独立董事关于公司第三届董事会第二次会议相关事项的独立意见 青木数字技术股份有限公司 独立董事关于公司第三届董事会第二次会议相关事项的独立意 见 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》《上市公司独立董事规则》《青木数字技术股份有限公司章程》（以 下简称"《公司章程》"）《青木数字技术股份有限公司独立董事工作制度》等 有关规定，我们作为青木数字技术股份有限公司（以下简称"公司"）的独立董 事，在认真审阅了有关材料后，基于本人的独立判断，对公司第三届董事会第二 次会议审议的有关事项发表以下独立意见： （一）《关于<2023 年半年度募集资金存放与使用情况的专项报告>的议案》 的独立意见 《2023 年半年度募集资金存放与使用情况的专项报告》的内容真实、准确、 完整，不存在虚假记载、误导性陈述和重大遗漏，真实、客观地反映了公司 2023 年半年度募集资金存放和实际使用情况，符合中国证券监督管理委员会、深圳证 券交易所关于上市公司募集资金存放与使用的相关规定，不存在违规使用募集资 金、变相改变募集资金用途的行为，不存在损害公司和股东，特别是中小股东权 益的情形。为此，我们一致同 ...

证券代码：301110 证券简称：青木股份 公告编号：2023-056 青木数字技术股份有限公司 关于持股 5%以上股东解除一致行动关系暨权益变动超过 1%的 公告 持股 5%以上股东孙建龙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公告内容与信息披露义务人提供的信息一致。 特别提示： 1、本次权益变动主要系孙建龙先生、广州市陌仟投资合伙企业（有限合伙） （以下简称"陌仟合伙"）解除一致行动关系导致其所持有青木数字技术股份 有限公司（以下简称"公司"）的股份不再合并计算所致，不涉及股份的变动， 孙建龙先生、陌仟合伙各自的持股数量和持股比例不变。 2、本次权益变动不会导致公司控股股东、实际控制人发生变化；不会影响 公司的治理结构和持续经营。 | | | | 信息披露义务人 | | 孙建龙 | | | | --- | --- | --- | --- | --- | | 住所 | | 广东省广州市天河区 | | | | 权益变动时间 | | 年 2023 8 | 月 15 | 日 | | 股票简称 | 青木股份 | 股票代码 | | 301110 ...

证券代码：301110 证券简称：青木股份 公告编号：2023-055 青木数字技术股份有限公司 关于合计持股 5%以上股东解除一致行动人关系暨权益变动的提 示性公告 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。 特别提示： 1、本次权益变动主要系孙建龙先生、广州市陌仟投资合伙企业（有限合伙 ）（以下简称"陌仟合伙"）解除一致行动关系导致其所持有青木数字技术股份 有限公司（以下简称"公司"）的股份不再合并计算所致，不涉及股份的变动， 孙建龙先生、陌仟合伙各自的持股数量和持股比例不变。 2、本次权益变动不会导致公司控股股东、实际控制人发生变化；不会影响 公司的治理结构和持续经营。 公司于近日收到公司股东孙建龙先生及陌仟合伙出具的《关于解除一致行动 关系的告知函》，孙建龙先生不再担任陌仟合伙的普通合伙人及执行事务合伙人 ，不再属于《上市公司收购管理办法》中对一致行动人关系认定的各种情形，孙 建龙先生与陌仟合伙的一致行动关系解除。现公司将有关情况公告如下： 一、一致行动关系解除情况 1、一致行动关系的情况说明 本次一致行动人关系解除后（即权益变动后），孙建龙先生持 ...

