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Jiangsu Taimusi Needle & Textile Technology Co., Ltd. 2025 Annual Report Summary
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Stock code: 001234 Stock abbreviation: Taimesi Announcement No.: 2026-010
I. Important notice
The summary of this annual report is extracted from the full annual report. In order to comprehensively understand the Company’s operating results, financial position, and future development plans, investors should read the full annual report carefully in the media designated by the CSRC.
All directors attended the board meeting deliberating this report.
Non-standard audit opinion notice
□ Applicable √ Not applicable
Profit distribution proposal for the reporting period deliberated by the board of directors, or proposal for conversion of capital reserve into share capital
√ Applicable □ Not applicable
Whether to convert capital reserve into share capital
□ Yes √ No
The profit distribution proposal approved by this board of directors is as follows: based on 109,413,700 as the base, distribute cash dividends of RMB 2.9 per 10 shares to all shareholders (including tax), issue bonus shares of 0 shares (including tax), and do not convert capital reserve into share capital.
Profit distribution proposal for preferred shares for the reporting period approved by the board of directors
□ Applicable □ Not applicable
II. Basic information of the Company
■
I. Industry development status
(A) Production scale contracts slightly
In 2025, China’s apparel industry’s production scale contracted slightly; the industrial added value continued to record negative growth, and the decline rate gradually deepened. This is the result of multiple factors acting together, such as the complex and changing international situation and the overall weak demand in terminal markets. It is also closely related to the industry’s transformation and upgrading. The improvement in flexible manufacturing capabilities is driving apparel production models to accelerate their shift toward lean, efficient production.
(B) Moderately growing domestic sales market
According to data from the National Bureau of Statistics, in January–December 2025, China’s retail sales of apparel categories at units above a designated size totaled RMB 1,104.45 billion, up 2.8% year on year. The growth rate increased by 2.7 percentage points compared with the same period in 2024; online retail sales of apparel categories increased by 1.9% year on year, with the growth rate up by 0.4 percentage points compared with the same period in 2024.
© Increasing pressure on exports going downward
According to China Customs data, in January–December 2025, China completed apparel and clothing accessories exports totaling USD 151.18 billion, down 5.0% year on year, with the growth rate falling back by 5.3 percentage points compared with the same period in 2024. From the quantity-price relationship, apparel exports continued the trend of rising volumes and falling prices. Export quantity reached 35.65 billion pieces, up 4.3% year on year; the average export unit price was USD 3.5 per piece, down 8.6% year on year.
II. Analysis of the industry’s future development prospects
From the international market perspective, China’s apparel exports still face multiple pressures and challenges. The downward trend is unlikely to be alleviated in the short term. However, supported by favorable factors such as the continued deepening of a diversified market structure, the temporary easing of China-U.S. trade relations, and the clear advantages in comprehensive industrial competition, exports are still expected to demonstrate resilience.
From the domestic market perspective, the State’s in-depth implementation of special consumption-boosting actions helps to stimulate endogenous drivers of macroeconomic and consumption growth. Consumer hotspots such as “artificial intelligence +,” “national trend,” and “emotional value” remain active, which will support continued moderate growth in the apparel domestic sales market.
Overall, in 2026, some economic performance indicators of China’s apparel industry may see a narrowing of decline rates compared with the prior year’s low base. Export downward pressure will remain at a high level, the domestic sales market will continue to grow moderately, and industry profitability recovery will continue to face pressure. Under complex and changing circumstances, industry companies must resolutely deepen transformation and upgrading, strengthen integration of technological innovation and industrial innovation, and steadily advance the construction of a modern industrial system. With resilience for high-quality development, they will prevent and defuse various external risks and challenges, and fully drive stable operation of the industry’s economy and development toward improvement and the new and better.
