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绿景中国地产(00095):清盘呈请聆讯进一步延期至2026年2月16日
智通财经网· 2025-11-03 04:20
Core Viewpoint - Greentown China Holdings Limited (00095) announced that the High Court has postponed the hearing originally scheduled for November 3, 2025, to February 16, 2026 [1] Company Summary - Greentown China Holdings Limited is involved in a legal proceeding that has been delayed, which may impact its operational timeline and strategic planning [1]
绿景中国地产(00095) - 有关清盘呈请的信息更新
2025-11-03 04:13
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示,概不就因本公告全部或任何 部份內容而產生或因依賴該等內容而引致之任何損失承擔任何責任。 (於開曼群島註冊成立的有限公司) ( 香港聯交所股份代號:95) 有關清盤呈請的信息更新 茲提述綠景(中國)地產投資有限公司(「本公司」)日期為二零二五年 二月五日,二零二五年四月九日,二零二五年五月十四日,二零二五年七月 九日及二零二五年八月四日之公告(「該等公告」)。除非另有所指,本公 告所用詞彙與該等公告中所界定該等詞彙的涵義相同。 本公司將就有關呈請的任何重大發展知會其股東及投資者,並適時另行刊發 公告。 本公司股東及其他投資者於買賣本公司證券時務請審慎行事及如對自己的處 境和應採取的行動有任何疑問,建議諮詢專業顧問。 承董事會命 綠景(中國)地產投資有限公司 主席 黃敬舒 香港,二零二五年十一月三日 於本公告日期,本公司執行董事為黃敬舒女士(主席兼行政總裁)、葉興安先生、 黃浩源先生及李俞霏小姐;及獨立非執行董事陳觀發先生、焦捷女士及王廷丹女士。 於二零二五年十一月三日的高等法院聆訊中,高等法 ...
绿景中国地产(00095)因可换股优先股获兑换而发行3.06亿股
智通财经网· 2025-10-17 10:00
智通财经APP讯,绿景中国地产(00095)发布公告,于2025年10月17日,就兑换公司于2015年11月30日所 发行的可换股优先股而发行3.06亿股。 ...
绿景中国地产因可换股优先股获兑换而发行3.06亿股
Zhi Tong Cai Jing· 2025-10-17 09:59
绿景中国地产(00095)发布公告,于2025年10月17日,就兑换公司于2015年11月30日所发行的可换股优 先股而发行3.06亿股。 ...
绿景中国地产(00095) - 翌日披露报表 - 已发行股份变动
2025-10-17 09:45
FF305 翌日披露報表 (股份發行人 ── 已發行股份或庫存股份變動、股份購回及/或在場内出售庫存股份) 表格類別: 股票 狀態: 新提交 公司名稱: 綠景(中國)地產投資有限公司 呈交日期: 2025年10月17日 FF305 B. 贖回/購回股份 (擬註銷但截至期終結存日期尚未註銷) (註5及6) | 2. 股份分類 | 優先股 | 股份類別 | 其他類別 (請註明) | 於香港聯交所上市 | 否 | | | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | N/A | 說明 | 可換股優先股 | | | | | A. 已發行股份或庫存股份變動 | | | | | | | | | | 已發行股份(不包括庫存股份)變動 | | 庫存股份變動 | | | | 事件 | | 已發行股份(不包括庫存股份)數 目 | 佔有關事件前的現有已發 行股份(不包括庫存股 份)數目百分比 (註3) | 庫存股份數目 | 每股發行/出售價 (註4) | 已發行股份總數 | | 於下列日期開始時的結存(註1) | 2025年9月30日 | 2,444,786,35 ...
绿景中国地产(00095) - 截至2025年9月30日止月份之股份发行人的证券变动月报表
2025-10-03 03:42
公司名稱: 綠景(中國)地產投資有限公司 呈交日期: 2025年10月3日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00095 | 說明 | 普通股 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 30,000,000,000 | HKD | | 0.01 | HKD | | 300,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 30,000,000,000 | HKD | | 0.01 | HKD | | 300,000,000 | 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年9月30日 狀態: 新提交 致:香港交易及結算所有限 ...
绿景中国地产(00095) - 有关截至二零二四年十二月三十一日止年度之年报所载之不发表意见之季度最...
2025-09-30 10:17
1) 就呈請而言,高等法院頒令將呈請聆訊進一步押後至二零二五年 十一月三日。本公司將於適當時候根據上市規則作進一步更新。 2) 本集團一直就延長銀行融資期限及還款期以及任何其他可行解決方 案與其銀行方面進行磋商,以改善本集團之流動資金狀況。本公司 已接獲若干銀行對延長銀行融資到期日作出之正面回應。 3) 本公司亦一直就債務重組與其他債權人進行積極磋商。截至本公告 日期,本公司已就其嘗試推進重組與若干債權人訂立支持函,而更 多債權人正積極考慮簽署支持協議。本公司將繼續與債權人進行建 設性溝通。 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負 責,對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本公告全部 或任何 部份內容而產生或因依賴該等內容而引致之任何損失承擔任何責任。 (於開曼群島註冊成立的有限公司) ( 香港聯交所股份代號:95) 有關截至二零二四年十二月三十一日止年度之年報 所載之不發表意見之季度最新資料 茲提述(i)綠景(中國)地產投資有限公司(「本公司」,連同其附屬公司 統稱「本集團」)截至二零二四年十二月三十一日止財政年度之年報 (「年報」);(ii)本公司日期為二零二 ...
绿景中国地产(00095) - 致非登记股东之通知信函及申请表格
2025-09-26 10:18
(Incorporated in the Cayman Islands with Limited liability) ( 於開曼群島註冊成立的有限公司 ) (HKSE Stock Code 香港聯交所股份代號 : 95) Yours faithfully, On behalf of the Board LVGEM (China) Real Estate Investment Company Limited HUANG Jingshu Chairman Notes: 各位非登記股東 (附註 1 ) : 29 September 2025 Dear Non-registered Shareholder(s)(Note 1) , LVGEM (China) Real Estate Investment Company Limited (the "Company") – Notification of publication of Interim Report 2025 (the "Current corporate communication") The English and Chinese versions ...
绿景中国地产(00095) - 致登记股东之通知信函及回条
2025-09-26 10:14
(Incorporated in the Cayman Islands with Limited liability) 於開曼群島註冊成立的有限公司 ) (HKSE Stock Code 香港聯交所股份代號 : 95) 29 September 2025 Dear Registered Shareholders. LVGEM (China) Real Estate Investment Company Limited (the "Company") – Notification of publication of Interim Report 2025 (the "Current Corporate Communication") The English and Chinese versions of the Company's Current Corporate Communication are now available on the Company's website at www.lvgem-china.com and the website of The Stock Exchange of Hon ...
