Group 1 - The meeting of the fourth supervisory board of Guangzhou Restaurant Group Co., Ltd. was held on August 26, 2025, with all supervisors present [1] - The resolutions of the meeting were approved unanimously, with no votes against or abstentions [1] - The meeting reviewed and approved the company's 2025 semi-annual report in full and summary [1]

证券代码：603043 证券简称：广州酒家 公告编号：2025-045 | 区域 | 2025 | 年 1-6 | 月 | 2024 | 年 1-6 | 月 | 较上期变动（%） | | --- | --- | --- | --- | --- | --- | --- | --- | | 广东省内 | | 83,397.68 | | | 84,784.16 | | -1.64 | | 境内广东省外 | | 30,512.15 | | | 26,268.43 | | 16.16 | | 境外 | | 3,328.82 | | | 3,157.60 | | 5.42 | | 合计 | | 117,238.65 | | | 114,210.19 | | 2.65 | 二、2025 年半年度食品制造业务经销商与代理商变动情况 广州酒家集团股份有限公司 2025 年半年度经营数据的公告 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法律责任。 根据《上海证券交易所上市公司自律监管指引第 3 号——行业信息披露》第 十四号——食品制造的相关规定，现将 ...

第四届监事会第二十七次会议决议公告 本公司监事会及全体监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。 重要内容提示： 证券代码：603043 证券简称：广州酒家 公告编号：2025-043 广州酒家集团股份有限公司 广州酒家集团股份有限公司监事会 2025 年 8 月 28 日 报备文件 公司第四届监事会第二十七次会议决议 1 全体监事出席本次监事会。 本次会议议案已获通过。 一、监事会会议召开情况 广州酒家集团股份有限公司（以下简称"公司"）第四届监事会第二十七次 会议于 2025 年 8 月 15 日发出会议通知，于 2025 年 8 月 26 日在公司 2 号会议室 以现场会议方式召开。会议由监事会主席陈峻梅女士主持，会议应参加表决监事 3 人，实际表决监事 3 人，会议的召集、召开符合《公司法》《公司章程》等有 关规定，表决形成的决议合法、有效。本次会议没有监事对议案投反对/弃权票。 本次会议议案已获通过。 二、监事会会议审议情况 《公司 2025 年半年度报告全文及摘要》 表决结果：通过（有权表决票数 3 票，同意 3 票，反对 0 ...

广州酒家集团股份有限公司 第四届董事会第三十六次会议决议公告 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。 证券代码：603043 证券简称：广州酒家 公告编号：2025-042 重要内容提示： 一、董事会会议召开情况 广州酒家集团股份有限公司（以下简称"公司"）第四届董事会第三十六次 会议于 2025 年 8 月 15 日发出会议通知，于 2025 年 8 月 26 日在公司 1 号会议室 以现场与通讯结合的会议方式召开。会议由董事长徐伟兵先生主持，会议应参加 表决董事 7 人，实际表决董事 7 人（刘晓军董事、樊霞董事以通讯表决的方式出 席会议），公司监事、部分高级管理人员列席会议。本次会议的召集、召开符合 《公司法》《公司章程》等有关规定，表决形成的决议合法、有效。本次会议没 有董事对议案投反对/弃权票。本次会议议案均获通过。 广州酒家集团股份有限公司董事会 2025 年 8 月 28 日 报备文件 2 1.公司第四届董事会第三十六次会议决议 2.公司第四届董事会审计委员会第二十六次会议决议 （一）《公司 2025 年 ...

