公司实施积极的利润分配政策。公司利润分配应重视对投资者的合理回报及公 司持续发展的需要，在制定利润分配方案前应充分听取股东特别是社会公众股东的 利益诉求，科学研究当前及未来宏观经济环境、货币政策对公司经营的影响，准确 估计公司当前及未来经营对资金的需求。公司利润分配政策应保持一致性、合理性 和稳定性。 二、利润分配具体政策 （一）公司利润分配的方式 公司可以采取现金、股票、现金与股票相结合及法律法规允许的其他方式分配 利润。利润分配时，现金分红优先于股票股利，具备现金分红条件时，应当优先采 用现金分红方式进行利润分配。 上海全筑控股集团股份有限公司 未来三年（2025-2027 年）股东分红回报规划 为更好地保护投资者特别是中小投资者的利益，公司根据《公司法》《证券法》 《上市公司证券发行注册管理办法》《上市公司监管指引第3号—上市公司现金分红 （2025年修正）》《上海证券交易所股票上市规则》等法律、行政法规、规范性文 件并结合《公司章程》，制定了《未来三年股东回报规划（2025-2027年）》，具体 内容如下： 一、制定原则 三、利润分配方案的审议程序 （一）公司利润分配方案由公司董事会制定，公司董事会应 ...

上海全筑控股集团股份有限公司 第二条 本办法所称募集资金是指公司通过发行股票或者其他具有股权性质 的证券，向投资者募集并用于特定用途的资金监管，但不包括公司为实施股权激 励计划募集的资金监管。 募集资金使用管理办法 第一章 总则 第一条 规范上海全筑控股集团股份有限公司（以下简称"公司"）募集资金 的存放、使用和管理，保证募集资金的安全，最大限度地保障投资者的合法权益， 根据《中华人民共和国公司法》 《中华人民共和国证券法》 （以下简称"《证券法》"）、 《上市公司证券发行注册管理办法》 《上市公司募集资金监管规则》 《上海证券交 易所股票上市规则》等有关法律、法规、规范性文件及《上海全筑控股集团股份 有限公司章程》（以下简称"《公司章程》"）的有关规定，结合公司的实际情况， 制定本办法。 第三条 募集资金到位后，公司应及时办理验资手续，由符合《证券法》规 定的会计师事务所出具验资报告。 第四条 公司董事和高级管理人员应当勤勉尽责，督促公司规范使用募集资 金，自觉维护公司募集资金安全，不得参与、协助或纵容公司擅自或变相改变募 集资金用途。 第五条 公司控股股东、实际控制人不得直接或者间接占用或者挪用公司募 集 ...

Group 1 - The company held its 28th meeting of the 5th Board of Directors on July 23, 2025, with all 5 directors present, including 2 independent directors [1] - The Board proposed to lower the conversion price of the convertible bonds "Zhongzhuang Zhuan 2" to protect the interests of bondholders and optimize the capital structure [1] - The revised conversion price will not be lower than the higher of the average trading price of the company's stock over the 20 trading days prior to the shareholders' meeting and the trading price on the day before the meeting, and it must not be lower than the latest audited net asset value per share [1] Group 2 - The proposal to lower the conversion price will be submitted to the first extraordinary general meeting of shareholders in 2025 for approval, with bondholders required to abstain from voting [2] - The company plans to hold the first extraordinary general meeting of shareholders on August 8, 2025, at a specified location in Shenzhen, combining in-person and online attendance [2] - Relevant documents regarding the meeting and proposals will be published in various financial newspapers and on the company's information website [2]

Core Viewpoint - Shenzhen Grandland Group Co., Ltd. has decided to abolish its supervisory board and amend its articles of association accordingly, transferring the supervisory responsibilities to the audit committee of the board of directors [1]. Summary by Sections Company Structure Changes - The company will no longer have a supervisory board, with its powers being transferred to the audit committee of the board of directors [1]. - The amendments to the articles of association will be submitted for approval at the shareholders' meeting [1]. Articles of Association Amendments - The articles of association have been revised to reflect the removal of the supervisory board and the reassignment of its responsibilities [2][3]. - Specific clauses related to the supervisory board will be rendered obsolete upon the approval of the new articles [1]. Legal Compliance - The decision to abolish the supervisory board is in accordance with the latest regulations from the Company Law, the Securities Law, and the Shenzhen Stock Exchange listing rules [1][2].

