Core Viewpoint - The document outlines the establishment and operational guidelines of the Compensation and Assessment Committee of Qu Mei Home Group Co., Ltd, aimed at enhancing the governance structure and management of compensation for directors and senior management [1][3][9]. Group 1: Committee Structure and Responsibilities - The Compensation and Assessment Committee is a specialized body under the board of directors, responsible for researching and formulating compensation policies and assessment standards for directors and senior management [3][6]. - The committee consists of three directors, with a majority being independent directors, and is chaired by an independent director [3][4]. - The committee's main responsibilities include evaluating the performance of directors and senior management, proposing compensation policies, and drafting stock incentive plans for board approval [3][6][8]. Group 2: Decision-Making Procedures - Compensation policies proposed by the committee for directors require board approval and must be submitted to the shareholders' meeting for final approval, while policies for senior management only need board approval [6][8]. - The committee is accountable to the board and must document any recommendations not adopted by the board, including reasons for non-acceptance [4][8]. Group 3: Meeting Protocols - The committee is required to meet at least once a year, with additional meetings called as necessary, and decisions require a quorum of two-thirds of the members [8][9]. - Meeting records must be maintained for at least ten years, and all attendees are bound by confidentiality regarding the discussed matters [9][9].

General Provisions - The company is established as a joint-stock limited company in accordance with the Company Law and other relevant regulations [1][3] - The registered capital of the company is RMB 686,543,855 [3][6] - The company is permanently established and operates under the legal framework of the People's Republic of China [3][4] Business Objectives and Scope - The company's business objective is to create value for customers and society while maximizing shareholder rights and company value [2][4] - The business scope includes manufacturing furniture, transportation, home decoration, and sales of various goods including household appliances and building materials [4][5] Share Capital - The total number of shares issued by the company is 686,543,855, all of which are ordinary shares [6][21] - The company’s shares are issued at a nominal value of RMB 1 per share [5][6] - The company prohibits financial assistance for acquiring its shares, except for employee stock ownership plans [6][7] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends, attend meetings, supervise company operations, and transfer their shares [12][34] - Shareholders must comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [15][16] Shareholder Meetings - The company holds annual shareholder meetings within six months after the end of the fiscal year [48] - Shareholder meetings can be convened by the board of directors or by shareholders holding more than 10% of the shares [18][54] - Decisions made at shareholder meetings require a majority or two-thirds majority vote, depending on the type of resolution [80][82] Board of Directors - The board of directors is responsible for the company's operations and must report to the shareholders [30][31] - Directors must act in the best interest of the company and its shareholders, and they can be held liable for damages caused by violations of laws or regulations [15][16] Amendments and Legal Compliance - The company’s articles of association can be amended through a special resolution passed at a shareholder meeting [82] - The company must comply with the laws, regulations, and rules set forth by the China Securities Regulatory Commission and the Shanghai Stock Exchange [43][46]

Core Viewpoint - The article outlines the annual work regulations for the Audit Committee of Qu Mei Home Group Co., Ltd, emphasizing the importance of internal control, corporate governance, and effective supervision of the annual audit process to protect the interests of shareholders and stakeholders [2][4]. Group 1: General Principles - The purpose of the work regulations is to establish a sound internal control system and improve corporate governance [2]. - The Audit Committee is responsible for overseeing the annual audit work and ensuring the effective supervision of the management's financial reporting [2]. Group 2: Audit Committee Responsibilities - The Audit Committee's main responsibilities include coordinating the audit schedule with the accounting firm, reviewing annual financial information, supervising the audit implementation, and evaluating the performance of the accounting firm [2]. - The Committee must ensure that the audit process is completed within a specified timeframe, with the audit firm submitting the audit report within five working days after completion [2][4]. Group 3: Communication and Reporting - The Audit Committee is required to maintain communication with the annual audit accountants and provide written opinions on the financial statements after reviewing them [2]. - Upon submitting the financial report to the Board, the Audit Committee must also provide a summary report from the accounting firm regarding the audit work conducted during the year [2]. Group 4: Appointment and Evaluation of Auditors - The Audit Committee must evaluate the performance and quality of the annual audit accountants before proposing their reappointment or replacement [4]. - If a change in auditors is necessary, the Committee must conduct a thorough evaluation of both the outgoing and incoming firms and present the findings to the Board and shareholders [4]. Group 5: Confidentiality and Compliance - The Audit Committee is tasked with ensuring that all parties involved in the audit process adhere to confidentiality obligations and prevent the disclosure of sensitive information [4]. - The Committee's authority must be respected, and company personnel are required to cooperate fully with the Audit Committee's activities [4].

