国浩律师（上海）事务所 关于 安徽开润股份有限公司 上海市静安区山西北路 99 号苏河湾中心 MT25-28 楼 邮编：200085 25-28/F, Suhe Centre, 99 North Shanxi Road, Jing'an District, Shanghai, China 电话/Tel: (+86)(21) 5234 1668 传真/Fax: (+86)(21) 5234 1670 网址/Website: http://www.grandall.com.cn 二〇二五年九月 国浩律师（上海）事务所 法律意见书 国浩律师（上海）事务所 关于安徽开润股份有限公司 2025 年第一次临时股东大会 之 法律意见书 致：安徽开润股份有限公司 2025 年第一次临时股东大会 之 法律意见书 作为具有从事中国法律业务资格的律师事务所，国浩律师（上海）事务所（以 下简称"本所"）接受安徽开润股份有限公司（以下简称"公司"）的委托，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》"）等法律法规及规范性文件的规定，指派本所律师出席 公司2025年第一次临时 ...

| 证券代码：300577 | 证券简称：开润股份 | 公告编号：2025-079 | | --- | --- | --- | | 债券代码：123039 | 债券简称：开润转债 | | 安徽开润股份有限公司 2025 年第一次临时股东大会决议公告 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、误导性陈述或重大遗漏。 特别提示： 1、本次股东大会无否决提案的情况； 2、本次股东大会不涉及变更以往股东大会已通过的决议。 一、会议召开和出席情况 （一）会议召开情况 1、召开时间 （1）现场会议时间：2025 年 9 月 15 日下午 14:30。 （2）网络投票时间： 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 9 月 15 日上午 9:15—9:25，9:30—11:30，下午 13:00—15:00；通过互联网投票系统进行 网络投票的具体时间为 2025 年 9 月 15 日 9:15—15:00 期间的任意时间。 2、召开地点：上海市松江区中心路 1158 号 21B幢 16 楼会议室 3、召开方式：现场投票与网络投票表决相结合的方式。 4、召集人及主持人： ...

Investment Rating - The report maintains an investment rating of "Synchronize with the market" for the textile and apparel industry [2][27]. Core Insights - In August 2025, domestic retail sales (社零) grew by 3.4% year-on-year, slightly below market expectations, with a total retail sales amounting to 3.97 trillion yuan [5][6]. - The retail sales growth for the textile and apparel sector in the first eight months of 2025 was 2.9%, with a notable increase in sports and entertainment products, which saw a growth of 20.6% [8][10]. - The online retail channel continues to outperform the overall retail market, with a year-on-year growth of 6.4% in physical goods online sales [6][10]. Summary by Sections Retail Performance - In August 2025, the year-on-year growth rates for dining and goods retail were 2.1% and 3.6%, respectively [5]. - The consumer confidence index in July 2025 was 89.0, reflecting a 1.1 point increase [5]. Channel Analysis - Online channels showed a year-on-year growth of 6.4% in physical goods, while offline channels like convenience stores and supermarkets demonstrated stable performance [6]. - For the first eight months of 2025, retail sales in convenience stores, supermarkets, department stores, specialty stores, and brand stores grew by 6.6%, 4.9%, 1.2%, 5.2%, and 1.7%, respectively [6]. Sector-Specific Insights - The jewelry sector saw a significant year-on-year growth of 16.8% in August 2025, with gold prices reaching an average of 775.92 yuan per gram, up 36.7% year-on-year [7][11]. - The textile and apparel sector's year-on-year growth was 3.1% in August 2025, with a marginal improvement compared to previous months [7][10]. Investment Recommendations - The report recommends focusing on brands like 361 Degrees, with a noted increase in revenue growth among major sports brands [8][10]. - For the textile manufacturing sector, it suggests tracking the recovery of Nike, which could positively impact overall sector valuations [10].