绿景中国地产(00095) - 2025 - 中期财报
2025-09-26 10:11
Corporate Information [Board of Directors and Committees](index=3&type=section&id=Directors%20and%20Committees) The company's board comprises executive and independent non-executive directors, with changes in independent non-executive directors and committee chairs during the period, promptly adjusted to comply with listing rules - Independent Non-Executive Directors Ms. Hu Jingying and Mr. Mo Fan resigned on **February 14, 2025**[4](index=4&type=chunk)[6](index=6&type=chunk) - Ms. Jiao Jie was appointed Independent Non-Executive Director on **February 14, 2025**, and Ms. Wang Tingdan on **May 13, 2025**[4](index=4&type=chunk)[6](index=6&type=chunk) - The Audit Committee Chair changed from Ms. Hu Jingying to Mr. Chen Guanfa, and the Remuneration Committee Chair from Ms. Hu Jingying to Ms. Wang Tingdan[5](index=5&type=chunk)[6](index=6&type=chunk)[7](index=7&type=chunk) [Auditor and Legal Advisers](index=4&type=section&id=Auditor%20and%20Legal%20Advisers) The company's auditor changed from Deloitte Touche Tohmatsu to BDO Limited, with key legal advisers and bankers also listed - Deloitte Touche Tohmatsu retired as the company's auditor on **June 16, 2025**[9](index=9&type=chunk)[11](index=11&type=chunk) - BDO Limited was appointed as the company's auditor on **June 16, 2025**[9](index=9&type=chunk)[11](index=11&type=chunk) [Registered and Principal Offices](index=4&type=section&id=Registered%20and%20Principal%20Offices) The company's registered office is in the Cayman Islands, with principal offices in Hong Kong and Shenzhen, China [Securities Information](index=5&type=section&id=Securities%20Information) The company's shares are listed on the Hong Kong Stock Exchange under stock code 95, with a board lot size of 2,000 shares - The company's stock code on the Hong Kong Stock Exchange is **95**[13](index=13&type=chunk) - The board lot size is **2,000 shares**[13](index=13&type=chunk) Management Discussion and Analysis [Industry Review](index=6&type=section&id=Industry%20Review) In H1 2025, China's economy grew by **5.3%** amid challenges, with easing real estate policies and active Greater Bay Area development - In H1 2025, China's GDP grew by **5.3%** year-on-year at constant prices[15](index=15&type=chunk)[17](index=17&type=chunk) - Real estate policies continued to ease, with the PBoC lowering the 5-year LPR to **3.5%** and first-time provident fund loan rates to a record low of **2.6%**[16](index=16&type=chunk)[18](index=18&type=chunk) - National real estate development investment decreased by **11.2%** year-on-year, with new commercial housing sales area down **3.5%** and sales value down **5.5%**, showing narrowed declines[27](index=27&type=chunk)[29](index=29&type=chunk) - The Greater Bay Area's 9 mainland cities recorded **RMB 4.38 trillion** in total imports and exports, a **4.3%** year-on-year increase, surpassing Guangdong and national averages[28](index=28&type=chunk)[30](index=30&type=chunk) [Overall Performance](index=9&type=section&id=Overall%20Performance) In H1 2025, the Group focused on urban renewal and debt restructuring, experiencing revenue and profit declines but improved gross margin and expanded losses, with no dividend proposed - The Group focused on urban renewal, with strong sales for the Baishizhou project, solidifying its leading position in the Greater Bay Area core market[32](index=32&type=chunk)[36](index=36&type=chunk) - The Group actively pursued debt restructuring and strengthened cash flow management to ensure operational continuity and project control[34](index=34&type=chunk)[37](index=37&type=chunk) Key Financial Indicators for H1 2025 | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 1,039.7 | 1,942.8 | -46.5% | | Gross Profit | 376.3 | 437.7 | -14.0% | | Loss Attributable to Equity Holders | (1,837.9) | (1,528.2) | +20.3% | | Basic Loss Per Share (RMB cents) | (31.25) | (29.98) | +4.2% | | Gross Profit Margin (%) | 36% | 23% | +13 percentage points | | Bank Balances and Cash (at period-end) | 1,961.7 | 3,303.8 (Dec 31, 2024) | -40.6% | | Average Financing Cost (%) | 7.9% | 8.0% | -0.1 percentage points | | Gearing Ratio (%) | 78.6% | 76.9% (Dec 31, 2024) | +1.7 percentage points | | Return on Capital (%) | (11.24%) | (28.67%) | +17.43 percentage points | - The Board does not recommend the payment of any dividend for the six months ended **June 30, 2025**[45](index=45&type=chunk) [Business Review](index=11&type=section&id=Business%20Review) In H1 2025, Lvgem China pursued a strategy of focusing on urban renewal and asset management, with significant declines in property development revenue but stable commercial property and comprehensive services performance - The Group adhered to its 2025 development strategy: focusing on five quality projects, strengthening asset management and profitability, and deepening urban renewal efforts[48](index=48&type=chunk) - The Group sold its hotel property in California, USA, recouping **USD 20 million** in cash, optimizing its asset structure and easing financial pressure[61](index=61&type=chunk)[66](index=66&type=chunk)[67](index=67&type=chunk) - Fair value adjustments to investment properties resulted in a book loss, which is non-cash and does not impact actual operating cash flow or asset stability[65](index=65&type=chunk)[68](index=68&type=chunk) - As of **June 30, 2025**, the Group's land bank was approximately **6.3 million square meters**, with nearly **80%** located in core areas of Greater Bay Area cities[70](index=70&type=chunk)[73](index=73&type=chunk) [Real Estate Development and Sales](index=14&type=section&id=Real%20Estate%20Development%20and%20Sales) Real estate development remains the Group's core business, with H1 2025 revenue down **62.0%** and contracted sales down **80.3%**, primarily from key Greater Bay Area projects Real Estate Development and Sales Performance | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 527.5 | 1,389.2 | -62.0% | | Contracted Sales Amount | 1,057.6 | 5,389.7 | -80.3% | | GFA of Properties Recognized for Sale (0.1 million sq.m.) | 1.86 | 2.85 | -34.7% | - Baishizhou Project Phase I is topped out, with curtain wall construction nearly **70%** complete and interior decoration **60%** complete, expected for delivery in **January 2026**; Phase II is planned for full commencement in **2026**[55](index=55&type=chunk)[58](index=58&type=chunk) - The Baishizhou project maintains a strong market position in the luxury housing segment due to its prime location, high-standard planning, and smart technology amenities[72](index=72&type=chunk)[74](index=74&type=chunk) [Commercial Property Investment and Operations](index=15&type=section&id=Commercial%20Property%20Investment%20and%20Operations) The Group deepened its 'Zuo Lin' and 'NEO' dual-brand strategy, with H1 2025 commercial property revenue down **9.0%** to **RMB 311.8 million**, but core project occupancy remained high at **72%** Commercial Property Investment and Operations Performance | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 311.8 | 342.7 | -9.0% | | Investment Property Occupancy Rate | 72% | 78% | -6 percentage points | | Hong Kong Lvgem NEO Tower Occupancy Rate | 68% | 73% | -5 percentage points | - The Group holds over **30** commercial property projects with a total GFA exceeding **1.6 million square meters**[76](index=76&type=chunk)[78](index=78&type=chunk) [Comprehensive Services](index=15&type=section&id=Comprehensive%20Services) The Group provides property management, hotel operations, and value-added services, with H1 2025 comprehensive services revenue down **5.0%** to **RMB 200.4 million**, strengthening non-development