广东顶固集创家居股份有限公司 子公司管理制度 二〇二五年五月 广东顶固集创家居股份有限公司子公司管理制度 广东顶固集创家居股份有限公司 子公司管理制度 第一章 总 则 第一条 为加强广东顶固集创家居股份有限公司（以下简称"公司"）对子公司 的管理，确保子公司规范、高效、有序的运作，切实保护投资者利益，根据《中华 人民共和国公司法》《中华人民共和国证券法》《深圳证券交易所创业板股票上市规 则》 （二）公司与其他法人、组织或自然人共同出资设立的,或者通过收购方式形成 的持股 50%以上(不含 50%),或持股未超过 50%但能够决定其董事会半数以上成员的 组成，或者通过协议或其他安排能够实际控制的控股子公司。 第三条 公司与子公司之间是平等的法人关系。公司以其持有的股权份额依法对 子公司享有资产受益、重大决策、选择管理者、股份处置等股东权利，并负有对子 公司指导、监督和相关服务的义务。 第四条 子公司依法享有法人财产权，以其法人财产自主经营，自负盈亏，对公 司和其他出资者投入的资本承担保值增值的责任。 第五条 公司依据对子公司资产控制和上市公司规范运作的要求，对子公司重大 事项进行管理。子公司需遵守证券监管部门对 ...

证券代码：300749 证券简称：顶固集创 公告编号：2025-056 广东顶固集创家居股份有限公司 本公司及监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。 一、监事会会议召开情况 特此公告。 （一）审议通过《关于重新制定 <公司章程> 的议案》 为进一步完善公司治理结构，提升公司规范运作和科学决策水平，根据《中 华人民共和国公司法》（2023 年修订）、《关于新 <公司法> 配套制度规则实施 相关过渡期安排》以及《上市公司章程指引》等相关法律法规、规范性文件的规 定，公司拟对《公司章程》进行重新制定。 经审核，监事会认为：公司本次重新制定《公司章程》符合有关法律法规及 规范性文件的最新规定，同意将本议案提交公司股东大会审议。 表决结果：3 票同意，0 票反对，0 票弃权。 本议案需提交公司股东大会审议。 三、备查文件 广东顶固集创家居股份有限公司（以下简称"公司"）于 2025 年 5 月 23 日在公司现场召开了第五届监事会第十二次会议，会议通知已于 2025 年 5 月 20 日通过书面的方式送达各位监事，本次会议应出席监事 3 人，实际出席监事 3 人。 会议 ...

Core Viewpoint - The company has announced its 2024 annual profit distribution plan, which includes a cash dividend of 10.00 RMB per 10 shares for all shareholders, approved at the shareholders' meeting held on May 20, 2025 [1][2]. Summary by Sections Shareholders Meeting Approval - The shareholders' meeting approved the profit distribution proposal, which states that the company will distribute a cash dividend of 10.00 RMB per 10 shares (including tax) based on the total share capital on the record date for the 2024 annual profit distribution [1]. Dividend Distribution Plan - The cash dividend distribution will be 10.00 RMB per 10 shares (including tax). For certain investors, the net amount after tax will be 9.00 RMB per 10 shares. The remaining undistributed profits for 2024 will be carried forward to the next year [1][2]. Record and Ex-Dividend Dates - The record date for the dividend distribution is set for May 28, 2025, and the ex-dividend date is May 29, 2025 [2]. Distribution Recipients - The recipients of the dividend will be all shareholders registered with the China Securities Depository and Clearing Corporation Limited Shenzhen Branch as of the close of trading on May 28, 2025 [2]. Distribution Method - The cash dividends will be directly credited to the shareholders' accounts through their securities companies or other custodial institutions on the ex-dividend date [2].

Core Viewpoint - The legal opinion issued by Anhui Tianhe Law Office confirms that the procedures for convening and holding the 2024 Annual General Meeting of Zhibang Home Furnishing Co., Ltd. comply with relevant laws and regulations, ensuring the legality and validity of the resolutions passed during the meeting [1][5][19]. Group 1: Meeting Procedures - The 2024 Annual General Meeting is scheduled for May 21, 2025, and was convened following a resolution made at the board meeting on April 28, 2025 [2][4]. - The notice for the meeting was announced at least 20 days prior, detailing the meeting type, date, time, location, voting methods, and agenda [2][4]. - The meeting was held at the specified location and time, with the agenda aligning with the notice [4][5]. Group 2: Attendance and Qualifications - A total of 13 shareholders or their representatives attended the meeting in person, while 404 participated via online voting [5][6]. - The qualifications of attendees and the convenor were verified and found to be in compliance with relevant laws and the company's articles of association [5][6]. Group 3: Proposals and Voting Results - The meeting reviewed several proposals, including the 2024 Board of Directors' Work Report, financial statements, and profit distribution plans [5][6]. - Voting was conducted through written ballots and online systems, with results announced immediately after voting concluded [7][8]. - The proposals received overwhelming support, with approval rates exceeding 99% for most items, indicating strong shareholder backing [8][9][10][12][21].