Core Points - The article outlines the establishment and operational guidelines of the Nomination Committee of Qu Mei Home Group Co., Ltd, aimed at optimizing the board composition and improving corporate governance [1][4]. Group 1: General Provisions - The Nomination Committee is established to regulate the selection of directors and senior management, ensuring compliance with relevant laws and the company's articles of association [1]. - The committee is a specialized body under the board of directors, responsible for formulating selection criteria and procedures for directors and senior management [4]. Group 2: Composition of the Committee - The committee consists of three directors, with a majority being independent directors [4]. - The chairperson of the committee is an independent director, elected by the committee members and approved by the board [4]. Group 3: Responsibilities and Authority - The committee's main responsibilities include proposing the size and composition of the board, developing selection criteria for directors and senior management, and conducting candidate reviews [8]. - The committee is accountable to the board and must submit its proposals for board review [9][10]. Group 4: Decision-Making Procedures - The committee must hold at least one meeting annually, with a quorum of two-thirds of its members required for decision-making [13]. - Decisions are made by a majority vote, and the committee may invite other directors or senior management to attend meetings as needed [16]. Group 5: Selection Procedures - The committee actively engages with relevant departments to assess the need for new directors and senior management, and it conducts a thorough search for qualified candidates [12]. - A detailed review of candidates' qualifications, including professional background and work experience, is required before making recommendations to the board [12].

Core Points - The company has established a Strategic Committee under the Board of Directors to enhance the scientific nature of strategic decision-making and improve corporate governance [2][5] - The Strategic Committee is responsible for researching and proposing suggestions on the company's long-term development strategy and major investment decisions [2][8] Group 1: General Provisions - The Strategic Committee is set up to adapt to the company's strategic development needs and is governed by relevant laws and the company's articles of association [1][2] - The committee consists of three directors [3] Group 2: Responsibilities and Authority - The main responsibilities of the Strategic Committee include researching and proposing suggestions on long-term strategic planning, major investments, capital operations, and other significant matters affecting the company [8][10] - The committee is also responsible for organizing expert review meetings and checking the implementation of the above matters [8][10] Group 3: Decision-Making Procedures - The committee members are nominated by the chairman or a majority of independent directors and elected by the Board [5][6] - The committee has a working group responsible for daily operations, including collecting reports and preparing decision-supporting documents [10][11] Group 4: Meeting Rules - The Strategic Committee must hold at least one meeting annually, with the ability to call temporary meetings if proposed by a majority of members [8][12] - A quorum for meetings requires the presence of at least two-thirds of the members, and decisions must be approved by a majority [12][13] - Meetings are documented, and members are bound by confidentiality regarding discussed matters [19][20]

国浩律师（上海）事务所 股东大会法律意见书 国浩律师（上海）事务所 关于亚振家居股份有限公司 致：亚振家居股份有限公司 国浩律师（上海）事务所（以下简称"本所"）接受亚振家居股 份有限公司（以下简称"公司"）的委托，指派本所律师出席了公司 《中华人民共和国证券法》（以下简称《证券法》）、《中华人民共 和国公司法》（以下简称《公司法》）、中国证券监督管理委员会 《上市公司股东会规则》等法律、法规和规范性文件以及《公司章 程》的规定，就公司本次股东大会的召集与召开程序、出席会议人员 的资格、表决程序等有关事项的合法有效性出具本法律意见书。 一、本次股东大会的召集、召开程序 经查验，公司本次股东大会由 2025 年 8 月 12 日召开的公司第五届 董事会第九次会议提议召开，公司董事会负责召集。公司召开本次股 东大会，董事会已于 2025 年 8 月 13 日在《中国证券报》、《上海证券 报》及上海证券交易所网站上刊登了《亚振家居股份有限公司关于召 开 2025 年第二次临时股东大会的通知》（以下简称"会议通知"）。 公司在会议通知中公告了本次股东大会召开的时间、地点、提案内容 及出席会议的股东登记办法等事项。20 ...