business resilience Comprehensive Services Performance | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 200.4 | 210.9 | -5.0% | - Shenzhen Lvgem Jinjiang Hotel achieved an average occupancy rate of over **68%**[77](index=77&type=chunk)[79](index=79&type=chunk) [Future Outlook](index=16&type=section&id=Future%20Prospect) H2 2025 real estate market is expected to stabilize with policy support, urban renewal offering new opportunities; Lvgem China will focus on project delivery, debt restructuring, and accelerated sales to address liquidity and achieve stable growth - In H2, governments are expected to fully implement policies, with high-quality projects driving stable new home markets in core cities[82](index=82&type=chunk)[84](index=84&type=chunk) - Urban renewal is a key driver for high-quality development, with central and regulatory support expected to unleash investment and domestic demand potential[83](index=83&type=chunk)[85](index=85&type=chunk) - The Group will focus on the construction progress of five key projects, especially Baishizhou, ensuring timely completion of engineering milestones[89](index=89&type=chunk)[92](index=92&type=chunk) - The Group will actively advance the overall offshore debt restructuring process, aiming to reconfigure debt structure, extend repayment schedules, and reduce financial pressure[90](index=90&type=chunk)[92](index=92&type=chunk) - The Group will continue to strengthen product and sales capabilities, accelerate project destocking, and improve cash recovery efficiency[95](index=95&type=chunk)[98](index=98&type=chunk) [Financial Review](index=18&type=section&id=Financial%20Review) In H1 2025, total revenue decreased by **46.5%** to **RMB 1,039.7 million**, driven by reduced property sales; gross profit declined but margin improved to **36%**, with a net loss of **RMB 2,029.8 million** and increased gearing to **136.8%** amid liquidity challenges H1 2025 Revenue Composition | Business Segment | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | Change (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Real Estate Development and Sales | 527,497 | 1,389,244 | (861,747) | -62.0% | | Commercial Property Investment and Operations | 311,827 | 342,708 | (30,881) | -9.0% | | Comprehensive Services | 200,367 | 210,871 | (10,504) | -5.0% | | **Total** | **1,039,691** | **1,942,823** | **(903,132)** | **-46.5%** | H1 2025 Income Statement Key Data | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 1,039.7 | 1,942.8 | -46.5% | | Gross Profit | 376.3 | 437.7 | -14.0% | | Fair Value Change of Investment Properties | (1,070.1) | (951.7) | +12.4% | | Finance Costs | (682.6) | (833.5) | -18.1% | | Income Tax Credit (Expense) | 145.4 | (9.9) | N/A | | Loss for the Period | (2,029.8) | (1,610.4) | +26.0% | | Loss Attributable to Equity Holders | (1,837.9) | (1,528.2) | +20.3% | | Basic Loss Per Share (RMB cents) | (31.25) | (29.98) | +4.2% | H1 2025 Balance Sheet and Liquidity | Indicator | June 30, 2025 (RMB million) | December 31, 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Bank Balances and Cash | 1,961.7 | 3,303.8 | -40.6% | | Total Borrowings | 32,185.5 | 33,578.7 | -4.1% | | Current Liabilities | 60,568.8 | 59,441.1 | +1.9% | | Net Current Assets | 2,702.3 | 3,183.4 | -15.1% | | Total Assets | 103,110.0 | 103,586.7 | -0.5% | | Total Liabilities | 81,011.7 | 79,605.5 | +1.8% | | Gearing Ratio | 78.6% | 76.9% | +1.7 percentage points | | Net Assets | 22,098.4 | 23,981.2 | -7.8% | | Capital Gearing Ratio | 136.8% | 126.2% | +10.6 percentage points | - As of **June 30, 2025**, approximately **RMB 29,634.2 million** in loans were secured by properties under development for sale, properties held for sale, investment properties, property, plant and equipment, equity instruments at fair value through other comprehensive income, and pledged bank deposits[132](index=132&type=chunk)[137](index=137&type=chunk)[367](index=367&type=chunk)[368](index=368&type=chunk) - On **January 16, 2025**, the Group sold its hotel property in Los Angeles, USA, for **USD 20 million** to reduce outstanding debt[133](index=133&type=chunk)[138](index=138&type=chunk) [Contingent Liabilities](index=23&type=section&id=Contingent%20Liabilities) As of **June 30, 2025**, the Group provided financial guarantees of approximately **RMB 6,894.0 million** for buyers' mortgage financing, with directors deeming loss unlikely due to collateralized property recourse - As of **June 30, 2025**, the Group provided financial guarantees of approximately **RMB 6,894.0 million** for certain buyers' mortgage financing[140](index=140&type=chunk)[148](index=148&type=chunk)[370](index=370&type=chunk)[375](index=375&type=chunk) - The guarantee period extends from the loan disbursement date until the buyer obtains the property ownership certificate or fully repays the loan, whichever is earlier[142](index=142&type=chunk)[148](index=148&type=chunk)[372](index=372&type=chunk)[375](index=375&type=chunk) [Exposure to Fluctuations in Exchange Rates and Related Hedges](index=23&type=section&id=Exposure%20to%20Fluctuations%20in%20Exchange%20Rates%20and%20Related%20Hedges) The Group's primary operations are in mainland China, denominated in RMB, but faces foreign exchange risk from HKD and USD cash and loans; currently, there is no hedging policy, but the Board monitors and may consider future adoption - The Group's principal operations are in mainland China, with most transactions denominated in **RMB**[144](index=144&type=chunk)[149](index=149&type=chunk) - The Group is exposed to foreign exchange risk due to certain **HKD** and **USD** cash balances and loans[144](index=144&type=chunk)[149](index=149&type=chunk) - The Group currently has no foreign currency hedging policy, but the Board closely monitors and may consider adopting one in the future[145](index=145&type=chunk)[149](index=149&type=chunk) [Treasury Policies and Capital Structure](index=23&type=section&id=Treasury%20Policies%20and%20Capital%20Structure) The Group adopts a prudent treasury and funding policy, focusing on risk management and transactions directly related to core business - The Group adopts prudent treasury and funding policies, focusing on risk management and transactions directly related to its core business[146](index=146&type=chunk)[150](index=150&type=chunk) [Employees](index=23&type=section&id=Employees) As of **June 30, 2025**, the Group had **2,067** employees, with **2,035** in mainland China and **32** in Hong Kong, offering market-aligned compensation and training Number of Employees | Region | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Mainland China | 2,035 | 2,042 | | Hong Kong | 32 | 31 | | **Total** | **2,067** | **2,073** | - Employee compensation includes basic salaries, bonuses, retirement schemes, and long-term incentives, along with training and development programs[147](index=147&type=chunk)[151](index=151&type=chunk) Other Information [Events After the Reporting Period](index=24&type=section&id=Events%20After%20the%20Reporting%20Period) Post-reporting period, the company faces a winding-up petition, with the High Court adjourning the hearing to **November 3, 2025**; the Group is actively negotiating debt restructuring and has received positive responses from some creditors - A lender filed a winding-up petition against the company with the High Court on **February 4, 2025**, involving financial obligations of approximately **USD 0.21 million** in principal and accrued interest[156](index=156&type=chunk)[155](index=155&type=chunk)[405](index=405&type=chunk) - The High Court has further adjourned the winding-up petition hearing to **November 3, 