Financial Performance - The company's operating revenue for the first half of 2025 was approximately ¥1.99 billion, representing a 4.16% increase compared to ¥1.91 billion in the same period last year[19]. - Total profit for the period decreased by 24.08% to approximately ¥68.22 million from ¥89.85 million year-on-year[19]. - Net profit attributable to shareholders was approximately ¥39.10 million, down 33.11% from ¥58.45 million in the previous year[19]. - The net cash flow from operating activities decreased by 26.97% to approximately ¥60.22 million compared to ¥82.45 million in the same period last year[19]. - The net assets attributable to shareholders decreased by 7.18% to approximately ¥3.60 billion from ¥3.88 billion at the end of the previous year[19]. - Total assets decreased by 2.44% to approximately ¥6.33 billion from ¥6.49 billion at the end of the previous year[19]. - Basic earnings per share for the first half of 2025 were ¥0.0687, a decrease of 33.17% compared to ¥0.1028 in the same period last year[20]. - Basic earnings per share (excluding non-recurring gains and losses) decreased by 30.44% to 0.0617 CNY compared to the same period last year[21]. - Weighted average return on equity decreased by 0.56 percentage points to 1.03% compared to the same period last year[21]. Business Strategy and Operations - The company maintains a dual-core business strategy focusing on "catering + food" to achieve high-quality development[28]. - As of the report date, the company operates 52 direct dining outlets, including 27 under the "Guangzhou Restaurant" brand and 24 under the "Tao Tao Ju" brand[29]. - The company is actively enhancing consumer engagement through innovative dining experiences and product offerings in response to evolving consumer preferences[25]. - The market for health-oriented food products is rapidly growing, driven by increasing consumer health awareness and demand for convenient options[25]. - The company is undergoing a renovation of its Wenchang store to improve customer experience and attract more consumers[29]. - The overall economic environment remains challenging, but the company is positioned to leverage new consumption trends and government policies to drive growth[26]. - The company continues to promote a dual business model of "catering and food business," leveraging its strong brand loyalty and innovative R&D capabilities to enhance product offerings and extend the industrial chain[30]. - The company has launched over 30 new products, including Lychee Pastry and Black Truffle Sausage Cookies, effectively activating niche markets and receiving positive consumer feedback[35]. - The company has established four major food production bases in Guangdong and Hunan provinces, focusing on a cross-regional capacity layout and providing OEM/ODM services for third-party brands[31]. - The company has implemented a centralized procurement strategy to ensure stable supply channels and enhance the quality control of food raw materials[30]. - The company has strengthened its online and offline sales channels, including e-commerce platforms and direct sales through its own food chain stores, to achieve comprehensive market coverage[32]. - The company has developed a collaborative R&D system, integrating innovation resources and establishing partnerships with key universities for technology projects, resulting in 24 patent authorizations[36]. - The company aims to enhance its market presence in the Guangdong-Hong Kong-Macao Greater Bay Area while expanding into Eastern and Northern China markets[35]. - The company has adopted a differentiated marketing strategy for its flagship products, focusing on consumer demand and optimizing its product matrix[35]. - The company has established a specialized team for OEM/ODM business, enhancing its operational efficiency and market responsiveness[32]. - The company is committed to a full-chain collaborative system from R&D to production and market, ensuring rapid response to market demands[36]. Financial Position and Cash Flow - The company's operating revenue for the reporting period was approximately CNY 1.99 billion, representing a 4.16% increase compared to the previous year[42]. - The operating cost increased by 7.09% to approximately CNY 1.52 billion, while sales expenses rose by 9.43% to around CNY 224.75 million[42]. - The net cash flow from operating activities decreased by 26.97% to approximately CNY 60.22 million, indicating a significant decline in cash generation[42]. - The investment activities generated a net cash flow of approximately CNY 293.02 million, a 51.81% increase year-on-year, primarily due to the maturity of large time deposits[42]. - The company has three well-known brands: "Guangzhou Restaurant," "Tao Tao Ju," and "Li Kou Fu," which have strong market recognition and cultural heritage[39]. - The company has established a comprehensive multi-channel marketing system, balancing online and offline sales channels effectively[40]. - The company has a strong seasonal product operation capability, particularly in mooncake sales, which ranks among the top in the industry[41]. - The company has implemented a standardized strategy focusing on key technology developments, including over 10 critical technologies for new product innovation[37]. - The company has launched over 300 new dishes for spring and summer, enhancing the dining experience through service upgrades and personalized offerings[38]. - The company has actively engaged in cultural promotion and international events, enhancing its brand influence and public cultural impact[38]. Shareholder Information - Total number of ordinary shareholders as of the end of the reporting period is 22,339[75]. - The largest shareholder, Guangzhou Urban Construction Investment Group Co., Ltd., holds 288,453,276 shares, accounting for 50.72% of total shares[77]. - The second-largest shareholder, Guangzhou Industrial Investment Holding Group Co., Ltd., holds 56,142,814 shares, representing 9.87% of total shares[77]. - Guangdong Provincial Department of Finance holds 38,288,454 shares, which is 6.73% of total shares[78]. - The top ten shareholders collectively hold a significant portion of the company's equity, with the largest three shareholders alone accounting for over 67%[77]. - The company has not reported any changes in share capital structure during the reporting period[74]. - There are no significant guarantees or major contracts reported during the period[73]. - No new strategic investors or changes in controlling shareholders have been noted[79]. - The company has not disclosed any new financial instruments or convertible bonds during the reporting period[81]. - There are no updates on the use of raised funds as no fundraising activities were reported[73]. Governance and Compliance - The company has established a governance structure including a board of directors, supervisory board, and various departments to support its operations[110]. - The financial statements are prepared in accordance with the Chinese Accounting Standards, ensuring transparency and accuracy[111]. - The company has confirmed its ability to continue as a going concern for at least 12 months from the reporting date[112]. - The accounting period for the company runs from January 1 to December 31 each year[115]. - The company has set materiality thresholds for significant projects and subsidiaries, ensuring compliance with financial reporting standards[118]. Risks and Challenges - The company faces risks from rising raw material prices, which could impact profit margins if not managed effectively[53]. - Measures are in place to enhance talent retention and development, including increased R&D investment and improved compensation structures[54]. - The company has undergone changes in its board of directors, with several independent directors being elected and some leaving[56]. - The company announced the resignation of independent directors due to the six-year term limit, effective January 17, 2025[57]. - The company did not propose any profit distribution or capital reserve transfer plans for the half-year period[58]. Related Party Transactions - The company reported a total of 5,900 million CNY in expected related party transactions for 2025, with 633 million CNY already realized by June 2025[70]. - The company plans to lease properties from Guangzhou Urban Investment and its controlled companies, with an estimated amount of 500 million CNY[70]. - The company is set to purchase goods and services from Guangzhou Urban Investment and its controlled companies, with an expected amount of 700 million CNY[70]. - The company has projected 2,000 million CNY for purchasing goods and services from Guangzhou Chancheng Investment and its controlled companies, with 502 million CNY already incurred[70]. - The company anticipates selling goods and providing services to Guangzhou Urban Investment and its controlled companies, with an expected amount of 1,200 million CNY[70]. - The company has a projected 1,000 million CNY for selling goods and providing services to Guangzhou Chancheng Investment and its controlled companies[70]. Legal and Regulatory Matters - There are no significant lawsuits or arbitration matters reported during the reporting period[68]. - The company and its controlling shareholder have maintained a good integrity status, with no major debts or court judgments unfulfilled[68]. - The company has committed to avoiding any illegal occupation of funds or assets and ensuring fair and transparent related party transactions[66].