III. Company position
The Company continues to be recognized as “Top 100 Companies in China’s Apparel Industry for 2024” (all three indicators—operating revenue, total profit, and the operating revenue profit margin—are within the Top 100 list). The Company is a national intellectual property demonstration enterprise. It has established a Jiangsu provincial post-graduate work station, a Jiangsu provincial enterprise technology center, and a Jiangsu provincial knitting high-end fabric engineering technology research center. Several self-developed fabric products have been assessed as Jiangsu provincial high-tech products. Key technologies for developing high-durability colorfastness and heat-moisture-comfort knitted products developed jointly have won the First Prize for Scientific and Technological Progress from the China National Textile and Apparel Council. The self-developed “Cloud Soft and Breathable” fabric won the Best Materials Application Award for the 48th (2023/24 Autumn-Winter) China Fashionable Fabric. The fabric “Cotton-Polyester Without Shedding Fuzz Fabric” won an Excellence Award. Key technologies for eco-processing of cotton-based knitted fabrics and the development of high-quality products won the Third Prize in Science and Technology in Jiangsu Province. The self-developed “Key Technologies for Eco-processing of Cotton-Based Knitted Fabrics” won the 2024 textile industry “specialized, refined, unique, and new” technologies and new products promotion cooperation project. It has an invention patent titled “A Method for Preparing Lightweight and Cool Knitted Textiles” developed through deep industry-university-research cooperation with Donghua University. The Company has been rated by the China National Textile and Apparel Council as a textile industry “specialized, refined, unique, and new” small and medium-sized enterprise. It won the “2021 Nantong Mayor’s Quality Award (Organization Category)” enterprise. In 2022, it received the “Jiangsu Province Quality Credit AA Enterprise.” In 2023, it received the “AAA Certificate for Integration of Informatization and Industrialization Management System Assessment.” It was awarded the “2023 Annual Nantong City Excellent Enterprises for New-Type Industrialization (Rejuvenation of Traditional Industries)” and was also honored with the “2025 Recommended Patents in China’s Apparel Industry” and the “2025 Jiangsu Province Advanced Intelligent Factory.” It received the title of the Seventh “National Civilized Unit.” The Company’s wholly owned subsidiary, Luan Anrui, was awarded the “2025 Anhui Province Green Factory.”
(1) Major accounting data and financial indicators over the past three years
Whether the Company needs to retrospectively adjust or restate accounting data from previous years
□ Yes √ No
Unit: RMB
■
(2) Major accounting data by quarter
Unit: RMB
■
Whether the above financial indicators, or the summed amounts thereof, have any material differences from the financial indicators related to the Company’s quarterly reports and interim reports already disclosed
□ Yes √ No
(1) Number of ordinary shareholders and number of preferred shareholders with voting rights restored, and table of shareholding of the top 10 shareholders
Unit: shares
■
Shareholding by shareholders holding more than 5%, and information on share lending related to the top 10 shareholders and the top 10 shareholders of circulating shares with no restrictions on sale, participating in the securities lending and borrowing (turning into) intermediation business
□ Applicable √ Not applicable
Changes in shareholding of the top 10 shareholders and the top 10 holders of unrestricted circulating shares compared with the previous period due to reasons for lending/returning shares through the securities lending and borrowing business
□ Applicable √ Not applicable
(2) Table of total number of preferred shareholders and shareholding of the top 10 preferred shareholders
□ Applicable √ Not applicable
There are no preferred shareholders in the Company’s reporting period.
(3) Disclosure of the Company’s property and control relationship between the Company and the actual controller in the form of a block diagram
/
■
□ Applicable √ Not applicable
III. Matters of importance
Not applicable
Stock code: 001234 Stock abbreviation: Taimesi Announcement No.: 2026-012
Jiangsu Taimesi Needle and Textile Technology Co., Ltd.
Announcement on the Repurchase and Cancellation of Some 2024 Restricted Shares
under the 2024 Restricted Stock Incentive Plan for the First Grant and the Reserved Portion
This Company and all members of the board of directors guarantee that the information disclosure is true, accurate, and complete, with no false records, misleading statements, or material omissions.