Group 1 - The company is Shenzhen Grandland Group Co., Ltd., established as a joint-stock company in accordance with the Company Law of the People's Republic of China [1][3] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 40 million shares on August 26, 2010, and was listed on the Shenzhen Stock Exchange on September 29, 2010 [2] - The registered capital of the company is RMB 3,750,962,363 [3] Group 2 - The company's business purpose is to improve living environments, manage scientifically, operate rationally, innovate continuously, provide high-quality products and services, and create sustainable economic returns for shareholders [4][5] - The company engages in various construction-related activities, including interior and exterior decoration, electrical equipment installation, and the design and construction of municipal projects [5] Group 3 - The company issues shares in the form of stocks, adhering to principles of openness, fairness, and justice, ensuring equal rights for each share of the same category [6][7] - The total number of shares issued by the company is 3,750,962,363, all of which are ordinary shares [7] Group 4 - The company has established a party organization in accordance with the regulations of the Communist Party of China, ensuring the operation of the party's activities and the allocation of necessary funds [4] - The company has provisions for the rights and obligations of shareholders, including the right to dividends, participation in shareholder meetings, and the ability to transfer shares [12][34]

Core Points - The document outlines the rules and regulations governing the board of directors of Shenzhen Guotian Group Co., Ltd, ensuring effective decision-making and compliance with relevant laws and regulations [1][2][3] Group 1: Board Composition and Responsibilities - The board of directors is the decision-making body of the company, responsible for safeguarding the interests of the company and all shareholders [1] - Directors must be natural persons and cannot hold office under certain disqualifying conditions, such as criminal convictions or bankruptcy involvement [2][3] - Independent directors must meet specific criteria, including independence, relevant experience, and good personal character [4][5] Group 2: Meeting Procedures - Board meetings can be regular or temporary, with at least two regular meetings held annually [5][6] - Meetings require a quorum of more than half of the directors to be valid, and decisions are made based on majority votes [14][20] - Directors must attend meetings in person or delegate their voting rights through written authorization [15][16] Group 3: Voting and Decision-Making - Voting is conducted on a one-vote-per-person basis, with options for approval, disapproval, or abstention [20][21] - Directors with conflicts of interest must abstain from voting on related proposals, ensuring that decisions are made by independent directors [23][24] - The board must adhere strictly to the authority granted by the shareholders and the company's articles of association when making decisions [24][25] Group 4: Documentation and Record-Keeping - Meeting records must include details such as attendance, proposals discussed, and voting results, and must be signed by attending directors [29][31] - The board secretary is responsible for maintaining meeting archives for a minimum of ten years [34]

Group 1 - The company reported a new order scale of 6.203 billion yuan in Q1 2025, representing a year-on-year growth of 2.53%, indicating a steady growth trend [1] - The business structure shows significant contributions from hotel, public space, and public transportation projects, with public transportation benefiting from national new infrastructure construction [1] - The company is leveraging technological innovation to strengthen its core competitiveness in smart construction and green low-carbon fields, providing solid support for performance growth [1] Group 2 - The company has entered the cleanroom business, forming a full industry chain service capability covering high-end manufacturing fields such as semiconductors and biomedicine [2] - The company has built a global leading design capability through the acquisition of HBA, which serves top international hotel groups, creating a global design service network [2] - The company is recognized as a national "prefabricated building industry base" by the Ministry of Housing and Urban-Rural Development, providing a competitive advantage in the application of prefabricated technology for hotel projects [2]