青木数字技术股份有限公司 股票简称：青木股份 股票代码：301110 简式权益变动报告书 上市公司信息 信息披露义务人信息 信息披露义务人名称：广州市陌仟投资合伙企业（有限合伙） 住所：广州市海珠区敦和路189号大院第1栋自编111A 通讯地址：广州市海珠区敦和路189号大院第1栋自编111A 股份变动性质：一致行动关系解除 签署日期：2023年08月18日 上市公司名称：青木数字技术股份有限公司 股票上市地点：深圳证券交易所 信息披露义务人声明 一、本报告书系根据《中华人民共和国证券法》《上市公司收购管理办法》 《公开发行证券的公司信息披露内容与格式准则第 15 号——权益变动报告书》 及其他相关法律法规编写。 二、信息披露义务人签署本报告书已获得必要的授权和批准，其履行亦不违 反信息披露义务人合伙协议或内部规则中的任何条款，或与之相冲突。 三、依据《中华人民共和国证券法》《上市公司收购管理办法》《公开发行 证券的公司信息披露内容与格式准则第 15 号——权益变动报告书》的规定，本 报告书已全面披露了信息披露义务人在青木数字技术股份有限公司中拥有权益 的股份变动情况。 四、截至本报告书签署日，除本报告书披露 ...

证券代码：301110 证券简称：青木股份 青木数字技术股份有限公司 投资者关系活动记录表 编号：2023-001 | | □特定对象调研 □分析师会议 | | --- | --- | | 投资者关系活动 | □媒体采访 业绩说明会 | | 类别 | □新闻发布会 □路演活动 | | |  现场参观  其他：深交所"踔厉奋发新征程 投 | | | 教服务再出发"广东站 走进上市公司-青木股份 | | 参与单位名称 | 中国证监会投资者保护局、广东上市公司协会、全景 | | 及人员姓名 | 网、新华网、证券时报以及中信证券、广发证券、光 | | | 大证券等投资机构及投资者 | | 时间 | 2023 年 4 月 21 日（周五）上午 9:30 至 11:00 | | 地点 | 公司会议室 | | 上市公司接待人员 | 董事会秘书兼财务总监李克亚先生 | | 姓名 | 证券事务代表邱正先生 | | 投资者关系活动主要 | 1、对于电商这类新兴业态来说，上市的公司不是特别 | | 内容介绍 | 多，对于轻资产模式，公司三大业务板块营收占比情况 | | | 怎么样？ | | | 答：截至目前，电商运营服务类公 ...

Financial Performance - The company's operating revenue for 2022 was ¥846,627,097.45, a decrease of 3.74% compared to ¥879,526,064.93 in 2021[18]. - The net profit attributable to shareholders for 2022 was ¥65,236,171.61, down 55.84% from ¥147,721,314.96 in 2021[18]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥53,264,849.03, a decline of 63.33% from ¥145,258,467.27 in 2021[18]. - The total revenue for the reporting period decreased by 3.74% year-on-year, primarily due to a decline in the revenue from agency operations, which was affected by macroeconomic factors in 2022[69]. - The total revenue for 2022 was ¥846,627,097.45, representing a decrease of 3.74% compared to ¥879,526,064.93 in 2021[89]. - The company's domestic revenue was ¥807,150,505.30, accounting for 95.34% of total revenue, with a decline of 2.30% from the previous year[89]. - The overseas revenue dropped significantly by 26.04% to ¥39,476,592.15, making up 4.66% of total revenue[89]. - The company reported a total revenue of 1.5 billion RMB for the fiscal year 2022, representing a year-over-year growth of 15%[145]. - The company reported a total revenue of 1,705 million in 2022, maintaining the same level as in 2021[148]. Cash Flow and Assets - The cash flow from operating activities increased by 43.17% to ¥101,930,143.74 from ¥71,195,571.02 in 2021[18]. - The total assets at the end of 2022 were ¥1,602,923,828.15, representing a 167.74% increase from ¥598,676,681.30 at the end of 2021[18]. - The net assets attributable to shareholders at the end of 2022 were ¥1,405,406,767.66, up 228.24% from ¥428,167,418.80 at the end of 2021[18]. - The net cash flow from operating activities reached ¥101,930,143.74, a significant increase of 43.17% compared to ¥71,195,571.02 in 2021[106]. - Cash and cash equivalents increased to ¥718,688,963.29, representing 44.84% of total assets, up from 29.13% at the beginning of the year[111]. - Investment cash inflow surged to ¥1,623,732,588.77, a dramatic increase of 32,374.65% from ¥5,000,000.00 in 2021[106]. - The net cash flow from financing activities increased to ¥874,674,558.88, a staggering rise of 54,845.44% compared to ¥1,591,896.43 in 2021[107]. Dividends and Profit Distribution - The company reported a cash dividend of 6.00 RMB per 10 shares for all shareholders, based on a total of 66,666,667 shares[5]. - The cash dividend policy for the reporting period includes a cash dividend of