 million yuan, up by 6.06% compared to the same period last year [11] - The company achieved its highest historical level of net profit excluding non-recurring gains and losses, reaching 897.34 million yuan [10] Group 5: Muyuan Foods - Muyuan Foods reported a revenue of 36.06 billion yuan in Q1 2025, a year-on-year increase of 37.26% [17] - The company turned a profit with a net profit of 44.91 billion yuan, compared to a loss of 23.79 billion yuan in the same period last year [18] - The significant growth was attributed to increased pig prices and sales [17] Group 6: China Aluminum - China Aluminum reported a revenue of 55.78 billion yuan in Q1 2025, with a net profit of 3.54 billion yuan, reflecting a year-on-year increase of 58.78% [21] - The company successfully managed market price fluctuations, resulting in increased product sales and profits [21] Group 7: Hengrui Medicine - Hengrui Medicine achieved a revenue of 72.06 billion yuan in Q1 2025, a 20.14% increase year-on-year [22] - The net profit attributable to shareholders was 18.74 billion yuan, up by 36.9% compared to the previous year [22] - The increase in profit was significantly influenced by a licensing payment received during the reporting period [22] Group 8: Bull Group - Bull Group reported a revenue of 16.83 billion yuan in 2024, reflecting a 7.24% increase year-on-year [13] - The net profit attributable to shareholders was 4.27 billion yuan, a growth of 10.39% compared to the previous year [13] - The company experienced growth in its electrical connection and smart lighting businesses, as well as rapid development in its new energy sector [14]