证券代码：603777 证券简称：来伊份 公告编号：2025-070 上海来伊份股份有限公司 2025年第三次临时股东会决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： 本次会议是否有否决议案：无 一、 会议召开和出席情况 (一)股东会召开的时间：2025 年 10 月 15 日 (二)股东会召开的地点：上海市松江区九新公路 855 号来伊份零食博物馆 (三)出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况： | 1、出席会议的股东和代理人人数 | 313 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | 198,036,678 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | | | 份总数的比例（%） | 59.8465 | (四)表决方式是否符合《公司法》及《公司章程》的规定，股东会主持情况等。 本次股东会采取现场记名投票表决与网络投票表决相结合的方式召开。会议 由公司董事会提议召开，本次股东会由董事长施永雷先生主持。本次股东会的召 ...

北京市东城区建国门内大街 26 号新闻大厦 7 层、8 层 电话：010-88004488/66090088 传真：010-66090016 邮编：100005 北京国枫律师事务所 关于上海来伊份股份有限公司 2025 年第三次临时股东会的 法律意见书 国枫律股字[2025]A0501 号 致：上海来伊份股份有限公司（贵公司） 北京国枫律师事务所（以下简称"本所"）接受贵公司的委托，指派律师出席并见 证贵公司 2025 年第三次临时股东会（以下简称"本次会议"）。 本所律师根据《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》"）、《上市公司股东会规则》（以下简称 "《股东会规则》"）、《律师事务所从事证券法律业务管理办法》（以下简称"《证券法律 业务管理办法》"）、《律师事务所证券法律业务执业规则（试行）》（以下简称"《证券法 律业务执业规则》"）等相关法律、行政法规、规章、规范性文件及《上海来伊份股份有 限公司章程》（以下简称"《公司章程》"）的规定，就本次会议的召集与召开程序、召 集人资格、出席会议人员资格、会议表决程序及表决结果等事宜，出具本法律意见书 ...

Group 1 - Adidas is placing greater emphasis on the Chinese market, with CEO Bjorn Gulden attending the Shanghai Advisory Council for the second consecutive year and making his fourth visit to China in three years [2][3] - In Q2, Adidas reported a revenue increase of 2.2% year-on-year to €5.952 billion, with a notable 11% growth in the Greater China region [4][5] - The Greater China market accounted for 13.4% of Adidas's total revenue, making it the third-largest market after Europe and North America [5] Group 2 - The operating profit margin in the Chinese market reached 22.7%, surpassing Europe at 21.9% and North America at 12.8%, indicating its strategic significance for Adidas [6][7] - Adidas is empowering its Chinese team, with 95% of products sold in China being "Made in China" and a shift towards original designs [7] - The new headquarters for Adidas in Greater China will be located in Shanghai, accommodating over 1,500 employees, suggesting an increased commitment to the market [7][8]

Core Viewpoint - The expansion of the service consumption market has become a crucial force in driving domestic demand, with companies needing to innovate and diversify to tap into this potential [1] Group 1: Opportunities from Policy - The policy issued by the Ministry of Commerce and other departments injects strong momentum into the service consumption market and presents new development opportunities for enterprises [2] - Companies are encouraged to innovate consumption scenarios and expand the supply of quality services to meet diverse consumer demands [2] Group 2: Multi-Industry Integration - Companies are advised to actively participate in promotional activities like "Service Consumption Season" and collaborate with well-known IPs to create new consumption scenarios that integrate travel, culture, sports, and health [3] - Cultural tourism and related institutions are encouraged to extend operating hours and explore innovations in night operations and exhibitions [3] Group 3: Digital Service Ecosystem - Utilizing digital technology to build an online and offline linked digital service ecosystem is key to enhancing market competitiveness [4] - Companies should accelerate digital transformation and develop service products tailored for international tourists, leveraging policies like visa-free entry [4] - It is recommended that companies actively apply for funding support for public service facilities in culture and sports, and utilize financial tools to broaden financing channels [4]

