Recently, Zhejiang

Apparel Limited by Share Ltd released its 2014 annual performance bulletin.

Description of operating performance and financial position

1. Description of operating conditions

　　報(bào)告期內(nèi)，報(bào)喜鳥實(shí)現(xiàn)營業(yè)收入2,269,413,571.49元，營業(yè)利潤162,280,545.20元，利潤總額205,871,024.39元，歸屬于上市公司股東的凈利潤131,160,189.67元，分別較2013年同期增長了12.47%、-25.75%、-12.15%、-18.40%，主要原因是：(1) 受消費(fèi)市場持續(xù)弱勢影響，公司經(jīng)營總體不理想;(2)主品牌報(bào)喜鳥業(yè)務(wù)穩(wěn)健發(fā)展;代理品牌HAZZYS快速增長;零售品牌的直營銷售增長較快;(3)為盡快降低庫存、輕裝上陣，零售品牌加大特銷處理力度，導(dǎo)致零售品牌業(yè)務(wù)短期毛利率下降;職業(yè)服品牌寶鳥營業(yè)收入與上年相當(dāng)，但受接單價(jià)下降影響，毛利率下降;(4)隨著零售直營業(yè)務(wù)的增長，終端費(fèi)用增加較快;積極優(yōu)化業(yè)務(wù)流程，并關(guān)閉部分發(fā)展前途不大、潛力較小的業(yè)務(wù)，有利于長遠(yuǎn)發(fā)展，但導(dǎo)致短期一次性費(fèi)用增加;電商業(yè)務(wù)框架已經(jīng)搭建，進(jìn)展符合預(yù)期，但還處于投入期，短期費(fèi)用較大;向加盟商收取的資金

Occupancy fee (risk deposit) decreased compared with the same period last year, resulting in an increase in financial costs.

2. Financial statement

At the end of the reporting period, the birds were in good financial condition without significant changes.

The difference between the forecast results and the previous performance shows that: in the third quarter report of 2014, the company disclosed that: the net profit attributable to the owners of Listed Companies in 2014 is down by 20%-0% over the same period last year.

Pre Disclosure Notice for capital increase plans

First, Mr. Fang Xiaobo, Secretary of the board of directors and deputy general manager of the company, put forward proposals for the company's 2014 profit distribution and capital reserve fund conversion to capital increase.

In February 26, 2015, Mr. Fang Xiaobo, the Secretary and deputy general manager of the board of directors of the company, submitted to the board of directors a proposal for the company's 2014 profit distribution and the capital reserve fund to increase capital stock plan. In order to fully guarantee the fairness of information disclosure, avoid abnormal fluctuations in stock prices and protect the interests of investors, the plan is announced as follows:

In view of the fact that the company has relatively small capital stock in the same industry, investors have made many requests for expansion of the company's capital stock through telephone exchanges and investor relations interactive platform.

In order to further enhance the company's overall competitiveness and share the company's future business results with all shareholders, Fang Xiaobo, the Secretary of the board of directors and deputy general manager of the company, proposed the company's 2014 profit distribution and capital reserve fund conversion plan under the premise of meeting the profit distribution principle: the cash dividend of 0.50 yuan (including tax) should be paid to all shareholders for every 10 shares as at the end of December 31, 2014, and the total share capital of the company will be 586009370 shares. At the same time, 10 shares can be pferred to every shareholder from the capital reserve to 586009370 shares.

Mr. Fang Xiaobo, the Secretary and deputy general manager of the company's board of directors, promised to hold a vote when the company held a relevant shareholders' meeting to consider the profit distribution and capital reserve fund in the 2014 year.

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Two, the board of directors for the above 2014 profit distribution and capital reserve fund to increase capital stock plan opinions and confirmation

company

After receiving the proposal of the 2014 annual profit allocation and capital accumulation fund, the company promptly convened a total of 7 directors to study the above profit allocation plan on site and communication, and the directors involved in the discussion accounted for more than 1/2 of the total number of board members of the company.

After discussion and study, a consensus and commitment were reached.

Fang Xiaobo, Secretary of the board of directors and deputy general manager, proposed the 2014 profit distribution and capital reserve fund conversion plan, which is conducive to the company's future business development needs.

The above plan is in line with the provisions of the articles of association and the shareholders' return plan for the next three years (2014-2016 years), so as to meet the requirements of the SFC listed company regulation third, cash dividends of listed companies.

The above 2014 profit distribution and capital reserve fund conversion plan conform to the relevant provisions of the company law, the securities law and the articles of association, which are legality, compliance and rationality.

The above directors have written commitments to vote in favour of the relevant board of directors when they consider the above 2014 profit distribution and capital reserve fund.

Before the disclosure of the matter, the company strictly controls the scope of insider information insiders, and informs the insiders concerned about the obligation of confidentiality and strictly prohibit insider trading.

Three, risk warning

This 2014 year

The capital reserve provident fund only represents the personal opinion of the proposer and the participating director, not the resolution of the board of directors. The specific profit distribution plan can be implemented only after deliberation and approval by the board of directors and the general meeting of shareholders.

The company's profit distribution and capital reserve fund conversion plan in 2014 will eventually be considered and approved by the board of directors and submitted to the shareholders' meeting for approval.