Core Viewpoint - The report from Tianfeng Securities indicates that Kairun Co., Ltd. experienced a decline in net profit attributable to shareholders in the first half of 2025, while its non-recurring net profit showed growth, highlighting a mixed financial performance driven by different business segments [1] Financial Performance - The company's net profit attributable to shareholders for the first half of 2025 was 187 million, a decrease of 25% year-on-year [1] - The non-recurring net profit attributable to shareholders was 181 million, reflecting a year-on-year increase of 14% [1] Business Segments - The contract manufacturing segment generated revenue of 2.1 billion, marking a year-on-year growth of 37% [1] - The luggage manufacturing business achieved revenue of 1.4 billion, with a year-on-year increase of 13%, indicating stable growth [1] - The apparel manufacturing segment saw revenue of 700 million, which represents a significant year-on-year growth of 148%, demonstrating the effective implementation of the strategy to develop a second growth curve through fabric and garment integration [1] Profitability and Efficiency - The gross margin of the contract manufacturing business increased by 1 percentage point year-on-year, attributed to continuous optimization of product structure and improvements in production efficiency [1] - The apparel business's gross margin saw significant enhancement due to ongoing management strengthening and integration efforts [1] Global Expansion and Supply Chain Management - The company has established a global production base in regions such as Indonesia, China, and India, which are advantageous in terms of labor costs and tariff policies, while also having high potential for end-consumer demand [1] - Kairun Co., Ltd. is deepening its supply chain management by forming stable partnerships with renowned suppliers like Covestro, DuPont, Toray, YKK, and Segway, creating core competitive advantages through a "deep product supply chain + cross-border operations" model [1] Investment Outlook - The company has adjusted its profit forecast and maintains a "buy" rating, indicating a positive outlook for future performance [1]

Group 1 - The report highlights the impact of the "Federal Reserve independence shock" on the U.S. economy, emphasizing direct and indirect interference with the Fed's operations [3] - It suggests that the traditional economic tools to suppress inflation may be compromised, potentially leading to a "re-inflation" scenario in the U.S. economy [3] - The report indicates that the dollar's status as a reserve currency and the credibility of U.S. institutions may be affected, with commodity markets, especially precious metals, likely benefiting from global investment diversification trends [3] Group 2 - The report discusses the August inflation data, noting a negative CPI of -0.4% and a narrowing PPI decline of -2.9%, indicating a divergence in inflation trends [5][25] - It points out that the core CPI has shown resilience, with a continuous increase over four months, reflecting a mild recovery in domestic demand [5][25] - The report emphasizes that the negative inflation implies a passive rise in real interest rates, which may prompt the central bank to lower financing costs for the real economy [5][25] Group 3 - The report on Hangzhou Oxygen Plant (杭氧股份) indicates a steady performance in H1 2025, with revenue of 73.27 billion and a net profit of 4.79 billion, reflecting a year-on-year growth of 8.92% and 9.61% respectively [19][40] - It highlights the industrial gas segment's revenue growth of 14% and a gross margin of 21.18%, suggesting a potential bottom reversal in the industrial gas market [19][41] - The equipment segment shows promising results, with a significant increase in orders for petrochemical equipment, indicating successful overseas expansion [19][42] Group 4 - The report on Youyou Green Energy (优优绿能) emphasizes the company's focus on high-power charging modules, projecting revenues of 13.5 billion, 16.2 billion, and 19.5 billion for 2025-2027, with a net profit forecast of 2.0 billion, 3.0 billion, and 4.1 billion respectively [11][35] - It notes the strong overseas market performance, with a gross margin of 50.2% for international sales, significantly higher than domestic margins [11][33] - The report highlights the company's commitment to R&D, with a focus on product innovation and a high R&D expense ratio compared to sales and management costs [11][34] Group 5 - The report on Longxin General (隆鑫通用) indicates a robust performance in H1 2025, with revenue of 97.52 billion and a net profit of 10.74 billion, marking a year-on-year increase of 27.21% and 82.26% respectively [12][36] - It highlights the successful overseas expansion of the "Wuji" brand, with significant growth in sales and a strong marketing presence across various platforms [12][37] - The report projects an upward revision of profit forecasts for 2025-2027, estimating net profits of 19.06 billion, 23.07 billion, and 27.13 billion, reflecting the company's strong growth trajectory [12][39]