Core Viewpoint - The company is focusing on expanding its overseas business while optimizing resource allocation and enhancing core competitiveness to drive sustainable growth in the architectural decoration industry [2][5][6]. Industry Overview - The architectural decoration industry is experiencing increased market concentration and significant differentiation in competition due to macroeconomic factors and heightened client risk awareness [1]. - The domestic curtain wall industry is facing downward pressure and intensified competition, prompting the company to deepen its market penetration and stabilize its domestic base [2]. Domestic Market Strategy - The company is enhancing its internal decoration platform to improve profitability and promote sustainable development in the domestic interior decoration market [2]. - The focus is on creating an ecological development framework for interior decoration to ensure long-term growth [2]. Overseas Market Strategy - The company is prioritizing overseas markets, particularly in the Middle East, Southeast Asia, and developed regions like Australia and Europe, to support its growth strategy [2][3]. - The company aims to leverage its brand advantages to penetrate high-end markets in Singapore, the Philippines, and the Middle East [2]. Order Performance - The company has seen a significant increase in overseas curtain wall project orders, with a total of approximately RMB 10.69 billion in new orders for Q1 2025, including RMB 6.3 billion from the Middle East [5][6]. - The gross margin for overseas curtain wall projects exceeds 25%, compared to 15%-16% for domestic projects, indicating a positive impact on overall profitability as overseas revenue grows [5]. Future Outlook - The company plans to establish a dual-track development model combining project contracting and product sales to enhance its market position and drive high-quality growth [2][6]. - The company has set a target of RMB 20 billion in new orders for the Middle East in 2025, with a strong performance in the first half of the year already exceeding initial targets [6]. Financial Health - The company maintains a robust cash flow management strategy, achieving an average operating cash flow of RMB 11.19 billion over the past five years [9][10]. - The company has a history of stable cash dividends, with a total cash dividend payout of RMB 623 million for 2024, reflecting a high dividend yield of 9.7% [10].

Group 1 - The legal opinion letter confirms that the convening and holding of the 2025 Fifth Extraordinary General Meeting of Shenzhen Jianyi Decoration Group Co., Ltd. complies with the Company Law, the Rules of General Meetings of Shareholders, and the company's articles of association [1][4][5] - The meeting was announced on July 3, 2025, detailing the meeting's time, location, and voting procedures, ensuring shareholders' rights to attend and vote [1][2] - A total of 82 participants attended the meeting, representing 51,557,123 shares, which is 32.2992% of the total voting shares [2][3] Group 2 - The meeting utilized a combination of on-site and online voting, with specific time slots for online voting on July 18, 2025 [2] - The board of directors of the company was qualified to convene the meeting, and the attendance of shareholders and their proxies met the legal requirements [2][4] - The voting results showed that 3,687,700 shares were in favor of the proposal, with 26,800 shares abstaining, indicating a valid and effective voting process [4][5] Group 3 - The voting results from minority shareholders indicated that 98.0632% supported the proposal, while 1.0352% opposed it, demonstrating strong approval among minority shareholders [5] - The legal opinion concludes that all procedures and results of the meeting are legitimate and valid, allowing the legal opinion to be disclosed alongside other meeting information [5]

Core Viewpoint - Zhengzhou Mingyang Window Decoration Technology Co., Ltd. (Mingyang Technology) is progressing with its IPO guidance on the Beijing Stock Exchange, focusing on the development, production, and sales of functional building interior shading products [2] Company Overview - Mingyang Technology was established in 2001 with a registered capital of 53.91 million yuan, specializing in products such as rainbow curtains, roller blinds, pleated curtains, and honeycomb shades [2] - The actual controllers of the company are Zhang Nianqing and Han Ling, who collectively control 95.71% of the voting rights [2] Management Team - Zhang Nianqing, aged 62, has a background in mining and has held various positions in the company since its inception [3] - Han Ling, aged 58, has a teaching background and has been involved in the company since 2002, currently serving as the Executive Vice President [3] - Their son, Zhang Han, serves as the Deputy General Manager and has experience in overseas business operations [3] Financial Performance - The company's revenue and net profit from 2022 to 2024 are as follows: - 2022: Revenue of 278 million yuan, Net profit of 22.34 million yuan - 2023: Revenue of 347 million yuan, Net profit of 34.45 million yuan - 2024: Revenue of 293 million yuan, Net profit of 16.84 million yuan [3][4] - Revenue decreased by 15.6% in 2024 compared to 2023, while net profit saw a significant decline of 51.11% [4] - Over 90% of the company's main business income comes from overseas sales, primarily through online B2C platforms like Amazon, eBay, and Shopify [4] Market Challenges - Sales to the Russia-Ukraine region were around 10 million yuan in 2020 and 2021, but significantly decreased in 2022 [4]