（2025年8月26日，经第四届董事会第三十六次会议审议通过） 第一章 总则 第一条 为规范和加强广州酒家集团股份有限公司（以 下简称"公司"）内部控制，提高公司经营管理水平和风险 防范能力，促进公司可持续发展，保护投资者的合法权益， 根据《公司法》《证券法》《企业内部控制基本规范》《企业 内部控制配套指引》《上海证券交易所股票上市规则》《关于 加强监管企业全面风险管理与内部控制工作的实施意见》及 本公司章程的有关规定，结合公司实际情况，制定本管理制 度。 第二条 本制度适用于集团总部及下属全资、控股、实 际控股公司（以下简称"下属公司"）。 第三条 本制度所称内部控制，是由公司董事会、管理 层和全体员工实施的、旨在实现控制目标的过程。 广州酒家集团股份有限公司 内部控制管理制度 第四条 内部控制的目标是合理保证公司经营管理合 法合规、资产安全、财务报告及相关信息真实完整，提高经 营效率和效果，促进公司实现发展战略。 第五条 公司建立与实施有效的内部控制遵循下列原 则： （一）全面性原则。内部控制应当贯穿决策、执行和监 督全过程，覆盖公司及各下属公司的各种业务和事项。 - 1 - （二）重要性原则。内部控制应 ...