2025**[156](index=156&type=chunk)[155](index=155&type=chunk)[405](index=405&type=chunk) - The company is actively negotiating with banks to extend financing and repayment periods, having received positive responses from several banks regarding extending bank facility maturity dates[156](index=156&type=chunk)[155](index=155&type=chunk)[405](index=405&type=chunk) - The company has signed restructuring support letters with several creditors to advance restructuring, with more creditors actively considering signing[156](index=156&type=chunk)[155](index=155&type=chunk)[405](index=405&type=chunk) [Share Option Scheme](index=25&type=section&id=Share%20Option%20Scheme) The company adopted a new share option scheme on **June 2, 2016**, valid for ten years, with total shares issuable not exceeding **10%** of issued shares; as of **June 30, 2025**, **225,340,000** unexercised options represent **3.72%** of issued shares - The company adopted a new share option scheme on **June 2, 2016**, with a ten-year validity period[157](index=157&type=chunk)[160](index=160&type=chunk)[162](index=162&type=chunk)[163](index=163&type=chunk) - The total number of shares that may be issued under the scheme shall not exceed **10%** of the total issued shares on the adoption date (or **10%** as refreshed)[161](index=161&type=chunk)[163](index=163&type=chunk) Details of Share Option Movements (as of June 30, 2025) | Category | Balance as of Jan 1, 2025 | Lapsed during the period | Balance as of June 30, 2025 | Exercise Price Per Share (HKD) | | :--- | :--- | :--- | :--- | :--- | | Directors | 21,100,000 | (3,000,000) | 18,100,000 | 1.846 | | Senior Management, Employees & Others | 206,340,000 | – | 206,340,000 | 1.846 | | **Total** | **228,340,000** | **(3,000,000)** | **225,340,000** | | - As of **June 30, 2025**, **225,340,000** unexercised share options represented approximately **3.72%** of the total issued shares[170](index=170&type=chunk)[173](index=173&type=chunk) [Directors' and Chief Executives' Interests in the Shares, Underlying Shares and Debentures of the Company](index=28&type=section&id=Directors%27%20and%20Chief%20Executives%27%20Interests%20in%20the%20Shares%2C%20Underlying%20Shares%20and%20Debentures%20of%20the%20Company) As of **June 30, 2025**, directors and chief executives held interests in the company's shares and underlying shares, with Ms. Huang Jingshu and Mr. Huang Haoyuan holding significant stakes via family trusts and spousal interests, and Mr. Ye Xing'an and Mr. Huang Haoyuan holding share options Directors' and Chief Executives' Interests in the Company's Shares and Underlying Shares (as of June 30, 2025) | Director's Name | Capacity/Nature of Interest | Number of Shares Held | Number of Underlying Shares Held (Share Options) | Total Interest | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | :--- | :--- | | Ms. Huang Jingshu | Beneficiary of a trust | 2,400,000,000 | – | 2,400,000,000 | 39.62% | | | Spouse's interest | 959,788,886 | 1,366,273,606 | 2,326,062,492 | 38.40% | | | Beneficial owner | – | 4,500,000 | 4,500,000 | 0.07% | | Mr. Ye Xing'an | Beneficial owner | – | 10,000,000 | 10,000,000 | 0.17% | | Mr. Huang Haoyuan | Beneficiary of a trust | 2,400,000,000 | – | 2,400,000,000 | 39.62% | | | Beneficial owner | – | 4,500,000 | 4,500,000 | 0.07% | | Ms. Li Yufei | Beneficial owner | 20,000 | – | 20,000 | 0.00% | - Ms. Huang Jingshu and Mr. Huang Haoyuan are deemed to have an interest in **2,400,000,000** shares as beneficiaries of Mr. Huang Kangjing's family trust[185](index=185&type=chunk) - Ms. Huang Jingshu is deemed to have an interest in **959,788,886** shares and **1,366,273,606** convertible preference shares held by her spouse, Mr. Xu Junjia[185](index=185&type=chunk) [Substantial Shareholders' Interests in Shares and Underlying Shares of the Company](index=30&type=section&id=Substantial%20Shareholders%27%20Interests%20in%20Shares%20and%20Underlying%20Shares%20of%20the%20Company) As of **June 30, 2025**, substantial shareholders, including China Lvgem, Gaohong International, Mr. Huang Kangjing, and others, held **5%** or more of the company's ordinary or convertible preference shares through direct, controlled corporate, or trust interests Substantial Shareholders' Interests in the Company's Ordinary Shares (as of June 30, 2025) | Shareholder Name/Entity | Capacity | Number of Shares Held | Number of Underlying Shares Held | Total Interest | Approximate Percentage of Issued Ordinary Share Capital | | :--- | :--- | :--- | :--- | :--- | :--- | | China Lvgem Property Holdings Limited | Beneficial owner | 1,265,766,583 | – | 1,265,766,583 | 20.91% | | Gaohong International Limited | Interest in controlled corporation | 1,372,909,094 | – | 1,372,909,094 | 22.66% | | Mr. Huang Kangjing | Interest in controlled corporation | 1,372,909,094 | – | 1,372,909,094 | 22.66% | | | Founder of a trust | 2,400,000,000 | – | 2,400,000,000 | 39.62% | | Jingchong Group Limited | Beneficial owner | 2,400,000,000 | – | 2,400,000,000 | 39.62% | | Greater Bay Area Common Home Investment Limited | Interest in controlled corporation | – | 1,209,954,000 | 1,209,954,000 | 19.97% | | Lexus Sharp International Limited | Beneficial owner | – | 1,166,789,698 | 1,166,789,698 | 19.26% | | Jiabao International Limited | Beneficial owner | 959,788,886 | – | 959,788,886 | 15.84% | | Mr. Xu Junjia | Spouse's interest | 2,404,500,000 | – | 2,404,500,000 | 39.67% | | Mr. Aaron Luke Gardner | Joint and several receiver | – | 959,788,886 | 959,788,886 | 15.84% | | China Construction Bank (Asia) Corporation Limited | Beneficial owner | 459,788,886 | – | 459,788,886 | 7.59% | Substantial Shareholders' Interests in the Company's Convertible Preference Shares (as of June 30, 2025) | Shareholder Name/Entity | Capacity | Number of Convertible Preference Shares Held | Approximate Percentage of Issued Ordinary Share Capital | | :--- | :--- | :--- | :--- | | China Lvgem Property Holdings Limited | Beneficial owner | 693,043,478 | 11.44% | | Mr. Huang Kangjing | Interest in controlled corporation | 977,043,478 | 16.13% | | Shengzhi International (Holdings) Limited | Beneficial owner | 1,060,000,000 | 17.50% | | Jiabao International Limited | Beneficial owner | 306,273,606 | 5.06% | | Mr. Xu Junjia | Interest in controlled corporation | 1,366,273,606 | 22.56% | | Mr. Aaron Luke Gardner | Joint and several receiver | 306,273,606 | 5.06% | [Purchase, Sale or Redemption of the Company's Listed Securities](index=35&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) For the six months ended **June 30, 2025**, neither the company nor its subsidiaries repurchased, sold, or redeemed any listed securities, and the company held no treasury shares - For the six months ended **June 30, 2025**, neither the company nor its subsidiaries repurchased, sold, or redeemed any listed securities[205](index=205&type=chunk)[210](index=210&type=chunk) - As of **June 30, 2025**, the company held no treasury shares[205](index=205&type=chunk)[210](index=210&type=chunk) [Significant Investments, Acquisitions and Disposals](index=35&type=section&id=Significant%20Investments%2C%20Acquisitions%20and%20Disposals) Aside from the disclosed sale of a US hotel property, the Group undertook no other significant investments, acquisitions, or disposals requiring disclosure under Chapter 14 of the Listing Rules for the six months ended **June 30, 2025** - Except for the disclosed sale of the Los Angeles hotel property in the USA, the Group had no other significant investments, acquisitions, or disposals during the reporting period[206](index=206&type=chunk)[211](index=211&type=chunk) [Changes in Directors' Information](index=35&type=section&id=Changes%20in%20Directors'%20Information) Since