Special notice:
Due to the Company-level performance in 2025 not meeting the performance assessment targets stipulated in the《2024 Restricted Stock Incentive Plan》 and the《2024 Restricted Stock Incentive Plan Implementation and Assessment Measures》, the Company plans to repurchase and cancel the 711,000 restricted shares already granted but not yet released from restriction held by 72 incentive recipients for the first grant under the 2024 Restricted Stock Incentive Plan, as well as the 113,100 restricted shares already granted but not yet released from restriction held by 54 incentive recipients for the reserved portion. In total, this involves 126 incentive recipients and 824,100 restricted shares, representing 0.75% of the Company’s total share capital before the repurchase and cancellation. After the completion of this repurchase and cancellation, the Company’s total share capital will decrease from 109,413,700 shares to 108,589,600 shares. (The final change in share capital will be subject to the data confirmed by China Securities Depository and Clearing Co., Ltd. Shenzhen Branch.)
Repurchase price for this repurchase: the repurchase price for the restricted shares for the first grant is RMB 8.94 plus interest on deposits for the same period by the People’s Bank of China; the repurchase price for the restricted shares for the reserved portion is RMB 8.44 plus interest on deposits for the same period by the People’s Bank of China.
The above matters still need to be submitted to the Company’s general meeting of shareholders for approval.
Jiangsu Taimesi Needle and Textile Technology Co., Ltd. (hereinafter referred to as the “Company”) held the fourth meeting of the third session of the board of directors on March 26, 2026. The meeting deliberated and approved proposals including 《On the Repurchase and Cancellation of Some Restricted Shares under the 2024 Restricted Stock Incentive Plan for the First Grant and Reserved Portion》, 《On Changes to the Company’s Registered Capital and Amendments to the Articles of Association》, and 《On Proposing to Convene the 2025 Annual General Meeting of Shareholders》, among others. According to the《Measures for the Administration of Equity Incentives of Listed Companies》 and the Company’s《2024 Restricted Stock Incentive Plan》 and other relevant provisions, the Company plans to repurchase and cancel a total of 824,100 shares of Type I restricted shares granted under the first grant and the reserved portion. This proposal still needs to be submitted to the Company’s general meeting of shareholders for deliberation and approval. The relevant details are explained as follows:
I. Related approval procedures that the 2024 Restricted Stock Incentive Plan has fulfilled
On March 18, 2024, the Company held the first meeting of the board of directors’ compensation and remuneration committee for 2024. The committee deliberated and approved proposals including 《On the Company’s《2024 Restricted Stock Incentive Plan (Draft)》 and its Summary》, and 《On the Company’s《2024 Restricted Stock Incentive Plan Implementation and Assessment Measures》》, among other related proposals. The committee agreed that the Company should implement this incentive plan and agreed to submit it to the 11th meeting of the second session of the board of directors for deliberation. On the same day, independent directors Cai Weihua and Fu Yutao held a special meeting for independent directors regarding this incentive plan and its summary, and matters concerning the scientific and reasonable nature of the incentive-plan-set indicators, and issued their opinions. They agreed to implement this incentive plan and agreed to submit it to the 11th meeting of the second session of the board of directors for deliberation.
On March 18, 2024, the Company held the 11th meeting of the second session of the board of directors. The meeting deliberated and approved proposals including 《On the Company’s《2024 Restricted Stock Incentive Plan (Draft)》 and its Summary》, 《On the Company’s《2024 Restricted Stock Incentive Plan Implementation and Assessment Measures》》, and 《On Proposing to Authorize the Board of Directors to Handle Relevant Matters Concerning the Company’s 2024 Restricted Stock Incentive Plan at the Shareholders’ Meeting》, among other related proposals.
On March 18, 2024, the Company held the 11th meeting of the second session of the board of supervisors. The meeting deliberated and approved proposals including 《On the Company’s《2024 Restricted Stock Incentive Plan (Draft)》 and its Summary》, 《On the Company’s《2024 Restricted Stock Incentive Plan Implementation and Assessment Measures》》, and 《On Verifying the List of Incentive Recipients for the First Grant under the Company’s 2024 Restricted Stock Incentive Plan》, among other related proposals. On the same day, the board of supervisors conducted verification of relevant matters of this incentive plan and confirmed the qualification of the incentive recipients of this incentive plan. It believed that the implementation of this incentive plan by the Company conforms to the Company’s long-term development needs and does not involve any circumstances that would damage the interests of the Company or all shareholders. The board agreed that the Company should implement this incentive plan.
