上海豫园旅游商城（集团）股份有限公司 关于以集中竞价交易方式 回购公司A股股份的回购报告书

Core Viewpoint - The company plans to repurchase its A-shares with a total amount between RMB 200 million and RMB 300 million, aiming to enhance employee motivation and align interests among shareholders, the company, and employees [2][9][32]. Summary by Sections Repurchase Plan Details - The repurchase amount will not be less than RMB 200 million and not exceed RMB 300 million [2]. - The funding sources for the repurchase will be the company's own funds and/or self-raised funds [3][19]. - The repurchase is intended for the employee stock ownership plan or equity incentive [3][23]. - The maximum repurchase price is set at RMB 8.60 per share, which does not exceed 150% of the average trading price over the previous 30 trading days [3][17]. - The repurchase will be conducted through centralized bidding on the stock exchange [4][11]. - The repurchase period is set for 12 months from the board's approval date [5][12]. Purpose and Impact - The purpose of the repurchase is to enhance the long-term incentive mechanism, boost employee morale, and protect shareholders' rights [9][20]. - The repurchase is expected to have a minimal impact on the company's daily operations and financial status, with the total repurchase amount representing approximately 0.25% of total assets and 0.87% of net assets as of September 30, 2025 [20]. Implementation and Governance - The board of directors approved the repurchase plan on November 10, 2025, and it does not require further shareholder approval [8][32]. - The management is authorized to adjust the repurchase plan as necessary based on market conditions and regulatory changes [26][27]. - The company has established a dedicated account for the repurchase of shares [30]. Shareholder and Management Actions - As of the board's approval date, there are no plans for share buybacks or sales by major shareholders or management within the next six months [21][22]. - The company has confirmed that there were no insider trading or market manipulation activities by its major shareholders or management prior to the board's decision [21].