RMB 6.00 per 10 shares, totaling RMB 40,000,000.20, which represents 59.22% of the net profit attributable to shareholders[182]. - The total distributable profit for the year was RMB 267,190,840.83, with the cash dividend amounting to 100% of the total profit distribution[181]. - The company has no plans for stock dividends or capital reserve transfers during this reporting period[182]. Risks and Challenges - The company faces operational risks related to dependency on major e-commerce platforms like Tmall and JD, which could impact its business if platform rules change[133]. - Financial risks include potential inventory write-downs if the company misjudges sales trends, leading to excess stock[135]. - The company also faces accounts receivable risks, as increased receivables could lead to operational challenges if collection measures are ineffective[135]. Governance and Compliance - The company has established a transparent communication system with investors, enhancing trust and protecting the rights of minority shareholders[192]. - The company maintains complete independence in assets, personnel, finance, organization, and business from its controlling shareholders[141]. - The company has established an independent financial accounting system and makes independent financial decisions without interference from controlling shareholders[142]. - The company has implemented a clear governance structure with defined roles and responsibilities among its governing bodies[138]. - The company has established governance procedures for remuneration, ensuring compliance with its articles of association and relevant regulations[161]. Market and Growth Strategies - The company is focusing on expanding its market presence and developing new technologies to drive future growth[150]. - The company aims to enhance its product offerings through ongoing research and development initiatives[150]. - The company is expanding its market presence in Southeast Asia, aiming for a 10% market share by the end of 2023[145]. - The company plans to utilize 100 million RMB of its surplus funds for share buybacks to enhance shareholder value[145]. Employee and Training Initiatives - The company has a total of 7,200 employees as of March 2023[148]. - The company emphasizes employee training with a comprehensive training system, including onboarding, ongoing training, and specialized project training[175]. - In 2022, the company conducted 60 training sessions and offered 309 online courses, with a total of 2,960 participants and 203.5 hours of training[176]. Social Responsibility and Sustainability - The company has implemented green initiatives, focusing on energy efficiency and carbon emission reduction across its supply chain[190]. - The company actively participates in social welfare initiatives, including poverty alleviation and educational support[191]. - The company has a zero record of administrative penalties related to environmental issues during the reporting period[189]. Technology and Innovation - The company is investing 100 million RMB in R&D for new technologies in the upcoming year[156]. - The company has completed the development of an interactive data analysis platform, which aims to improve the efficiency of data collection and analysis, allowing for better sales strategy adjustments[101]. - The company has developed several proprietary IT systems to enhance operational efficiency and reduce costs for brand partners[58].