From March 19, 2024 to March 28, 2024, the Company 公示ed the list of incentive recipients for the first grant. As of the end of the公示 period, the board of supervisors had not received any objections related to the incentive recipients under this incentive plan. After the公示 period expired, the board of supervisors conducted verification of the list of incentive recipients for the first grant and provided an explanation regarding the公示 situation.
On April 3, 2024, the Company held the second extraordinary general meeting of shareholders in 2024. The meeting deliberated and approved proposals including 《On the Company’s《2024 Restricted Stock Incentive Plan (Draft)》 and its Summary》, 《On the Company’s《2024 Restricted Stock Incentive Plan Implementation and Assessment Measures》》, and 《On Proposing to Authorize the Board of Directors to Handle Relevant Matters Concerning the Company’s 2024 Restricted Stock Incentive Plan at the Shareholders’ Meeting》, among other related proposals. After that, the Company’s board of directors issued a self-inspection report 《Regarding the Situation of Insider Information Knowers and Incentive Recipients Buying/Selling the Company’s Shares under the 2024 Restricted Stock Incentive Plan》.
On May 8, 2024, independent directors Cai Weihua and Fu Yutao held a special meeting of independent directors regarding the relevant matters for the first grant and issued their opinions. They agreed to the relevant matters for the first grant and agreed to submit them to the 13th meeting of the second session of the board of directors for deliberation. On the same day, the Company held the 13th meeting of the second session of the board of directors and the 13th meeting of the second session of the board of supervisors. The meetings deliberated and approved 《On Granting Restricted Shares to Incentive Recipients under the 2024 Restricted Stock Incentive Plan for the First Grant》. The board of supervisors verified the list of incentive recipients for the first grant of the 2024 restricted shares and the related matters, and issued their opinions.
On July 5, 2024, according to the authorization granted by the Company’s second extraordinary general meeting of shareholders in 2024, the Company held the 15th meeting of the second session of the board of directors. The meeting deliberated and approved proposals including 《On Adjusting the Grant Price for the Reserved Portion under the 2024 Restricted Stock Incentive Plan》 and 《On Granting Restricted Shares for the Reserved Portion to Incentive Recipients under the 2024 Restricted Stock Incentive Plan》. In this adjustment and this grant, no related director needs to abstain from voting. Independent directors Cai Weihua and Fu Yutao held a special meeting of independent directors regarding the relevant matters for this adjustment and this grant and issued their review opinions, agreeing to the adjustment and this grant. On the same day, the 15th meeting of the second session of the board of supervisors deliberated and approved 《On Adjusting the Grant Price for the Reserved Portion under the 2024 Restricted Stock Incentive Plan》 and 《On Granting Restricted Shares for the Reserved Portion to Incentive Recipients under the 2024 Restricted Stock Incentive Plan》. The board of supervisors agreed to adjust the grant price for this incentive plan and verified the list of incentive recipients for the reserved grant, and issued the《Audit Opinion of the Board of Supervisors of Jiangsu Taimesi Needle and Textile Technology Co., Ltd. on the List of Incentive Recipients for the Reserved Portion under the 2024 Restricted Stock Incentive Plan (Grant Date)》.
On April 24, 2025, the Company held the 20th meeting of the second session of the board of directors and the 20th meeting of the second session of the board of supervisors. The meetings deliberated and approved proposals including 《On the Achievement of Release Conditions for the First Unlock Period under the First Grant under the 2024 Restricted Stock Incentive Plan》, 《On the Achievement of Release Conditions for the First Unlock Period under the Reserved Portion under the 2024 Restricted Stock Incentive Plan》, 《On the Repurchase and Cancellation of Restricted Shares under the 2024 Restricted Stock Incentive Plan for the First Grant Portion》, 《On Changes to the Company’s Registered Capital and Amendments to the Articles of Association》, and 《On Proposing to Convene the 2024 Annual General Meeting of Shareholders》, among others. On the same day, the Company’s independent directors held the second meeting of the special meeting of independent directors of the second session of the board of directors in 2025 regarding the relevant matters and issued their opinions. The board of supervisors verified and issued opinions on the matters related to this release from restriction and the repurchase and cancellation. On May 19, 2025, the Company held the 2024 annual general meeting of shareholders to deliberate and approve the relevant proposals.