the 2024 annual report, Ms. Wang Tingdan was appointed Independent Non-Executive Director and Remuneration Committee Chair; Ms. Li Yufei was appointed director of Chengyou Group; Ms. Jiao Jie was appointed independent director of Amber International Holding and resigned from China Sunshine Paper Holdings - Ms. Wang Tingdan was appointed Independent Non-Executive Director, Audit Committee member, and Remuneration Committee Chair on **May 13, 2025**[214](index=214&type=chunk) - Ms. Li Yufei was appointed Director of Chengyou Group Limited on **July 14, 2025**[214](index=214&type=chunk) - Ms. Jiao Jie was appointed Independent Director of Amber International Holding Limited on **July 3, 2025**, and resigned as Independent Non-Executive Director of China Sunshine Paper Holdings Limited on **August 29, 2025**[214](index=214&type=chunk) [Compliance with the Code on Corporate Governance Practices](index=35&type=section&id=Compliance%20with%20the%20Code%20on%20Corporate%20Governance%20Practices) The company is committed to good corporate governance; Ms. Huang Jingshu's dual role as Chairman and CEO deviates from Code Provision C.2.1, but the Board deems it effective, and temporary non-compliance with Listing Rules due to independent non-executive director resignations was rectified by new appointments - Ms. Huang Jingshu has served as both Chairman and Chief Executive Officer since **March 31, 2024**, deviating from Corporate Governance Code Provision C.2.1[209](index=209&type=chunk)[213](index=213&type=chunk) - Following the resignation of independent non-executive directors, the Board temporarily did not meet Listing Rule requirements for the number of independent non-executive directors and the composition of the Audit and Remuneration Committees[216](index=216&type=chunk)[221](index=221&type=chunk) - The company appointed Ms. Wang Tingdan on **May 13, 2025**, to fill the vacancy, thereby regaining compliance with relevant Listing Rules[216](index=216&type=chunk)[221](index=221&type=chunk) - Except for the aforementioned disclosures, the company complied with all code provisions of the Corporate Governance Code for the six months ended **June 30, 2025**[217](index=217&type=chunk)[222](index=222&type=chunk) [Compliance with the Model Code for Securities Transactions by Directors](index=36&type=section&id=Compliance%20with%20the%20Model%20Code%20for%20Securities%20Transactions%20by%20Directors) The company adopted the Model Code for directors' securities transactions, and all directors confirmed compliance with its required standards for the six months ended **June 30, 2025** - The company has adopted the Model Code as its code of conduct for directors' securities transactions[218](index=218&type=chunk)[223](index=223&type=chunk) - All directors confirmed compliance with the required standards of the Model Code for the six months ended **June 30, 2025**[218](index=218&type=chunk)[223](index=223&type=chunk) [Directors' Service Agreements](index=36&type=section&id=Directors'%20Service%20Agreements) Executive directors have service contracts, and independent non-executive directors have one or two-year appointment letters, all terminable per terms; no director has a service contract or appointment letter not terminable within one year without compensation (excluding statutory compensation) - Executive directors have service contracts with the company, while independent non-executive directors have appointment letters for one or two-year terms[219](index=219&type=chunk)[220](index=220&type=chunk)[224](index=224&type=chunk)[225](index=225&type=chunk) - No director has a service contract or appointment letter that cannot be terminated within one year without compensation (other than statutory compensation)[226](index=226&type=chunk) [Review of Interim Results by Audit Committee](index=37&type=section&id=Review%20of%20Interim%20Results%20by%20Audit%20Committee) The Audit Committee discussed and reviewed the unaudited interim condensed consolidated financial statements for the six months ended **June 30, 2025**, which were not reviewed or audited by the company's auditor - The Audit Committee discussed and reviewed the unaudited interim condensed consolidated financial statements for the six months ended **June 30, 2025**[228](index=228&type=chunk)[229](index=229&type=chunk) - These unaudited condensed consolidated interim results were not reviewed or audited by the company's auditor[228](index=228&type=chunk)[229](index=229&type=chunk) Condensed Consolidated Financial Statements [Condensed Consolidated Statement of Profit or Loss](index=38&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended **June 30, 2025**, the Group reported revenue of **RMB 1,039.7 million**, gross profit of **RMB 376.3 million**, a loss for the period of **RMB 2,029.8 million**, loss attributable to equity holders of **RMB 1,837.9 million**, and basic loss per share of **RMB 31.25 cents** Summary of Condensed Consolidated Statement of Profit or Loss | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Revenue | 1,039,691 | 1,942,823 | | Cost of sales | (663,395) | (1,505,091) | | Gross profit | 376,296 | 437,732 | | Other income | 18,521 | 35,326 | | Other gains and losses, net | (105,108) | (21,905) | | Impairment loss recognized on properties held for sale | (471,228) | – | | Selling expenses | (50,113) | (59,726) | | Administrative expenses | (190,934) | (206,673) | | Fair value change of investment properties | (1,070,050) | (951,714) | | Finance costs | (682,597) | (833,526) | | Loss before tax | (2,175,213) | (1,600,486) | | Income tax credit (expense) | 145,428 | (9,933) | | Loss for the period | (2,029,785) | (1,610,419) | | Loss attributable to equity holders of the Company | (1,837,931) | (1,528,224) | | Basic loss per share (RMB cents) | (31.25) | (29.98) | [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=39&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended **June 30, 2025**, the Group reported a loss of **RMB 2,029.8 million**, with other comprehensive income of **RMB 147.0 million** primarily from exchange differences and fair value changes of equity instruments, resulting in total comprehensive expense of **RMB 1,882.8 million** Summary of Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Loss for the period | (2,029,785) | (1,610,419) | | Exchange differences on translation | 84,520 | (24,882) | | Fair value change of equity instruments at fair value through other comprehensive income (net of tax) | 62,438 | 55,168 | | Other comprehensive income for the period | 146,958 | 30,286 | | Total comprehensive expense for the period | (1,882,827) | (1,580,133) | | Total comprehensive expense attributable to equity holders of the Company | (1,691,096) | (1,497,373) | [Condensed Consolidated Statement of Financial Position](index=40&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of **June 30, 2025**, the Group's total assets were **RMB 103,110.0 million**, total liabilities **RMB 81,011.7 million**, with a gearing ratio of **78.6%**; net current assets were **RMB 2,702.3 million**, and net assets **RMB 22,098.4 million** Summary of Condensed Consolidated Statement of Financial Position (as of June 30, 2025) | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | **Non-current assets** | | | | Investment properties | 37,330,765 | 38,258,781 | | Property, plant and equipment | 606,382 | 799,449 | | Interests in joint ventures | 6,051 | 6,051 | | Amount due from a joint venture | 501,179 | 501,179 | | Equity instruments at fair value through other comprehensive income | 607,554 | 524,303 | | Restricted bank deposits and pledged bank deposits | 169,765 | 259,602 | | Deferred tax assets | 617,244 | 612,893 | | **Total non-current assets** | **39,838,940** | **40,962,258** | | **Current assets** | | | | Properties under development for sale | 51,420,109 | 49,071,485 | | Properties held for sale | 3,987,961 | 4,594,435 | | Accounts receivable | 87,083 | 68,174 | | Restricted bank deposits and pledged bank deposits | 1,449,487 | 2,446,765 | | Bank balances and cash | 342,458 | 597,456 | | **Total current assets** | **63,271,098** | **62,624,419** | | **Current liabilities** | | | | Accounts payable | 4,922,460 | 4,444,260 | | Contract liabilities | 10,435,246 | 8,926,083 | | Borrowings | 29,310,883 | 30,633,249 | | **Total current liabilities** | **60,568,750** | **59,441,065** | | **Non-current liabilities** | | | | Borrowings | 1,747,351 | 1,828,128 | | Deferred tax liabilities | 3,485,319 | 3,633,509 | | **Total non-current liabilities** | **20,442,912** | **20,164,409** | | **Net assets** | **22,098,376** | **23,981,203** | [Condensed Consolidated Statement of Changes in Equity](index=42&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended **June 30, 2025**, equity attributable to equity holders decreased from **RMB 18,039.6 million** to **RMB 16,348.5 million**, primarily due to period loss and exchange differences, partially offset by convertible preference share conversions and statutory reserve transfers Summary of Condensed Consolidated Statement of Changes in Equity | Indicator | January 1, 2025 (RMB thousand) | Loss for the period (RMB thousand) | Total comprehensive income/(expense) for the period (RMB thousand) | Conversion of convertible preference shares (RMB thousand) | June 30, 2025 (RMB thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Share capital | 46,702 | – | – | 8,134 | 54,836 | | Share premium | 8,031,680 | – | – | 1,667,430 | 9,699,110 | | Convertible preference shares | 5,126,320 | – | – | (1,675,564) | 3,450,756 | | Reserves | 6,877,971 | (1,837,931) | (1,691,096) | – | 5,044,070 | | **Equity attributable to equity holders of the Company** | **18,039,614** | **(1,837,931)** | **(1,691,096)** | **–** | **16,348,518** | | Non-controlling interests | 5,941,589 | (191,854) | (191,731) | – | 5,749,858 | | **Total equity** | **23,981,203** | **(2,029,785)** | **(1,882,827)** | **–** | **22,098,376** | [Condensed Consolidated Statement of Cash Flows](index=43&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended **June 30, 2025**, the Group generated **RMB 1,161.4 million** net cash from operating activities and **RMB 510.3 million** from investing activities, while using **RMB 1,955.8 million** in financing activities, resulting in a decrease in period-end cash and cash equivalents to **RMB 342.5 million** Summary of Condensed Consolidated Statement of Cash Flows | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Net cash generated from operating activities | 1,161,374 | 972,686 | | Net cash generated from investing activities | 510,277 | 608,471 | | Net cash used in financing activities | (1,955,788) | (1,282,198) | | Net (decrease)/increase in cash and cash equivalents | (284,137) | 298,959 | | Cash and cash equivalents at end of period | 342,458 | 812,350 | [Notes to the Condensed Consolidated Financial Statements](index=44&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed notes to the condensed consolidated financial statements, covering presentation basis, accounting policies, revenue, segment information, gains/losses, finance costs, loss before tax, income tax, dividends, loss per share, investment property movements, equity instruments, receivables, payables, borrowings, domestic corporate bonds, share capital, convertible bond debt, share-based compensation, asset pledges, financial guarantees, related party disclosures, fair value measurement of financial instruments, and post-reporting events [Basis of Presentation](index=44&type=section&id=Basis%20of%20Presentation) The condensed consolidated financial statements are prepared on a going concern basis, despite a **RMB 2,030 million** net loss and **RMB 29,593 million** in short-term borrowings, with the company implementing various measures including debt restructuring and asset sales to improve liquidity and maintain operations for at least twelve months - For the six months ended **June 30, 2025**, the Group incurred a net loss of **RMB 2,030 million**[243](index=243&type=chunk)[245](index=245&type=chunk) - As of **June 30, 2025**, the Group had **RMB 29,593 million** in borrowings repayable within one year, of which **RMB 29,139 million** were repayable on demand due to defaults or cross-defaults[243](index=243&type=chunk)[245](index=245&type=chunk) - A lender filed a winding-up petition against the company with the High Court on **February 4, 2025**[243](index=243&type=chunk)[245](index=245&type=chunk) - The company has implemented various plans and measures, including seeking legal advice to oppose the winding-up petition, appointing advisors for offshore debt restructuring, negotiating with lenders for repayment extensions, utilizing credit facilities, accelerating sales, controlling costs, and seeking asset disposals[244](index=244&type=chunk)[246](index=246&type=chunk)[247](index=247&type=chunk)[248](index=248&type=chunk)[249](index=249&type=chunk) [Principal Accounting Policies](index=46&type=section&id=Principal%20Accounting%20Policies) The condensed consolidated financial statements are prepared on a historical cost basis, except for investment properties and certain financial instruments, with accounting policies consistent with the 2024 annual financial statements and no material impact from new HKFRS amendments - The condensed consolidated financial statements are prepared on a historical cost basis, except for investment properties and certain financial instruments measured at fair value[252](index=252&type=chunk)[257](index=257&type=chunk) - The accounting policies and methods of computation are consistent with those presented in the 2024 annual financial statements[253](index=253&type=chunk)[257](index=257&type=chunk) - The Group first applied HKAS 21 (Amendment) 'Lack of Exchangeability' with no material impact on financial position or performance[254](index=254&type=chunk)[258](index=258&type=chunk) [Revenue and Segment Information](index=47&type=section&id=Revenue%20and%20Segment%20Information) The Group's revenue primarily stems from property sales, hotel operations, property management, and rental income, with three reportable segments; H1 2025 saw a significant decline in property development revenue, while commercial property and comprehensive services revenues slightly decreased Revenue Source Analysis | Revenue Source | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Sales of properties | 527,497 | 1,389,244 | | Revenue from hotel operations, property management services and other services | 200,367 | 210,871 | | Total revenue from contracts with customers | 727,864 | 1,600,115 | | Rental income | 311,827 | 342,708 | | **Total Revenue** | **1,039,691** | **1,942,823** | Revenue and Results by Operating Segment (H1 2025) | Segment | Revenue from External Customers (RMB thousand) | Reportable Segment Profit (RMB thousand) | | :--- | :--- | :--- | | Real Estate Development and Sales | 527,497 | 20,094 | | Commercial Property Investment and Operations | 311,827 | 301,235 | | Comprehensive Services | 200,367 | 54,967 | | **Total** | **1,039,691** | **376,296** | - The Group's operations are located in mainland China, Hong Kong, the United States of America, and the Kingdom of Cambodia, with revenue primarily derived from mainland China[278](index=278&type=chunk)[280](index=280&type=chunk) [Other