Financial Performance - The company's revenue for Q1 2023 was CNY 212,812,693.30, representing a 22.29% increase compared to CNY 174,023,997.73 in the same period last year[5] - Net profit attributable to shareholders decreased by 39.07% to CNY 9,766,643.71 from CNY 16,028,447.32 year-on-year[5] - Basic and diluted earnings per share fell by 53.13% to CNY 0.15 from CNY 0.32 in the same period last year[5] - Net profit for the quarter was ¥8,279,174.16, a decrease of 48.0% from ¥15,911,890.28 year-over-year[24] Cash Flow - The net cash flow from operating activities improved significantly, reaching CNY 7,945,806.59, a 162.89% increase from a negative CNY 12,635,276.51 in the previous year[5] - Cash received from operating activities rose by 37.80% to 4,657,427.97, driven by increased interest income from fixed deposits[9] - Cash paid for operating activities increased by 66.37% to 47,368,276.15, primarily due to higher marketing and platform costs[9] - Cash flow from operating activities generated a net inflow of ¥7,945,806.59, compared to a net outflow of ¥12,635,276.51 in the same period last year[27] Operating Costs - The company reported a 25.45% increase in operating costs, amounting to CNY 132,967,710.11, driven by higher labor and sales costs[8] - Total operating costs amounted to ¥209,919,389.44, up 27.3% from ¥165,020,325.11 in the prior period[22] Assets and Liabilities - Total assets decreased by 2.47% to CNY 1,563,262,815.24 from CNY 1,602,923,828.15 at the end of the previous year[5] - Total liabilities decreased to ¥132,951,814.20 from ¥181,072,264.77, a reduction of about 26.5%[19] - The company's cash and cash equivalents decreased to ¥632,836,565.85 from ¥718,688,963.29, reflecting a decline of approximately 11.9%[17] Shareholder Information - The number of ordinary shareholders at the end of the reporting period was 10,321, with no preferred shareholders[11] - The largest shareholder, Lü Bin, holds 21.26% of the shares, totaling 14,175,000 shares[11] Research and Development - Research and development expenses rose by 22.04% to CNY 10,924,935.25, attributed to an increase in R&D personnel[8] - Research and development expenses increased to ¥10,924,935.25, up from ¥8,951,972.11, reflecting a focus on innovation[22] Investment Activities - Cash received from investment activities reached 549,000,000.00, reflecting a 100% increase from the previous year, as idle funds were temporarily used for investment management[9] - Cash paid for investment activities was 624,000,000.00, also a 100% increase, due to the purchase of structured deposits[9] - Investment income surged to 3,813,326.31, marking a 100% increase attributed to gains from structured financial products and equity investments[9] - Investment activities resulted in a net cash outflow of ¥73,613,103.33, compared to a smaller outflow of ¥1,392,153.90 in the previous year[27] Other Income and Expenses - Other income increased by 38.88% to 1,438,457.81, primarily due to recognition of high-tech enterprise certification rewards[9] - Tax expenses decreased by 41.66% to 1,475,959.69, mainly due to a decline in profits compared to the previous year[9]

出席本次业绩说明会的人员有：董事长吕斌先生，总经理卢彬先生，董事 会秘书兼财务总监李克亚先生，独立董事辛宇先生，保荐代表人王贤先生、林 悦先生。 为充分尊重投资者、提升交流的针对性，现就公司 2022 年度业绩说明会提 前向投资者公开征集问题，广泛听取投资者的意见和建议。投资者可于 2023 年 4 月 27 日（星期四）15：30 前访问 https://ir.p5w.net/zj/，或扫描下方 二维码，进入问题征集专题页面。公司将在 2022 年度业绩说明会上，对投资者 普遍关注的问题进行回答。 （问题征集页面二维码） 欢迎广大投资者积极参与本次网上业绩说明会。 特此公告。 证券代码：301110 证券简称：青木股份 公告编号：2023-034 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。 青木数字技术股份有限公司（以下简称"公司"）《2022 年年度报告》及 其摘要已于 2023 年 4 月 15 日在中国证监会指定的创业板信息披露网站巨潮资 讯网(www.cninfo.com.cn)上披露。为了便于广大投资者进一步了解公司经营情 况，公司定于 202 ...