On March 26, 2026, the Company held the fourth meeting of the third session of the board of directors and the second meeting of the board of directors’ audit committee in 2026. The meetings deliberated and approved proposals including 《On the Repurchase and Cancellation of Some Restricted Shares under the 2024 Restricted Stock Incentive Plan for the First Grant and Reserved Portion》, 《On Changes to the Company’s Registered Capital and Amendments to the Articles of Association》, and 《On Proposing to Convene the 2025 Annual General Meeting of Shareholders》, among others. On the same day, the Company’s independent directors held the second meeting of the special meeting of independent directors of the third session of the board of directors in 2026 regarding the relevant matters and issued their opinions. The first meeting of the compensation and remuneration committee of the board of directors in 2026 conducted verification of and issued opinions on the matters related to this repurchase and cancellation.
II. Specific circumstances of the repurchase and cancellation of restricted shares in this case
According to the《2024 Restricted Stock Incentive Plan》 “Chapter Eight Granting and Release Conditions for Restricted Shares” under “II. Release Conditions for Restricted Shares” under “(III) Company-Level Performance Assessment Requirements,” in the accounting years 2024 to 2026, the Company will assess the Company’s performance indicators on a yearly basis, and achieving the performance assessment target will be one of the release-from-restriction conditions for incentive recipients for the relevant year. If, due to the Company’s failure to meet the performance assessment target, the restricted shares for that year cannot be released from restriction, the Company shall, in accordance with the provisions of the incentive plan, handle the repurchase and cancellation of that portion of restricted shares.
The company-level performance assessment target within the second release-from-restriction period for the restricted shares granted under the first grant and reserved portion of the《2024 Restricted Stock Incentive Plan》 is “based on the 2023 net profit, the 2025 net profit increases by no less than 20% compared to 2023.” After audit, the net profit attributable to shareholders of the listed company for 2025 after deducting the impact of share-based payments is RMB 50.3690 million, compared with the net profit for 2023 of RMB 65.1914 million on the same basis, representing a decrease of 22.74%. The release-from-restriction conditions for the second release-from-restriction period for the restricted shares under the first grant and reserved portion were not met.
Therefore, the Company needs to repurchase and cancel the 711,000 restricted shares held by 72 incentive recipients under the first grant that have been granted but not yet released from restriction, as well as the 113,100 restricted shares held by 54 incentive recipients under the reserved portion that have been granted but not yet released from restriction. The total restricted shares proposed for repurchase and cancellation are 824,100 shares, representing 0.75% of the Company’s total share capital before the repurchase.
Pursuant to the relevant provisions of the《2024 Restricted Stock Incentive Plan》 “Chapter Fourteen Principles for Repurchase and Cancellation of Restricted Shares,” the Company will repurchase and cancel restricted shares according to the rules. Unless otherwise agreed, the repurchase price equals the grant price plus the sum of interest on deposits for the same period by the People’s Bank of China. However, excluding cases where the repurchase price needs to be adjusted under the incentive plan. Repurchase price = grant price or adjusted grant price × (1 + the People’s Bank of China’s benchmark interest rate for regular deposits for the same period on the date when the board considers the repurchase and cancellation proposal × the number of days from the date the restricted shares are completed for registration to the date when the board considers the repurchase and cancellation proposal ÷ 365 days).
According to the《2024 Restricted Stock Incentive Plan》 “Chapter Seven Grant Price for Restricted Shares and Determination Method for Grant Price” under “I. Grant Price for Restricted Shares for the First Grant,” the grant price for the restricted shares for the first grant under the incentive plan is RMB 8.94 per share.