Gains and Losses, Net](index=51&type=section&id=Other%20Gains%20and%20Losses%2C%20Net) For the six months ended **June 30, 2025**, the Group recorded net other gains and losses of **RMB (105.1) million**, primarily comprising net foreign exchange losses and losses on disposal of property, plant and equipment Composition of Other Gains and Losses, Net | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Net foreign exchange losses | (78,342) | (23,871) | | Loss on disposal of property, plant and equipment | (26,940) | – | | Others | 174 | 1,966 | | **Total** | **(105,108)** | **(21,905)** | [Finance Costs](index=51&type=section&id=Finance%20Costs) For the six months ended **June 30, 2025**, the Group's finance costs were approximately **RMB 682.6 million**, a **18.1%** year-on-year decrease, primarily comprising interest expenses from bank and other borrowings, convertible bonds, domestic corporate bonds, lease liabilities, and contract liabilities, with some amounts capitalized Composition of Finance Costs | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Interest expense on bank and other borrowings | 1,177,775 | 1,352,462 | | Interest expense on convertible bonds | 10,170 | 11,806 | | Interest expense on domestic corporate bonds | 42,117 | 41,532 | | Interest expense on lease liabilities | 16,272 | 11,625 | | Interest expense on contract liabilities | 304,914 | 154,712 | | Less: Amount capitalized | (563,737) | (583,899) | | Less: Capitalization of interest on contract liabilities | (304,914) | (154,712) | | **Total** | **682,597** | **833,526** | - Finance costs decreased by approximately **18.1%** year-on-year[115](index=115&type=chunk)[121](index=121&type=chunk) - Finance costs were capitalized at annual interest rates ranging from **4.85%** to **6.62%** (H1 2024: **4.50%** to **7.50%**)[286](index=286&type=chunk) [Loss Before Tax](index=52&type=section&id=Loss%20Before%20Tax) For the six months ended **June 30, 2025**, the Group's loss before tax was **RMB 2,175.2 million**, primarily influenced by costs of properties held for sale, depreciation of property, plant and equipment, investment property rental income, and related operating expenses Composition of Loss Before Tax | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Cost of properties held for sale recognized as an expense | 507,403 | 1,364,770 | | Depreciation of property, plant and equipment | 30,136 | 30,540 | | Gross rental income from investment properties | (311,827) | (342,708) | | Direct operating expenses arising from investment properties that generated rental income during the period | 10,592 | 7,762 | [Income Tax Credit (Expense)](index=52&type=section&id=Income%20Tax%20Credit%20(Expense)) For the six months ended **June 30, 2025**, the Group recorded an income tax credit of approximately **RMB 145.4 million**, compared to an expense of **RMB 9.9 million** in the prior period, primarily comprising PRC corporate income tax, PRC land appreciation tax, and deferred tax Composition of Income Tax Credit (Expense) | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | PRC corporate income tax | 1,293 | 117,625 | | PRC land appreciation tax | 26,625 | 99,386 | | Deferred tax | (173,346) | (207,078) | | **Total** | **(145,428)** | **9,933** | [Dividends](index=53&type=section&id=Dividends) No dividends were paid, declared, or proposed for the interim period, as the Board decided against any dividend payment for this interim period - No dividends were paid, declared, or proposed for the interim period[292](index=292&type=chunk)[293](index=293&type=chunk) [Loss Per Share](index=53&type=section&id=Loss%20Per%20Share) For the six months ended **June 30, 2025**, basic and diluted loss per share attributable to equity holders was **RMB 31.25 cents**; diluted loss calculation did not assume conversion of convertible preference shares or exercise of share options, as this would reduce loss per share or involve exercise prices above average market prices Loss Per Share Calculation Data | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Loss for the purpose of calculating basic and diluted loss per share | (1,837,931) | (1,528,224) | | Weighted average number of ordinary shares of the Company for the purpose of calculating basic and diluted loss per share (thousand shares) | 5,882,214 | 5,097,704 | | Basic loss per share (RMB cents) | (31.25) | (29.98) | | Diluted loss per share (RMB cents) | (31.25) | (29.98) | - The calculation of diluted loss per share did not assume conversion of convertible preference shares or exercise of share options, as this would result in a decrease in loss per share or an exercise price higher than the average market price[295](index=295&type=chunk)[297](index=297&type=chunk) [Movements in Investment Properties and Property, Plant and Equipment](index=53&type=section&id=Movements%20in%20Investment%20Properties%20and%20Property%2C%20Plant%20and%20Equipment) In H1 2025, the Group incurred **RMB 0.7 million** in capital expenditure for property, plant and equipment and **RMB 278.6 million** for investment properties, recorded a **RMB 1,070.1 million** fair value loss on investment properties, and valued them using income capitalization, direct comparison, and residual methods Capital Expenditure and Disposals | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Capital expenditure on property, plant and equipment | 702 | 544 | | Capital expenditure on investment properties | 278,605 | 270,648 | | Gross carrying amount of investment properties disposed of | 22,329 | 1,279,400 | | Cash proceeds from disposal of investment properties | 18,908 | 775,113 | - The fair value change of investment properties resulted in a loss of approximately **RMB 1,070.1 million**[114](index=114&type=chunk)[120](index=120&type=chunk)[299](index=299&type=chunk)[305](index=305&type=chunk) - Investment properties were valued using the income capitalization approach, direct comparison approach, and residual method[300](index=300&type=chunk)[303](index=303&type=chunk)[306](index=306&type=chunk)[307](index=307&type=chunk) [Equity Instruments at FVTOCI](index=55&type=section&id=Equity%20Instruments%20at%20FVTOCI) As of **June 30, 2025**, the Group's total investment in equity instruments at FVTOCI was **RMB 607.6 million**, primarily comprising listed equity securities in mainland China and equity in unlisted companies, held for long-term strategic purposes Investments in Equity Instruments at FVTOCI | Investment Category | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Equity securities listed in mainland China | 604,989 | 521,738 | | Equity interests in certain unlisted companies | 2,565 | 2,565 | | **Total** | **607,554** | **524,303** | - These investments are not held for trading but for long-term strategic purposes[315](index=315&type=chunk) [Accounts Receivable](index=56&type=section&id=Accounts%20Receivable) As of **June 30, 2025**, the Group's net accounts receivable totaled **RMB 87.1 million**, primarily from customer contracts and lease receivables, with most balances due within **12 months** Aging Analysis of Accounts Receivable (Net) | Aging | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Within 1 month | 17,325 | 24,217 | | 1 to 12 months | 49,665 | 33,501 | | 13 to 24 months | 20,093 | 10,456 | | **Total** | **87,083** | **68,174** | - Accounts receivable primarily arise from property sales, rental income from leased properties, and comprehensive services[317](index=317&type=chunk) [Accounts Payable](index=57&type=section&id=Accounts%20Payable) As of **June 30, 2025**, the Group's total accounts payable amounted to **RMB 4,922.5 million**, with the majority