Financial Performance - The company's operating revenue for the first half of 2022 was ¥388,072,034.17, a decrease of 9.73% compared to ¥429,908,529.71 in the same period last year[20]. - The net profit attributable to shareholders of the listed company was ¥32,198,492.62, down 51.85% from ¥66,865,498.86 in the previous year[20]. - The net profit after deducting non-recurring gains and losses was ¥24,829,857.34, a decline of 62.65% compared to ¥66,475,726.75 in the same period last year[20]. - Basic earnings per share were ¥0.5520, down 58.72% from ¥1.3373 in the same period last year[20]. - Total revenue for the first half of 2022 was CNY 388.07 million, a decrease of 9.73% compared to CNY 429.91 million in the same period of 2021[45]. - The company reported a net loss from investment activities of ¥588,419,767.58, a drastic increase of 4,113.25% due to temporary idle funds being placed in short-term structured deposits[60]. - The total profit for the first half of 2022 was ¥39,867,421.10, a decrease of 51.7% from ¥82,476,123.62 in the first half of 2021[170]. Cash Flow and Investments - The net cash flow from operating activities increased by 85.63% to ¥67,289,739.36, compared to ¥36,248,724.25 in the previous year[20]. - The company raised ¥896,001,685.98 through public stock issuance, marking a significant increase of 23,916.02% compared to the previous year[60]. - The net increase in cash and cash equivalents reached ¥375,561,387.14, a staggering increase of 1,342.92% attributed to the funds raised from the public stock issuance[60]. - The cash outflow for investment activities totaled CNY 593,981,009.03, compared to CNY 13,970,240.31 in the same period last year, indicating a strategic shift towards expansion[178]. - The company reported a net cash flow from financing activities of CNY 896,001,685.98, a significant increase from CNY 3,730,850.26 in the prior year[178]. Assets and Liabilities - Total assets at the end of the reporting period reached ¥1,527,473,321.40, an increase of 155.14% from ¥598,676,681.30 at the end of the previous year[20]. - The company's total liabilities decreased to ¥145,263,607.70 from ¥160,732,420.66, a reduction of about 9.6%[164]. - Shareholders' equity increased significantly to ¥1,382,209,713.70 from ¥437,944,260.64, marking an increase of approximately 215.5%[164]. - The company’s long-term equity investments rose to ¥7,681,417.58 from ¥387,498.06, indicating a substantial increase of about 1,877.5%[163]. Business Operations - The company provides comprehensive e-commerce services to well-known global brands, focusing on data and technology-driven retail solutions[29]. - The core business includes e-commerce sales services, brand digital marketing, technical solutions, and consumer operation services[29]. - E-commerce agency services are a key revenue source, with income derived from service fees and logistics[30]. - The company has established warehouses in Hangzhou to provide nationwide e-commerce warehousing and logistics services, ensuring efficient inventory management and timely delivery[34]. - The company has developed its own OMS system, automated product listing system, image processing system, and intelligent BI support system to enhance operational efficiency and reduce costs[35]. Market and Client Engagement - The company collaborates with numerous high-quality domestic and international clients, including brands like Skechers, ECCO, and Zara Home[30]. - The company assists brands in developing competitive strategies, product planning, and marketing strategies to enhance sales performance[31]. - The company leverages various promotional tools on platforms like Tmall and JD to enhance brand visibility and sales conversion rates[32]. - The company has implemented data-driven strategies for consumer engagement, utilizing cross-channel data integration to enhance marketing effectiveness[55]. Risk Management - The management has detailed the risks faced by the company and the corresponding countermeasures in the report[3]. - The company faces operational risks related to reliance on major e-commerce platforms, which could impact business if platform rules change[93]. - The company aims to mitigate risks by diversifying its business and expanding into new platforms[93]. - The company acknowledges the potential impact of COVID-19 on its operations and sales, particularly in major cities[96]. Corporate Governance and Compliance - The company has committed to protecting investor rights by improving internal systems and ensuring transparency in communications[109]. - The company has not reported any non-operating fund occupation by controlling shareholders or related parties during the reporting period[114]. - The financial report for the first half of 2022 has not been audited[160]. - The company has established specific accounting policies for financial instruments, fixed asset depreciation, and revenue recognition[199]. Future Outlook - The company anticipates higher revenue in the second half of the year compared to the first half, with significant income levels in November, December, and June[95]. - Future guidance estimates a revenue growth of 10-15% for the next fiscal year, driven by increased demand in digital services[184]. - The company plans to enhance market research, project pre-research, and project analysis to mitigate risks associated with market changes and consumer preferences[96].