According to the《2024 Restricted Stock Incentive Plan》 “Chapter Nine Adjustment Methods and Procedures for the Restricted Stock Incentive Plan” under “II. Methods for Adjusting the Grant Price of Restricted Shares,” if, during the period from the incentive plan announcement date to the completion of share registration by the incentive recipients, the Company has corporate capital surplus capitalization, distributes stock dividends, conducts stock splits, issues shares for rights (preemptive) trading, reduces share capital, or pays cash dividends (dividends/distributions), the grant price of the restricted shares shall be adjusted accordingly. On July 5, 2024, the Company held the 15th meeting of the second session of the board of directors and deliberated and approved the proposal 《On Adjusting the Grant Price for the Reserved Portion under the 2024 Restricted Stock Incentive Plan》. Considering that the Company has completed the 2023 annual equity distribution, in accordance with the relevant provisions of the《2024 Restricted Stock Incentive Plan》 and the《2024 Restricted Stock Incentive Plan Implementation and Assessment Measures》 as well as the authorization from the Company’s second extraordinary general meeting of shareholders in 2024, the Company accordingly adjusts the grant price for the reserved portion restricted shares. The grant price was adjusted from RMB 8.94 per share to RMB 8.44 per share. The adjustment basis is: P = P0 − V (where: P0 is the grant price before adjustment; V is the per-share dividend amount; P is the grant price after adjustment. After adjustment for cash dividends, P must still be greater than 1.)
The funds used by the Company for this repurchase of restricted shares are RMB 7,310,904 plus the payable interest calculated at the relevant bank deposit interest rate for the corresponding period at that time. The source of funds is the Company’s own funds.
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Note: If the numerical values in the above table show any mismatch between the total and the sum of sub-items due to rounding, it is caused by rounding.
III. Impact on the Company’s performance
This repurchase and cancellation of some restricted shares by the Company is the specific handling and arrangements for restricted shares that no longer meet the conditions pursuant to the《Measures for the Administration of Equity Incentives of Listed Companies》 and the《2024 Restricted Stock Incentive Plan》. It will not have a material impact on the Company’s financial position and operating results, and will not affect the implementation of the Company’s equity incentive plan or the Company management team’s diligence and responsibility. The Company management team and core business backbones will continue to fulfill their job responsibilities and make efforts to create value.
IV. Opinions of the Board of Directors’ Compensation and Remuneration Committee
After verification, it was determined that: since the Company-level performance did not meet the performance assessment requirements set for the second release period under the first grant and the reserved portion of the 2024 Restricted Stock Incentive Plan, the release-from-restriction conditions were not met. For this repurchase and cancellation, the Company proposes to repurchase and cancel a total of 824,100 restricted shares that have been granted to incentive recipients but not yet released from restriction, which complies with the relevant laws and regulations including the《Company Law》, the《Measures for the Administration of Equity Incentives of Listed Companies》, and《Shenzhen Stock Exchange’s Listing Company Self-Regulatory Guidance No. 1—Business Handling》, among others, as well as the relevant provisions of the Company’s《2024 Restricted Stock Incentive Plan》 and the《2024 Restricted Stock Incentive Plan Implementation and Assessment Measures》. The reasons for repurchase, the number of shares, and the price are lawful and compliant. This repurchase and cancellation will not have a material impact on the Company’s financial position or operating results, will not affect the Company’s continued operations, and does not involve any circumstances that would damage the interests of the Company or its shareholders. The Company’s board of directors’ compensation and remuneration committee agrees to this repurchase and cancellation of 824,100 restricted shares.
V. Legal opinions issued by the lawyers
As of the date of issuance of this legal opinion, the Company has already obtained the necessary approvals and authorizations at the current stage for the relevant matters related to this repurchase and cancellation, and it complies with the relevant provisions of laws and regulations such as the《Administration Measures》 and the《Incentive Plan》. The relevant matters related to this repurchase and cancellation still need to be submitted to the general meeting of shareholders for deliberation. The Company also needs to fulfill the corresponding information disclosure obligations for this repurchase and cancellation and handle the procedures for reduction of registered capital and share cancellation.
VI. Documents for reference
Resolutions of the fourth meeting of the third session of the board of directors;
Resolutions of the second meeting of the board of directors’ audit committee in 2026;
Verification opinions of the board of directors’ compensation and remuneration committee in 2026;
Legal opinion letter
Announcement is hereby made.
Jiangsu Taimesi Needle and Textile Technology Co., Ltd.
Board of Directors
March 28, 2026
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