本 次 回 购 注 销 后 ， 公 司 总 股 本 已 由 原 来 的 1,070,044,063 股 减 少 至 内容见下： 原条款内容 修订后条款内容 证券代码：600754/900934 证券简称：锦江酒店/锦江B股 公告编号：2025-039 上海锦江国际酒店股份有限公司 关于修订《公司章程》的公告 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。 上海锦江国际酒店股份有限公司（以下简称"公司"）于 2025 年 7 月 14 日召 开第十一届董事会第三次会议，审议通过了《关于修改公司章程的议案》，同意公 司减少注册资本，并对《公司章程》进行修订。具体情况如下： 鉴于公司 2024 年限制性股票激励计划第一个解除限售期公司层面业绩考核不 达标，及 2024 年限制性股票激励计划部分激励对象发生异动，公司已合计回购注 销激励对象持有的已获授但未解锁部分限制性股票 2,625,259 股。 第六条 公司注册资本为人民币壹拾亿零柒仟 第 六 条 公 司 注 册 资 本 为 人 民 币 零肆万肆仟零陆拾叁元。 1,067,418 ...

Fundraising Overview - The company has completed a private placement of 112,107,623 shares at a price of 44.60 RMB per share, raising a total of approximately 4.98 billion RMB after deducting issuance costs [1] - As of April 30, 2025, the company has utilized approximately 303.71 million RMB of the raised funds, leaving a balance of approximately 225.87 million RMB, which includes interest income of about 31.72 million RMB [2] Regulatory Agreement - The company signed a tripartite supervision agreement for the special account of raised funds with Shanghai Jinjiang City Hotel Management Co., Ltd., Industrial and Commercial Bank of China (ICBC) Shanghai Bund Branch, and Shenwan Hongyuan Securities [2][3] - The special account is exclusively for the "hotel renovation and upgrade project" and cannot be used for other purposes [3] Supervision and Compliance - Shenwan Hongyuan Securities is responsible for ongoing supervision of the use of raised funds, ensuring compliance with relevant laws and regulations [3][5] - The agreement stipulates that Shenwan Hongyuan can conduct on-site investigations and written inquiries regarding the use of funds, and the company must cooperate with these investigations [5][6] Account Management - The special account has a current balance of 0 RMB, indicating that funds are being utilized as intended [3] - The agreement will remain in effect until all funds are fully utilized and the account is legally closed [6]

General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors, and to regulate its organization and behavior according to relevant laws [1][2] - The company is established as a joint-stock company in accordance with the Company Law and other regulations, with a registered capital of RMB 1,067,418,804 [2][6] Company Structure - The company was approved to issue foreign currency shares and publicly offer RMB ordinary shares, listing on the Shanghai Stock Exchange on October 11, 1996 [2][3] - The company is located in the China (Shanghai) Pilot Free Trade Zone [2] Management and Governance - The board of directors represents the company in executing its affairs, with the chairman serving as the legal representative [3][4] - The company has established a mechanism to encourage innovation and reform, protecting responsible personnel from negative evaluations if projects do not meet expectations [5] Business Objectives - The company's core business is hotel operations, focusing on internationalization, branding, and marketization to enhance competitiveness and maximize shareholder value [6] Share Issuance and Capital Management - The company has issued a total of 1,067,418,804 shares, with specific rules governing the issuance, transfer, and repurchase of shares [7][8] - The company can increase capital through various methods, including issuing shares to unspecified or specific targets, and distributing bonus shares [8][9] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and participation in company decisions, and must adhere to legal and regulatory obligations [11][12] - The company must maintain transparency and provide shareholders with access to relevant documents and information [12][13] Shareholder Meetings - The company holds annual and extraordinary shareholder meetings, with specific procedures for convening and conducting these meetings [19][20] - Shareholder proposals must be submitted in advance, and the company is required to notify shareholders of meeting details [25][26] Voting and Resolutions - Resolutions can be classified as ordinary or special, with different thresholds for approval based on the type of resolution [81][82] - Shareholders must exercise their voting rights in accordance with the regulations, and related party transactions require careful disclosure [85]