Meeting Details - The shareholders' meeting of Zhibang Home Co., Ltd. was held on May 21, 2025, at the administrative building in Hefei, Anhui Province [1] - The meeting was convened by the board of directors and chaired by Chairman Sun Zhiyong, utilizing a combination of on-site and online voting methods [2] Attendance and Voting - A total of 57.2873% of the shares were represented at the meeting [1] - The voting process complied with the Company Law and the company's articles of association, with results announced immediately after the counting [2] Resolutions Passed - All non-cumulative voting proposals were approved with significant support, including: - 99.8373% of A-shareholders voted in favor of the first resolution [2] - 99.8391% of A-shareholders supported the second resolution [2] - 99.8709% of A-shareholders approved the third resolution [3] - 99.8474% of A-shareholders voted in favor of the fourth resolution [3] - 99.6110% of A-shareholders supported the fifth resolution [4] Legal Compliance - The meeting's procedures, attendance qualifications, and voting results were confirmed to be in accordance with relevant laws and regulations, ensuring the legality and validity of the resolutions passed [6][7]

Summary of Conference Call on Costco's Supply Chain and Market Dynamics Industry Overview - The discussion primarily revolves around the home goods industry, particularly focusing on Costco's supply chain management and procurement strategies in response to tariff fluctuations and market demands [1][3][4][5][6]. Key Points and Arguments - **Tariff Impact and Procurement Strategy**: - Costco is diversifying its procurement strategy to mitigate tariff impacts, shifting health products back to the U.S. or Canada and labor-intensive goods like clothing to Southeast Asia [1][5]. - Approximately 34%-40% of Costco's total procurement is affected by tariffs, particularly in grocery and apparel sectors [1][6]. - The company collaborates closely with Chinese home brands like Kuka and Treton Group, but full replacement of Chinese suppliers is expected to take 3-5 years [1][11]. - **Price Adjustments and Inflation**: - Furniture prices have increased by 3%-5% from 2023 to 2024 due to supply chain costs and tariffs, with further inflation expected in 2025 [1][12]. - Despite a decline in new home sales by 8%, rental demand is rising, which is expected to boost demand for affordable furniture [12]. - **Inventory Management**: - Costco has been proactive in stockpiling inventory to counter potential cost increases due to tariffs, maintaining a three-month inventory level [3][7]. - The company plans to continue this strategy while managing inventory pressure [7]. - **Growth in Specific Product Categories**: - Categories such as smart home products, outdoor furniture, and space-saving furniture have seen significant growth, with year-over-year increases of 25%, 15%, and 20% respectively [4][18]. - These categories are expected to be focal points for future development, adapting to rising prices through enhanced product features [4][18]. - **Supplier Dynamics and Regional Shifts**: - Southeast Asian factories are increasing capacity by 30%-40% annually, but complete replacement of Chinese suppliers will take 5-10 years [15]. - The transition to Southeast Asia is complicated by higher initial costs and operational challenges [28]. - **Sales Strategy and Market Adaptation**: - Costco's sales strategy will focus on existing suppliers, particularly small to medium-sized brands in Vietnam and Southeast Asia, while maintaining relationships with leading brands [14]. - The company anticipates a 10%-15% impact on home goods sales due to tariffs, but plans to adapt by adjusting product categories and maintaining quality [14][36]. Other Important Insights - **Consumer Behavior**: - There is a shift towards online purchasing, especially for 3C and home goods, driven by competitive pricing on e-commerce platforms [27]. - The company acknowledges the need for flexibility in pricing strategies to remain competitive in a changing market [36]. - **Future Outlook**: - The expectation of interest rate cuts in 2025 may lead to a rebound in demand, with inventory cycles extending from 45-50 days to 60 days [24][33]. - Costco is committed to improving operational efficiency and managing costs while navigating the complexities of the current market environment [25][35]. - **Challenges in Supply Chain Transition**: - Transitioning production to Southeast Asia presents challenges, including higher operational costs and the need for local market adaptation [28][30]. - Despite these challenges, some suppliers are already beginning to shift production to avoid tariff impacts, although large-scale production remains difficult [29]. This summary encapsulates the key discussions and insights from the conference call, highlighting Costco's strategic responses to current market dynamics and challenges within the home goods industry.