Investment Rating - The investment rating for the company is "Buy" with a target price not specified [5]. Core Views - The company reported a revenue of 2.4 billion yuan for the first half of 2025, representing a year-on-year growth of 33%. However, the net profit attributable to the parent company decreased by 25% to 187 million yuan, while the net profit after deducting non-recurring items increased by 14% to 181 million yuan [1]. - The company's OEM manufacturing business generated 2.1 billion yuan in revenue, up 37% year-on-year, with the bag manufacturing segment achieving 1.4 billion yuan (13% growth) and the apparel manufacturing segment reaching 700 million yuan (148% growth) [1]. - The brand operation business recorded a revenue of 300 million yuan, reflecting a 9% increase [1]. - The gross margin for the OEM manufacturing business increased by 1 percentage point due to improved product structure and production efficiency, while the brand operation business saw a decrease in gross margin by 1 percentage point [1]. - The company plans to distribute a mid-term dividend of 1.57 yuan per 10 shares (tax included) [1]. Business Model and Global Layout - The company has established a global production base in regions such as Indonesia, China, and India, which have advantages in labor costs and tariff policies, while also catering to high potential consumer demand [2]. - The capacity layout considers market conditions, trade policies, and customer needs, enhancing the company's ability to respond quickly and effectively reduce overseas trade risks and logistics costs [2]. Management and Innovation - The company is focused on management innovation and improving efficiency through digital lean production management and the Amiba organizational model [3]. - Emphasis is placed on R&D innovation, attracting talented personnel, and enhancing collaboration with raw material suppliers to improve product technology value [3]. - The company has established stable partnerships with renowned suppliers, forming a competitive advantage through deep product supply chains and cross-industry operations [3]. Financial Forecasts - The profit forecast has been adjusted, with expected net profits attributable to the parent company for 2025, 2026, and 2027 projected at 405.74 million yuan, 488.02 million yuan, and 580.89 million yuan respectively [4]. - The price-to-earnings ratio (P/E) is expected to be 15, 13, and 11 times for the respective years [4].

Group 1 - The company, Kairun Co., Ltd. (stock code: 300577), reported on September 11 that as of September 10, 2025, the total number of shareholders is 8,903 [1]

Core Viewpoint - The company, Kairun Co., Ltd. (300577.SZ), is expanding its production bases in Indonesia, China, and India, with significant capacity utilization rates in both domestic and overseas markets [1] Production Capacity Summary - For luggage production, domestic capacity accounts for 29.13% with a utilization rate of 95.10%, while overseas capacity (in Indonesia and India) makes up 70.87% with a utilization rate of 92.69% [1] - In the apparel segment, domestic capacity represents 20.04% with a utilization rate of 61.04%, whereas overseas capacity (in Indonesia) constitutes 79.96% with a utilization rate of 48.14% [1]

答：公司于 2025 年 9 月 8 日披露了《关于股东回馈活动的自愿性信息披 露公告》（公告编号：2025-078），公司将开展"开润股份 2025 年股东 回馈"活动，活动具体内容请浏览公司公告。未来公司将结合业务特点 及股东需求，积极探索多样化形式以增强股东参与感。 4、面对目前国际贸易环境变化，公司有什么应对措施？ 投资者关系活动记录表 编号：2025-006 投资者关系 活动类别 □特定对象调研 □分析师会议 □媒体采访 ☑ 业绩说明会 □新闻发布会 □路演活动 □现场参观 □其他 参与单位名 称及人员 线上参与开润股份 2025 年半年度网上业绩说明会的投资者 时间 2025 年 9 月 9 日下午 15:30-17:00 地点 深圳证券交易所"互动易"平台"云访谈"栏目 上市公司接 待人员 董事长、总经理: 范劲松先生 副总经理、董事会秘书: 徐耘女士 财务总监: 刘凯先生 独立董事: 文东华先生 投资者关系 活动主要内 容介绍 1、公司全球产能布局涵盖哪些区域？各区域在箱包和服装产能上的占 比、利用率如何？这种布局为公司带来了哪些竞争优势？ 答：公司目前在印尼、中国、印度建设有生产基地。其中箱 ...

Group 1 - The company announces the launch of the "Kairun Co., Ltd. 2025 Shareholder Return" initiative to establish a long-term and diverse shareholder return mechanism [1] - Shareholders registered by the close of trading on September 9, 2025, can upload their shareholder proof to apply for exclusive discount coupons [1] - The discount coupons can be used at the Tmall "90 Points Flagship Store" for deductions on specified products [1] Group 2 - The application period for the coupons is set from September 10 to September 14, 2025 [1]