Core Insights - The article discusses the innovative approach of the Weihai Baina Ruijin Hotel, which has introduced a street-side food stall to offer its signature dishes and local delicacies, making high-end dining more accessible to the public [1][3]. Group 1: Business Strategy - The "street-side takeaway" initiative is a strategic response to changing consumer demands and market conditions, aiming to bring quality dining services closer to everyday consumers [3]. - The hotel offers a diverse menu with over 60 items, including both traditional signature dishes and specially designed affordable options, ensuring a wide appeal [3][7]. - The hotel has implemented a dynamic menu adjustment system based on sales performance, allowing for the removal of underperforming items and the introduction of popular new dishes [3]. Group 2: Customer Engagement - The hotel has established a WeChat pre-order service to streamline the purchasing process, reducing wait times for customers [5]. - The initiative has successfully attracted customers to the hotel, with many who tried the street food opting to experience the hotel's full dining services [7]. - The hotel plans to enhance brand recognition by customizing staff uniforms and improving the stall's branding, while maintaining a balance between casual street food and quality service [7]. Group 3: Market Trends - The trend of hotels engaging in street-side food sales is gaining traction in Weihai, with other star-rated hotels also adopting similar strategies to connect with local consumers [7]. - This approach not only provides affordable dining options for the public but also creates new revenue streams for the hotel industry [7].

Investment Rating - The report maintains an "Outperform" rating for the social services sector, indicating expected performance above the market index by over 10% [3][29]. Core Insights - The social services sector is anticipated to continue showing a differentiated performance in Q2, with various segments such as travel, hospitality, and education demonstrating varying levels of recovery and growth [1][11]. - The report highlights that the consumer services sector increased by 2.49% during the reporting period, outperforming the broader market by 0.12 percentage points [16][18]. - Key companies in the sector, such as Nayuki Tea and Meituan, have shown significant stock price increases, with Nayuki Tea rising by 37.50% [1][19]. Summary by Sections Q2 Earnings Outlook - The travel chain is expected to show a mixed performance, with leading hotel brands experiencing a narrowing decline in RevPAR and strong brand expansions [1][11]. - The restaurant chain sector is projected to stabilize, particularly in tea and fast-food segments, benefiting from increased subsidies from major platforms [1][12]. Industry and Company Dynamics - Huazhu has upgraded its membership system, introducing a price guarantee feature [20]. - Meituan has launched a centralized kitchen initiative to enhance food safety and has seen a significant increase in daily order volumes [22]. - The report notes changes in shareholding for several companies, with increases for Tianli International Holdings and Mixue Group [28]. Investment Recommendations - The report suggests a focus on companies such as Guming, Mixue Group, and Atour, among others, as potential investment opportunities in the current economic environment [3][29]. - Mid-term recommendations include companies like China Duty Free, Meituan, and Huazhu Group, indicating a broad range of investment options across the sector [3][29].

Group 1 - The "takeaway war" has restarted, leading to a new peak in order volume, with Meituan reporting 150 million instant retail orders, and rider income increasing by 111% during weekends [1][9][11] - The competition among platforms like Meituan, JD, and Taobao has resulted in historical highs in order volumes, indicating a significant increase in consumer spending driven by subsidies [1][9][10] - The competition is seen as a catalyst for long-term benefits, provided that regulatory measures are in place to prevent malicious competition and ensure fair practices [1][13] Group 2 - The outbound tourism market is experiencing a strong recovery, with average prices for outbound travel products decreasing by approximately 5% compared to last year, and significant increases in bookings for overseas train tickets and hotel packages [2][15] - The inbound tourism sector is also seeing growth, with over 640,000 people entering through Beijing ports in the first ten days of July, marking a 22.1% year-on-year increase in foreign visitors [2][14] - Popular destinations for outbound travel include Europe, with a 76% increase in travelers to Europe, particularly to Northern Europe and the UK [2][17] Group 3 - The summer economy is thriving, with long-distance travel accounting for over 60% of tourism, and domestic flight bookings exceeding 25.61 million during the summer travel period [3][21] - The railway sector anticipates sending 953 million passengers during the summer, reflecting a 5.8% year-on-year increase, with additional tourist trains being introduced to meet demand [3][21] - The self-driving tourism in Xinjiang is booming, supported by improved transportation infrastructure, with over 30,000 vehicles using the newly opened Ahe Highway [4][19] Group 4 - The report highlights the emergence of new consumption patterns, particularly in the food and beverage sector, with a notable increase in night-time dining and the popularity of takeaway services [38][39] - The travel and hospitality sectors are adapting to changing consumer preferences, with platforms like Tujia launching long-term rental services to cater to the growing demand for travel stays [48][49] - The hotel industry is expanding, with new openings such as the Marriott Hotel in Changsha, which aims to enhance local tourism experiences [51]