Financial Performance Summary - The company reported stable revenue growth despite external operational pressures, focusing on new consumer demands and optimizing product categories [2] - The company has adjusted its marketing policies in response to changes in the domestic consumption market, leading to a decrease in gross profit margin and a decline in profits compared to the same period last year [2] Investor Communication - The company will hold a performance briefing on September 1, 2025, from 16:00 to 17:00 at the Shanghai Stock Exchange Roadshow Center, allowing investors to engage in Q&A [7][8] - Investors can submit questions for the briefing from August 25 to August 29, 2025, through the designated website or via email [9] Investment Management - The company has approved the use of up to RMB 500 million of idle funds for low-risk, short-term financial products, including bank wealth management products and government bond reverse repos [14] - As of July 31, 2025, the company had utilized RMB 530 million for rolling purchases of government bond reverse repos and bank wealth management products [16] Financial Impact - The funds used for financial management represent 72.74% of the company's cash and 12.64% of its net assets as of March 31, 2025, indicating a significant but manageable impact on liquidity [19]

Core Viewpoint - The recent meeting on the development of the catering industry in Guangzhou highlights the city's commitment to boosting consumer confidence and economic growth through a focus on the catering sector, which is vital for both livelihood and economic stimulation [2][3][8]. Group 1: Meeting Purpose - The catering industry is crucial for economic development and consumer spending, serving as a "ballast" for the economy [3]. - The meeting reflects Guangzhou's favorable business environment and confidence in its development, as it aligns with national goals to enhance domestic demand [2][3][8]. Group 2: Participants - The meeting included a diverse range of participants, from state-owned enterprises like Lingnan Group and Guangzhou Restaurant to private companies such as Shishang Guowei and various well-known chain brands [9][10]. - This diversity underscores Guangzhou's respect and support for various market entities within the catering sector [10]. Group 3: Industry Challenges and Opportunities - The catering industry is undergoing significant transformation, presenting both opportunities and challenges, necessitating high-level discussions to optimize the business environment [8]. - Companies expressed their confidence in future growth while also addressing the need for innovation and adaptation to new market trends [11][12]. Group 4: Policy Support - The Guangdong government emphasizes the development of the catering industry through initiatives like the "Cantonese Chef" program and various food festivals [15]. - Guangzhou has introduced a comprehensive development plan for the catering industry, outlining six key actions to enhance quality and support [15]. Group 5: Economic Impact - In the first half of the year, Guangzhou welcomed 113 million tourists, a 6.3% increase year-on-year, contributing to a significant rise in consumer spending [18]. - The city's catering sector generated over 100 billion yuan in revenue last year, with a steady growth trend observed in 2023 [19][20]. Group 6: Cultural Significance - The catering industry in Guangzhou serves as a vital cultural conduit, showcasing the city's rich culinary heritage and diverse food offerings [20]. - The city's reputation as a "Food Capital" is reinforced by its extensive range of dining options, which cater to both local and international tastes [19][20].

证券代码：603043 证券简称：广州酒家 公告编号：2025-040 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。 本公告所载2025年半年度主要财务数据为初步核算数据，未经会计师事务所 审计，具体数据以公司2025年半年度报告中披露的数据为准，提请投资者注意投 资风险。 一、2025年半年度主要财务数据和指标 四、备查文件 经公司现任法定代表人、主管会计工作的负责人、会计机构负责人签字并盖 章的比较式资产负债表和利润表。 特此公告。 广州酒家集团股份有限公司董事会 广州酒家集团股份有限公司 资产（元） 二、经营业绩和财务状况情况说明 报告期内，公司面对外部风险带来的经营压力，主动作为，聚焦消费新需求， 通过优布局、促改革、提品质等举措，强化研发成果转化，大力开拓新兴渠道， 持续推进品类结构优化与新品开发，推动"餐饮+食品"双主业协同发展，营业 收入保持稳定增长，公司应对国内消费市场和渠道变化，相应调整营销政策，持 续投入市场费用，毛利率有所下降，故利润较去年同期下降。 三、风险提示 本公告所载 2025 年半年度主要财务 ...

Core Viewpoint - Guangzhou Restaurant (603043.SH) reported a revenue of 1.991 billion yuan for the first half of 2025, reflecting a year-on-year growth of 4.16%. However, the net profit attributable to shareholders decreased by 33.11% to 39.1007 million yuan [1]. Financial Performance - The company's operating revenue reached 1.991 billion yuan, marking a 4.16% increase compared to the previous year [1]. - The net profit attributable to shareholders was 39.1007 million yuan, which represents a decline of 33.11% year-on-year [1]. - The net profit after excluding non-recurring gains and losses was 35.1198 million yuan, down 30.37% year-on-year [1]. - Basic earnings per share stood at 0.0687 yuan [1].