due within **1 to 12 months** according to the aging analysis Aging Analysis of Accounts Payable | Aging | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Within 1 month | 997,984 | 1,903,996 | | 1 to 12 months | 2,585,973 | 1,872,320 | | 13 to 24 months | 1,139,048 | 530,660 | | Over 24 months | 199,455 | 137,284 | | **Total** | **4,922,460** | **4,444,260** | [Borrowings](index=57&type=section&id=Borrowings) As of **June 30, 2025**, the Group's total borrowings were approximately **RMB 31,058.2 million**, mostly floating-rate bank loans; **RMB 29,634.2 million** were secured by Group assets and/or the ultimate controlling shareholder's equity instruments, with **RMB 27,778.6 million** repayable on demand due to covenant breaches Composition and Repayment Period of Borrowings | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Floating-rate bank loans | 24,968,955 | 25,612,596 | | Fixed-rate bank loans | 1,537,485 | 2,267,563 | | Fixed-rate other borrowings | 4,551,794 | 4,581,218 | | **Total Borrowings** | **31,058,234** | **32,461,377** | | Of which: Secured | 29,634,190 | 30,893,130 | | Of which: Unsecured | 1,424,044 | 1,568,247 | | Borrowings repayable within 1 year | 314,595 | 289,223 | | Borrowings repayable on demand due to breach of loan covenants | 27,778,598 | 29,108,972 | - Secured borrowings are collateralized by various Group assets, equity interests in subsidiaries, and/or certain equity instruments held by Mr. Huang, the ultimate controlling shareholder[323](index=323&type=chunk) - For the six months ended **June 30, 2025**, the average financing cost for interest-bearing loans was approximately **7.9%**[115](index=115&type=chunk)[121](index=121&type=chunk) [Domestic Corporate Bonds](index=59&type=section&id=Domestic%20Corporate%20Bonds) As of **June 30, 2025**, the Group's total domestic corporate bonds amounted to **RMB 975.5 million**, with **RMB 129.9 million** classified as current and **RMB 845.6 million** as non-current Domestic Corporate Bonds Analysis | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Current | 129,878 | 129,821 | | Non-current | 845,632 | 845,265 | | **Total** | **975,510** | **975,086** | [Share Capital](index=59&type=section&id=Share%20Capital) As of **June 30, 2025**, the company's authorized share capital was **30,000,000 thousand shares** with a par value of **HKD 0.01** each; issued and fully paid share capital was **6,057,493 thousand shares**, amounting to **RMB 54,836 thousand** Composition of Share Capital | Item | June 30, 2025 (thousand shares) | June 30, 2025 (RMB thousand) | December 31, 2024 (thousand shares) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | :--- | :--- | | Authorized share capital (ordinary shares of HKD 0.01 each) | 30,000,000 | 240,000 | 30,000,000 | 240,000 | | Issued and fully paid share capital (ordinary shares of HKD 0.01 each) | 6,057,493 | 54,836 | 5,597,704 | 46,702 | [Bond/Debt Component of Convertible Bond](index=60&type=section&id=Bond%2FDebt%20Component%20of%20Convertible%20Bond) As of **June 30, 2025**, the convertible bond debt component's net book value was **RMB 151.8 million**; the company issued 2018 and 2025 convertible bonds, with the 2025 bond maturing in H1 2025 and its conversion option having zero fair value Movements in Convertible Bond Debt Component | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Net book value at January 1 | 142,213 | 119,898 | | Interest expense | 10,170 | 24,561 | | Interest paid | – | (4,264) | | Exchange difference | (621) | 2,018 | | **Net book value classified as current liabilities at June 30/December 31** | **151,762** | **142,213** | - The 2018 convertible bond's maturity date was extended multiple times, with revised covenants including shareholders' equity not less than **RMB 11.5 billion** and total debt to total assets ratio not exceeding **75%**[337](index=337&type=chunk)[340](index=340&type=chunk) - The 2025 convertible bond, with a principal of **USD 20 million**, an annual interest rate of **6%**, and an initial conversion price of **HKD 2.00**, matured in H1 2025[351](index=351&type=chunk)[358](index=358&type=chunk)[360](index=360&type=chunk) - As of **June 30, 2025**, the fair value of the conversion option for the 2025 convertible bond was **zero**[358](index=358&type=chunk)[360](index=360&type=chunk) [Share-Based Employee Compensation](index=64&type=section&id=Share-Based%20Employee%20Compensation) The company adopted a share option scheme on **June 2, 2016**, granting **285,800,000** options on **June 28, 2016**; as of **June 30, 2025**, **225,340,000** options remained unexercised, with **3,000,000** forfeited due to independent non-executive director resignations, and no ordinary options exercised during the period - The company granted **285,800,000** share options on **June 28, 2016**, with an exercise price of **HKD 1.846** per share[166](index=166&type=chunk)[171](index=171&type=chunk)[359](index=359&type=chunk)[361](index=361&type=chunk) Details of Share Option Movements (as of June 30, 2025) | Category | Balance as of Jan 1, 2025 | Forfeited during the period | Balance as of June 30, 2025 | Exercise Price Per Share (HKD) | | :--- | :--- | :--- | :--- | :--- | | Directors | 21,100,000 | (3,000,000) | 18,100,000 | 1.846 | | Employees and Others | 206,340,000 | – | 206,340,000 | 1.846 | | **Total** | **228,340,000** | **(3,000,000)** | **225,340,000** | | - No ordinary share options were exercised during the period[365](index=365&type=chunk)[366](index=366&type=chunk) [Pledge of Assets](index=67&type=section&id=Pledge%20of%20Assets) As of **June 30, 2025**, the Group pledged approximately **RMB 22,601.0 million** in assets, including properties under development for sale, properties held for sale, investment properties, equity instruments at FVTOCI, pledged bank deposits, and property, plant and equipment, as collateral for various bank and other financings Total Pledged Assets | Asset Category | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Properties under development for sale | 4,353,194 | 4,330,409 | | Properties held for sale | 1,108,093 | 1,178,283 | | Equity instruments at fair value through other comprehensive income | 604,989 | 521,738 | | Investment properties | 15,602,654 | 15,901,447 | | Pledged bank deposits | 290,479 | 592,846 | | Property, plant and equipment | 557,248 | 753,694 | | Dividends receivable from equity instruments at fair value through other comprehensive income | 84,390 | 71,846 | | **Total** | **22,601,047** | **23,350,263** | - The Group's equity interests in certain subsidiaries are also pledged as collateral for various bank financings[369](index=369&type=chunk) [Financial Guarantee Contracts and Commitments](index=68&type=section&id=Financial%20Guarantee%20Contracts%20and%20Commitments) As of **June 30, 2025**, the Group provided financial guarantees of approximately **RMB 6,894.0 million** for buyers' mortgage financing and had contracted but unprovided capital and other commitments of **RMB 11,650.9 million** related to investment properties under construction, properties under development for sale, and demolition compensation - As of **June 30, 2025**, the Group provided financial guarantees of approximately **RMB 6,894.0 million** for certain buyers' mortgage financing[370](index=370&type=chunk)[375](index=375&type=chunk) - The Group had contracted but unprovided capital and other commitments of **RMB 11,650.9 million**, relating to investment properties under construction, properties under development for sale, and demolition compensation payments[374](index=374&type=chunk)[376](index=376&type=chunk) [Related Party Disclosures](index=69&type=section&id=