Core Viewpoint - The company is facing challenges in its performance due to emerging channel impacts and a decline in store numbers, prompting strategic adjustments to improve profitability and operational efficiency [1][2]. Group 1: Store Optimization and Strategy - The company has proactively adjusted its store structure, resulting in a total of 2,979 stores by the end of the first half, a year-on-year decrease of 14.2% [1]. - The strategy focuses on optimizing traditional small direct-operated stores and expanding franchisee partnerships, while also investing in new store formats based on lifestyle standards [1]. - The company aims to enhance store profitability through innovation in product categories and digital transformation of existing stores to reduce costs and improve efficiency [1]. Group 2: Financial Support for Franchisees - The company plans to provide financial support of up to 50 million yuan to franchisees in key cities or regions to alleviate liquidity pressures, particularly during the nurturing phase of new stores and expansion of mature ones [2]. - Financial assistance will be limited to 1 million yuan per franchise or joint venture store, with a maximum of 5 million yuan for any single franchisee or related party [2]. - The company will submit this financial support initiative for shareholder approval as a precautionary measure [2]. Group 3: Financial Performance - In the first half of the year, the company reported revenue of 1.94 billion yuan, representing a year-on-year increase of 8.21% [3]. - The net profit attributable to shareholders was a loss of 50.68 million yuan, compared to a profit of 14.92 million yuan in the same period last year [3].

Core Viewpoint - The pet industry is witnessing a significant merger as Yiyi Co., Ltd. plans to acquire Gao Ye Jia, a pet food company, to expand its business into the pet food sector, leveraging synergies in supply chain and marketing [1][9]. Company Overview - Yiyi Co., Ltd. has seen its stock price increase by 118.9% this year, closing at 34.85 yuan with a market capitalization of approximately 6.4 billion yuan as of October 13 [2]. - The company specializes in pet hygiene products and has established a strong supply chain and sales channel in this sector [1][5]. Acquisition Details - Yiyi Co. is in the process of planning a share issuance and cash payment to acquire Gao Ye Jia, which is currently in the discussion phase with no formal agreement signed yet [1]. - Gao Ye Jia, founded in 2020, focuses on pet food retail and has a registered capital of 1.2 million yuan, with its main product being probiotic cat food [3][5]. Market Context - The pet food market in China is projected to reach 166.8 billion yuan in 2024, with a year-on-year growth of 7.54%, indicating a robust growth trajectory for the sector [9][10]. - The overall pet economy is experiencing rapid growth, driven by changing consumer attitudes and an increase in pet ownership, with the urban pet population expected to reach 124 million by 2024 [9]. Strategic Positioning - Yiyi Co. has previously invested in the pet sector through an industrial fund, indicating a strategic focus on expanding its footprint in various pet-related segments, including cat litter and pet pharmaceuticals [7]. - The company aims to integrate resources and expand into essential pet products, preparing for future growth opportunities [7]. Industry Dynamics - The pet food segment is currently the largest in the pet economy, but the market remains fragmented with low concentration among leading brands [10]. - The entry of various listed companies into the pet sector suggests a search for new growth avenues amid stagnation in their primary businesses [10][11].