Core Viewpoint - Jiangshan Oupai Door Industry Co., Ltd. reported a significant decline in revenue and gross profit margins for the first half of 2025, indicating challenges in the furniture manufacturing sector [2][3]. Group 1: Main Business Performance by Product - The total revenue for the first half of 2025 was RMB 836.66 million, a decrease of 39.36% year-on-year [2]. - The gross profit margin for the overall business was 17.51%, down from the previous year [2]. - The revenue from plywood doors was RMB 405.42 million, down 49.84% year-on-year, with a gross profit margin of 12.31% [2]. - The revenue from solid wood composite doors was RMB 139.67 million, down 44.69% year-on-year, with a gross profit margin of 9.22% [2]. - The revenue from cabinet products was RMB 65.41 million, down 29.69% year-on-year, with a gross profit margin of 8.52% [2]. - Other products generated revenue of RMB 159.76 million, down 6.90% year-on-year, with a gross profit margin of 9.54% [2]. - Franchise service fees contributed RMB 66.40 million, an increase of 22.32% year-on-year, with a gross profit margin of 94.69% [2]. Group 2: Main Business Performance by Channel - Revenue from the agency distribution channel was RMB 493.86 million, down 44.42% year-on-year, with a gross profit margin of 8.52% [3]. - Revenue from the direct engineering channel was RMB 192.73 million, down 51.46% year-on-year, with a gross profit margin of 14.28% [3]. - Revenue from foreign trade exports was RMB 83.66 million, an increase of 109.82% year-on-year, with a gross profit margin of 121.90% [3]. - Franchise service channel revenue was RMB 66.40 million, with a gross profit margin of 94.69% [3]. Group 3: Changes in Agency Distributors - The total number of agency distributors was 72,092, with 9,010 new openings and 88 closures during the reporting period [4].

| 证券代码：603833 | 证券简称：欧派家居 | 公告编号：2025-066 | | --- | --- | --- | | 转债代码：113655 | 转债简称：欧 22 转债 | | 欧派家居集团股份有限公司 关于 2025 年半年度主要经营数据的公告 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个别及连带责任。 根据上海证券交易所《上市公司行业信息披露指引第十五号——家具制造（2022 年修订）》 的有关规定，欧派家居集团股份有限公司（以下简称"公司"）现将 2025 年半年度主要经营数 据报告如下： 一、2025 年半年度主营业务分产品情况 说明：门店变动与公司经销商经营计划调整、优化招商及经销管理政策等因素相关，存在 着短期波动的特点，为给投资者提供较为客观的门店变化信息，半年度经营数据仅披露店面变 动情况，公司仅在年度报告中披露年末门店开设和关闭情况。 特此公告。 欧派家居集团股份有限公司董事会 二、2025 年半年度主营业务分渠道情况 单位：人民币万元 | 销售渠道 | 营业收入 | 营业成本 | 毛利率 （%） ...

Investment Rating - The report maintains a "Buy" rating for the company [1] Core Views - The company reported strong performance in the first half of 2025, with revenue reaching 1.68 billion yuan, a year-on-year increase of 39.3%, and net profit attributable to shareholders of 430 million yuan, up 51.4% [5][6] - The company has optimized its customer structure, with 89.7% of its retail customers in the U.S. and a significant increase in procurement amounts from its top 10 customers [6][7] - The gross margin improved significantly to 38.4% in the first half of 2025, driven by lower raw material prices and an upgrade in product structure [7][8] - The company is expanding its overseas brand presence, with over 500 stores in the U.S. and 24 in Canada, establishing a broad retail network in North America [7] Summary by Sections Financial Performance - In 1H2025, the company achieved revenue of 1.68 billion yuan, with 2Q2025 revenue at 910 million yuan, reflecting year-on-year growth of 40.3% [5][6] - The net profit for 1H2025 was 430 million yuan, with 2Q2025 net profit at 240 million yuan, showing year-on-year increases of 44.7% [5][6] Customer Structure - The company’s top 10 customers are all U.S.-based, with 70% being retailers, and all but one saw procurement increases ranging from 9.63% to 357.64% [6] - The company added 48 new customers in the first half of 2025, with 45 being U.S. retailers, including four from the top 100 furniture retailers in the U.S. [6] Gross Margin and Cost Structure - The gross margin for 1H2025 was 38.4%, up 5.2 percentage points year-on-year, with 2Q2025 gross margin at 39.4% [7] - The increase in gross margin is attributed to lower raw material costs, product structure upgrades, and improved operational efficiency [7] Brand Expansion - The company’s brand, MOTOGallery, has expanded to over 500 stores in the U.S. and 24 in Canada, covering major markets in North America [7] Profit Forecast - The report raises the profit forecast for 2025-2027, with net profit estimates of 935 million yuan, 1.198 billion yuan, and 1.498 billion yuan respectively, reflecting increases of 5%, 16%, and 20% [9]

Group 1 - The core viewpoint of the article highlights the decline in China's furniture manufacturing industry exports, with a notable drop in export value in July 2025 and a cumulative decrease in the first seven months of 2025 compared to the previous year [1][1][1] Group 2 - In July 2025, the export value of the furniture manufacturing industry reached 10.95 billion, representing a year-on-year decrease of 9.8% [1] - From January to July 2025, the cumulative export value was 79.19 billion, showing a year-on-year decline of 7.5% [1] - The data is sourced from the National Bureau of Statistics and compiled by Zhiyan Consulting, which specializes in industry research and consulting services [1][1]