Core Viewpoint - Dongguan's government has launched a significant policy initiative aimed at promoting high-quality service consumption, which includes various cultural and entertainment activities to stimulate the local economy [3][4]. Summary by Sections Policy Initiatives - The Dongguan Municipal Government has released the "Implementation Plan for Promoting High-Quality Development of Service Consumption," which includes hosting food festivals, coffee festivals, and other dining promotion activities [3][4]. - The plan emphasizes attracting and constructing high-end hotels, encouraging a transformation towards "accommodation + leisure" hybrid business models [4]. Economic Development Focus - The initiative aims to activate nighttime consumption by facilitating approvals for live performances in bars and entertainment venues, promoting diverse and affordable nighttime shows [4][6]. - There is a focus on enhancing cultural venues and encouraging the establishment of unique theaters, museums, and creative shops to develop market-influential cultural IPs [5]. Night Economy Potential - Recent data indicates a growing trend in nighttime economic activities, with Alipay reporting that consumption from 18:00 to 24:00 accounted for 49.3% of total spending in June, a 6 percentage point increase year-on-year [9]. - The overall nighttime dining orders in Guangdong have seen a year-on-year growth of over 21% since July [9]. Financial Support and Services - The plan includes leveraging monetary policy tools to guide financial institutions in increasing credit resources for key service consumption sectors such as dining, accommodation, and e-commerce [4]. - There is an emphasis on providing financial products tailored to the needs of inclusive elderly care and childcare institutions, supporting the silver economy [4].

Group 1 - The core viewpoint of the articles highlights the importance of data security and personal information protection in Beijing's tourism industry, especially with the upcoming peak travel season [1][2] - A total of 5,762 hotels in Beijing are conducting self-inspections and rectifications to ensure a safe travel environment for visitors [1] - The city has identified and rectified issues in 16 accommodation-related applications, ensuring compliance within the set deadlines [2] Group 2 - The Beijing Cultural and Tourism Bureau anticipates that the annual accommodation consumption demand will exceed 100 million person-times due to increased tourist flow [2] - A specific park in Beijing had a vulnerability in its ticketing system that allowed unauthorized access to sensitive customer information, which has since been rectified [1] - The city will also implement offline consumer scenario regulations to prevent the illegal collection and use of personal information in various cultural and tourism venues [1]