Core Insights - The company has implemented an AI-driven sales management platform that has improved sales forecasting accuracy by 30% and data adoption rates by 40% [1] - The company has provided financial support of up to 50 million for franchisees, aimed at alleviating liquidity pressures and strengthening collaboration [2] - The company is expanding its product categories and has seen positive growth in innovative categories, with instant food and beverage segments growing by 16.1% and 6.9% year-on-year, respectively [2] Group 1 - The company launched a "Store Sales Planning Management Platform" in May, integrating franchisees into a unified framework and enhancing supply chain efficiency through AI [1] - The company added 44 new distributors in the first half of 2025, focusing on transportation hubs and educational scenarios [1] - The company has established a comprehensive early warning network with 51 intelligent warning models to enhance operational efficiency [1] Group 2 - The financial support provided to franchisees is limited to 1 million per store and 5 million for related parties, aimed at supporting new and expanding stores [2] - The company is actively developing new growth engines in various sectors, including beverages, dairy products, and prepared foods, with positive performance in innovative categories [2] - The company is deepening its exploration in non-food and cross-border categories to meet diverse consumer needs [2] Group 3 - The company has sufficient cash on hand, and short-term fluctuations in operating cash flow will not impact normal operations or future expansion plans [3] - Changes in gross margin are primarily due to the different profit structures associated with new business expansions [3]

Core Viewpoint - Yiyi Co., Ltd. is planning to acquire equity in Gao Ye Jia Company, indicating a strategic move to strengthen its control over the pet food sector. The stock has been suspended since October 14, 2023, pending further announcements regarding the transaction [2][4][15]. Summary by Sections Acquisition Plans - Yiyi Co., Ltd. has signed a preliminary agreement to purchase all or part of the shares of Gao Ye Jia Company, with the final transaction price to be determined based on an evaluation report from a qualified appraisal agency [8][14]. - The major shareholders of Gao Ye Jia Company include Peng Han (36.27%), Wen Guangkai (18.60%), and Dong Xiaosong (8.33%) [8]. Strategic Intent - The acquisition is part of Yiyi Co., Ltd.'s strategy to enhance its presence in the pet industry, having previously invested in Gao Ye Jia through an industry fund [4][16]. - Yiyi Co., Ltd. aims to expand its product offerings in essential pet supplies, leveraging its experience in pet hygiene products [18]. Financial Performance - In the first half of 2025, Yiyi Co., Ltd. reported a revenue increase of 9.34% to approximately 888.38 million yuan, with a net profit growth of 7.37% to about 102.20 million yuan [19][20]. - The company has adopted a dual strategy focusing on both domestic and international markets, as well as a combination of ODM/OEM and proprietary brands [20].

Core Viewpoint - Yiyi Co., Ltd. is planning to acquire equity in Gao Ye Company, indicating a strategic move to strengthen its control over the pet food sector, with trading suspension effective from October 14 [2][4]. Group 1: Acquisition Details - Yiyi Co., Ltd. has signed a letter of intent for the acquisition of all or part of the shares of Gao Ye Company, with the main transaction counterparties being the shareholders of Gao Ye Company [4]. - The controlling shareholder of Gao Ye Company is Peng Han, holding 36.27% of the shares, followed by Wen Guangkai and Dong Xiaosong with 18.60% and 8.33% respectively [4][6]. - The final transaction price for the shares will be determined based on an evaluation report from a qualified appraisal agency [9]. Group 2: Strategic Intent - Yiyi Co., Ltd. aims to enhance its control over Gao Ye Company, which it has previously invested in through an industry fund [9]. - The company has been strategically investing in the pet industry, including projects related to cat litter, pet food, and pet healthcare products [9][12]. - Yiyi Co., Ltd. reported a revenue increase of 9.34% year-on-year to 888.38 million yuan in the first half of 2025, with a net profit increase of 7.37% to 102.20 million yuan [12][13]. Group 3: Market Position - Gao Ye Company is recognized as a leading brand in the domestic cat food market, while its product line includes high-quality pet food and supplies [12]. - Yiyi Co., Ltd. is a prominent player in the hygiene care products sector, with extensive experience in producing and selling pet hygiene products [12].

Group 1 - The company, Tangrenshen (002567.SZ), has established partnerships with several well-known national retailers, including brands like Pang Dong Lai, Metro, Little Elephant Supermarket, and Lai Yi Fen [1] - The company also maintains a stable supply of meat products to national chain restaurants such as Haidilao, Guangshunxing, and Weila Xiaohotpot [1]