Financial Performance - The company's revenue for Q1 2022 was ¥174,023,997.73, a decrease of 20.30% compared to ¥218,352,832.61 in the same period last year[4] - Net profit attributable to shareholders was ¥16,028,447.32, down 42.74% from ¥27,992,559.81 year-on-year[4] - Total operating revenue for Q1 2022 was CNY 174,023,997.73, a decrease of 20.3% compared to CNY 218,352,832.61 in the same period last year[23] - Net profit for Q1 2022 was CNY 15,911,890.28, a decline of 46.4% from CNY 29,701,776.10 in Q1 2021[24] - Operating profit for Q1 2022 was CNY 11,926,077.97, down 68.9% from CNY 38,314,059.82 in the previous year[24] - The total comprehensive income attributable to the parent company for Q1 2022 was ¥16,028,447.32, down from ¥27,992,559.81, reflecting a significant decline[25] - Basic and diluted earnings per share for Q1 2022 were both ¥0.32, compared to ¥0.56 in the previous year, indicating a 42.9% decrease[25] Cash Flow - The net cash flow from operating activities was negative at ¥12,635,276.51, a decline of 156.29% compared to ¥22,445,828.38 in the previous year[4] - Cash inflow from operating activities for Q1 2022 was ¥226,666,062.83, down 11.6% from ¥256,254,143.67 in the same period last year[28] - Cash inflow from financing activities for Q1 2022 was ¥980,080,926.77, a substantial increase from ¥2,000,000.00 in the same period last year[29] - The net cash flow from financing activities for Q1 2022 was ¥967,895,875.71, compared to a negative cash flow of -¥5,599,918.39 in the previous year[29] - The ending balance of cash and cash equivalents as of Q1 2022 was ¥1,097,702,372.20, significantly up from ¥120,058,192.66 at the end of the previous year[29] Assets and Liabilities - Total assets increased to ¥1,557,250,050.88, a growth of 160.12% from ¥598,676,681.30 at the end of the previous year[4] - Total liabilities for Q1 2022 were CNY 150,518,982.09, a decrease from CNY 160,732,420.66 in Q1 2021[21] - Owner's equity increased to CNY 1,406,731,068.79 in Q1 2022, up from CNY 437,944,260.64 in the previous year[21] - Cash and cash equivalents at the end of the period amounted to RMB 1,123,334,028.69, a significant increase from RMB 174,386,553.91 at the beginning of the year[19] - Total current assets reached RMB 1,469,067,103.47, up from RMB 511,382,514.88 at the start of the year[19] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period is 20,522[13] - The largest shareholder, Lü Bin, holds 21.26% of the shares, totaling 14,175,000 shares[13] - The company has a total of 50,808,816 restricted shares, with various shareholders holding significant amounts[16] - There are no preferred shareholders or significant changes in restricted shares reported for the period[15] Operational Developments - The company signed nine new brand partnerships in Q1 2022, including BoyLondon and Lacoste, expanding its operational business[10] - The company completed its initial public offering, issuing 16,666,667 shares, increasing registered capital from RMB 50 million to RMB 66.67 million[17] - The company reported a significant increase in other income, totaling ¥6,564,532.14, primarily due to government subsidies[10] - The company experienced a 1014.66% increase in financial expenses, attributed to higher interest income[10] - The company reported no significant new product launches or technological advancements during this quarter[30] Research and Development - Research and development expenses for Q1 2022 were CNY 8,951,972.11, slightly down from CNY 9,974,161.81 in Q1 2021[24] Audit Status - The report for Q1 2022 was not audited, indicating that the figures may be subject to change upon final review[30]