Group 1 - The current market is transitioning from a stock market to an incremental market, with A-shares experiencing high volatility in certain sectors while manufacturing sectors remain undervalued [1] - The "anti-involution" narrative is compared to the "Belt and Road" initiative, suggesting that it will help stimulate low-performing sectors in the context of increased capital inflow [1] - The valuation gap in Hong Kong stocks is becoming apparent, with insurance funds likely to expand their investment scope, indicating a favorable time to increase allocations to Hong Kong stocks [1] Group 2 - The "anti-involution" policy is expected to anchor the basic expectations of the midstream manufacturing sector, with short-term investment opportunities becoming more apparent [2] - The passing of the "Big and Beautiful" bill in the U.S. is expected to enhance fiscal stimulus, reducing the risk of a deep recession and improving visibility for China's supply-demand dynamics by 2026 [2] - The market has already begun to reflect a "bull market atmosphere," with the Shanghai Composite Index breaking through key levels, enhancing risk appetite and spreading profit-making effects [2] Group 3 - A-share market performance has been strong, driven by the upward trend in U.S. stocks and the positive impact of technology leaders reaching new highs [3] - The "anti-involution" policy is expected to alleviate domestic price pressures, with the upcoming earnings season providing a favorable environment for stocks with positive earnings forecasts [3] - The overall earnings improvement rate for A-shares is higher than the same period last year, indicating structural opportunities in high-growth TMT sectors and competitive midstream manufacturing [3] Group 4 - The "transformation bull market" is gaining momentum, driven by a systematic reduction in market discount rates and a favorable shift in economic structure [4] - The willingness of investors to accept risk is increasing, suggesting that the market may consolidate before making new highs [4] - Short-term focus should be on the "anti-involution" theme, with a rotation towards growth sectors continuing [4] Group 5 - Investment strategies should focus on three main areas: AI technology breakthroughs, consumer stock valuation recovery, and the rise of undervalued assets [5] - The recovery cycle in consumer stocks is supported by low valuations, declining interest rates, and policy catalysts, indicating potential opportunities in the sector [5] Group 6 - The capital return in A-shares is expected to stabilize and recover due to the "anti-involution" policy and the cessation of debt contraction [6] - The combination of domestic manufacturing recovery and overseas capital return will enhance the attractiveness of A-shares compared to other markets [6] - Recommended investment strategies include focusing on upstream resource products and capital goods that benefit from both domestic and international trends [6] Group 7 - The current market conditions resemble those of 2014, with a significant disconnect between market performance and earnings [7] - The "anti-involution" policy is seen as a positive signal, although its impact may be weaker than previous real estate policy shifts [7] - The market is expected to experience a similar trend to the second half of 2014, but tactical breakthroughs may not be smooth [7] Group 8 - The A-share index has recently surpassed 3500 points, with financial sectors and technology themes driving market momentum [8] - The market's valuation has recovered from the bottom, indicating that further gains will require increased trading volume [8] - Structural opportunities are abundant, with a focus on stable dividend assets, resource products, and new technology sectors [8] Group 9 - The core drivers of the current market breakthrough include rising policy expectations, the "anti-involution" investment theme, and improved trading activity [9] - July is viewed as a favorable window for investment, with a focus on TMT, non-bank financials, and military sectors [9] - The AI computing sector's performance is closely tied to the strong results of benchmark U.S. stocks, influencing A-share valuations [9] Group 10 - The market is in a new bullish phase, with investor sentiment improving and incremental capital entering the market [10] - The "anti-involution" policy is expected to alleviate income stagnation, potentially leading to a new phase of market growth [10] - Investment strategies should focus on sectors related to the "anti-involution" theme, stable currencies, and sectors with positive earnings forecasts [10]

Investment Rating - The report assigns an "Outperform" rating to multiple companies including Nike, Midea Group, JD Group, Gree Electric, Anta Sports, Haier Smart Home, and others, while Lulu Lemon is rated as "Neutral" [1]. Core Insights - The report highlights that as the earnings season approaches, stock price volatility is expected to increase due to expectation gaps [4][21]. - The gambling sector has shown strong performance, driven by higher-than-expected visitor numbers in Macau, leading to upward revisions in market expectations for monthly GGR and EBITDA [5][12]. - The report notes that most sectors are currently valued below their historical averages over the past five years, indicating potential investment opportunities [8][16]. Sector Performance Review - Weekly performance rankings show Gambling > Luxury Goods > U.S. Hotel > Domestic Sportswear > Domestic Cosmetics > Daily Necessities > Overseas Sportswear > Overseas Cosmetics > Credit Card > Snacks > Gold Jewelry > Pet, with the Gambling sector outperforming the MSCI China index [10][21]. - Monthly performance also favors the Gambling sector, followed by U.S. Hotel and Luxury Goods, while Domestic Cosmetics and Pet sectors experienced negative growth [22]. - Year-to-date performance indicates Gold Jewelry leading, followed by Domestic Cosmetics and Overseas Cosmetics, with the Overseas Sportswear sector showing negative growth [23]. Valuation Analysis - The report provides a detailed valuation analysis, indicating that many sectors, including Overseas Sportswear and Domestic Sportswear, are trading below their historical PE averages, suggesting potential upside [8][16]. - Specific expected PE ratios for 2025 are provided, with Overseas Sportswear at 34.4x (55% of its 5-year average), Domestic Sportswear at 12.6x (72%), and Gambling at 17.6x (26%) [16].