Core Viewpoint - The legal opinion confirms that the 2024 annual general meeting of Guangdong PIANO Science & Art Home Co., Ltd. was convened and conducted in accordance with relevant laws and regulations, ensuring the legitimacy of the meeting and the validity of the resolutions passed [15]. Group 1: Meeting Announcement and Procedures - The board of directors announced the 2024 annual general meeting on April 29, 2025, through various media outlets [2]. - The company followed legal timelines to announce the meeting's time, location, voting methods, and other relevant details, complying with the Company Law and internal regulations [3]. Group 2: Attendance and Qualifications - A total of 51 participants attended the meeting, representing 72,281,511 shares, which is 39.5162% of the total voting shares [4]. - The meeting included 2 attendees in person and 49 participants voting online, representing 24,348,500 shares, or 13.3113% of the total voting shares [5]. - The qualifications of all attendees, including shareholders and their proxies, were verified and deemed valid [4][5]. Group 3: Voting Procedures and Results - The meeting conducted voting on the proposed resolutions through both on-site and online methods, adhering to legal requirements [7]. - The voting results showed that 96,526,711 shares approved the resolutions, accounting for the majority of the valid votes cast [7]. - The results from minority shareholders indicated a significant majority in favor of the resolutions, with 81.6941% of the votes from small investors supporting the proposals [8].

证券代码：002853 证券简称：皮阿诺 公告编号：2025-031 广东皮阿诺科学艺术家居股份有限公司 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚 假记载、误导性陈述或重大遗漏。 重要提示： 一、会议召开的情况 （1）现场会议召开时间：2025 年 5 月 19 日（星期一）14:30 开始。 （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 5 月 19 日的交易时间，即 9:15-9:25，9:30-11:30 和 13:00-15:00； 通过深圳证券交易所互联网投票系统投票的具体时间为 2025 年 5 月 19 日 9:15- 四楼 406 会议室。 董事会 会规则》《深圳证券交易所股票上市规则》及《公司章程》等法律、法规及规范 性文件的规定。 二、会议的出席情况 出席本次股东大会现场会议和网络投票的股东及股东代理人共 51 人，代表 有表决权股份 96,630,011 股，占公司有表决权股份总数的 52.8275％。 公司董事、监事、高级管理人员及律师出席或列席了本次会议。 出席本次股东大会现场会议的股东及股东代理人共 2 人，代表股份 ...

Group 1 - The 34th Harbin International Economic and Trade Fair (referred to as "Harbin Fair") was held from May 17 to 21 at the Harbin International Exhibition and Sports Center [1] - The Guangdong trade delegation showcased a 195 square meter special exhibition area, highlighting the "Foshan Manufacturing" characteristics of the Foshan home furnishing industry, featuring nearly 20 well-known brands and over 100 smart home products [1] - The "Guangdong-Black龙江 Economic and Trade Cooperation Exchange Activity" attracted over 200 representatives from key enterprises and business associations from both provinces [1] Group 2 - The "Guangdong-Black龙江" series of online and offline economic and trade activities will host 615 events by the end of 2024, with over 150,000 participating enterprises and a special fund of nearly 110 million yuan, resulting in a transaction intention amount exceeding 210 billion yuan [1] - A total of 18 cooperation projects were collected during the Harbin Fair, covering various fields such as consumer electronics, agricultural product procurement, food and beverage, logistics services, and import-export trade, with a total intended cooperation amount of 5.064 billion yuan [1] - Guangdong's economic cooperation with Heilongjiang is highlighted by complementary advantages in economic and industrial chains, with the potential for win-win cooperation [2]

Group 1 - ST Shengda announced the removal of risk warnings and the change of its stock name from "ST Shengda" to "Shengda Forestry" effective May 20 [1] - ST Shengda's main business has shifted from home products to natural gas liquefaction and urban gas operations after significant restructuring [1][2] - The company has resolved issues related to the misuse of funds by its former controlling shareholder and has no current major shareholder or actual controller [2] Group 2 - ST Shengda is pursuing litigation related to the illegal guarantees provided by Shengda Group and aims to recover losses [3] - *ST Mingjia announced that it met the conditions for the removal of delisting risk warnings, with an audited revenue of 117 million and a net asset of 96.44 million for 2024 [3] - Despite the removal of delisting risk warnings, *ST Mingjia will continue to face other risk warnings due to negative net profits in the last three accounting years [3]