公告 建議修訂公司章程並取消監事會 本公告由聯華超市股份有限公司（「本公司」）根據香港聯合交易所有限公司 （「聯交所」）證券上市規則（「上市規則」）第13.51(1)條作出。 本公司董事（「董事」）會（「董事會」）謹此宣佈，以下事項將提交股東大會供 本公司股東（「股東」）批准。 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，概不會就本公 告全部或任何部份內容而產生或因依賴該等內容而引致的任何損失承擔任何 責任。 （在中華人民共和國註冊成立的股份有限公司） （股份代號：00980） 承董事會命 聯華超市股份有限公司 1 建議修訂本公司公司章程（「公司章程」）並取消監事會 二零二五年三月二十八日，中國證券監督管理委員會發佈的《上市公司章程指 引》及《上市公司股東會規則》正式實施。聯交所於二零二五年一月刊發了《建 議進一步擴大無紙化上市機制及其他上市規則修訂的諮詢總結》，其中採納了 有關混合式股東會及電子投票的建議，要求發行人須在二零二五年七月一日 後首次舉行的股東周年會或之前確保其章程允許其舉行混合式股東會以及提 供電子投票。鑒於上述法律 ...

出品/壹览商业 作者/蒙嘉怡 编辑/薛向 调整仍在持续。 国家统计局数据显示，今年1—6月份，社会消费品零售总额24.55万亿元，同比增长5.0%，对比去年同期的3.7%增速，略有提升。其中，全国网上零售额 7.43万亿元，同比增长8.5%。按此计算，全国线下零售额17.12万亿元，同比增长3.75%，略低于大盘增速。 增速放缓的压力也传导到一线的个体商家。据壹览商业不完全统计，2025年上半年，国内至少有1.71万家门店宣布闭店，涵盖超过100家企业，其中不乏沃 尔玛、永辉超市、华润万家等大型渠道门店，以及星巴克、必胜客、海底捞等头部连锁餐饮品牌。 从行业看，商超行业至少关闭720家门店，百货关闭17家，餐饮近万家，服饰行业闭店近5000家，书店、影院等其他业态超4000家。 商超淘汰赛加速 据壹览商业不完全统计，2025年上半年，全国至少有720家超市关门，既有卜蜂莲花、华润万家、永辉超市、大润发等全国乃至全球性品牌，也有地利生 鲜、悦活里超市等区域性品牌。 | 大类 | 行业 | 品牌 | 闭店原因 | 数量 | | --- | --- | --- | --- | --- | | 渠道 | 超市 | 地 ...

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 | 3. 股份分類 | 普通股 | 股份類別 | 其他類別 (請註明) | 於香港聯交所上市 (註1) | 否 | | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | N/A | 說明 | 非上市外資股 | | | 致：香港交易及結算所有限公司 公司名稱: 联华超市股份有限公司 呈交日期: 2025年10月2日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | H | | | 於香港聯交所上市 (註1) | | 是 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00980 | 說明 | | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | | 法定/註冊股本 | | | 上月底結存 | | | 372,600,000 | RMB | ...

Company Information [Board of Directors and Management](index=3&type=section&id=Board%20of%20Directors%20and%20Management) This section outlines the company's board of directors, management, committees, and external professional service providers - The board of directors includes Executive Directors Ms. Wang Xiaoyan, Ms. Zhang Huiqin, Mr. Zhu Dingping (newly appointed), Non-Executive Directors Mr. Pu Shaohua (Chairman), Ms. Shen Chen, Mr. Cao Hailun, Ms. Yang Qin, and Independent Non-Executive Directors Mr. Xia Dawei, Mr. Li Guoming, Mr. Chen Wei, Mr. Zhao Xinsheng[4](index=4&type=chunk) - The board has established committees for audit, remuneration and appraisal, strategy, nomination, and environmental, social, and governance (ESG) to ensure a sound corporate governance structure[4](index=4&type=chunk) - Ms. Xu Xiaoyi serves as the Company Secretary, Deloitte Touche Tohmatsu is the international auditor, and Baker McKenzie (Hong Kong law) and Grandall Law Firm (Shanghai) (Chinese law) are the legal advisors[4](index=4&type=chunk) [Company Basic Information](index=4&type=section&id=Company%20Basic%20Information) This section provides basic information about the company, including its principal bankers, registered and office addresses, H share registrar in Hong Kong, listing venue, stock code, number of H shares issued, and financial year-end date - Principal bankers include Industrial and Commercial Bank of China, Pudong Development Bank, and China Merchants Bank[6](index=6&type=chunk) - The company maintains offices in Shanghai, China, and Wan Chai, Hong Kong[6](index=6&type=chunk) - The company is listed on The Stock Exchange of Hong Kong Limited with stock code **980**, has **372,600,000 H shares** issued, and its financial year-end date is December 31[6](index=6&type=chunk) Management Discussion and Analysis [Operating Environment](index=5&type=section&id=Operating%20Environment) In H1 2025, global economic uncertainty intensified, yet China's economy showed resilience with moderate consumer market recovery, influencing rational and experience-driven consumer behavior and increasing reliance on short-video platforms - Global economic uncertainty intensified, with US "reciprocal tariffs" impacting the international trade environment, but China's economy maintained stable operation and a moderate consumer market recovery[8](index=8&type=chunk) - H1 2025 China Key Economic Indicators | Indicator | Data | | :--- | :--- | | National Consumer Price Index (CPI) YoY | Slight decrease of 0.1% | | Total Retail Sales of Consumer Goods YoY | Increase of 5.0% (reaching RMB 24.5 trillion) | | Grain and Oil Food Retail YoY | Increase of 9.1% | | Beijing Total Retail Sales of Consumer Goods YoY | Decrease of 3.8% | | Shanghai Total Retail Sales of Consumer Goods YoY | Increase of 1.7% | - Consumer behavior exhibited characteristics of both rationality and experience, focusing on "value for money" and emotional value, with short-video platforms (e.g., Douyin, Video Accounts) becoming important channels for product promotion[9](index=9&type=chunk) - The group focused on key dimensions such as fresh produce operations, transformation and enhancement, merchandise management, marketing innovation, cost control, digitalization, organizational optimization, and safety and quality to address market competition and changes in consumer demand[9](index=9&type=chunk) [Financial Review](index=6&type=section&id=Financial%20Review) During the review period, the group's turnover decreased by **12.0%** to **RMB 9.591 billion**, while gross profit margin improved by **0.40 percentage points** to **11.89%**, and profit attributable to shareholders significantly increased to **RMB 42 million** - H1 2025 Key Financial Indicators | Indicator | H1 2025 (RMB thousands) | YoY Change (RMB thousands) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Turnover | 9,591,172 | (1,305,375) | (12.0%) | | Gross Profit | 1,140,095 | (111,801) | (8.9%) | | Gross Profit Margin | 11.89% | +0.40 percentage points | - | | Other Income | 639,751 | (262,674) | (29.1%) | | Other Income and Other Gains and Losses | 410,898 | 128,069 | 45.3% | | Distribution and Selling Expenses | (1,696,579) | 276,522 | (14.0%) | | Administrative Expenses | (311,328) | 12,749 | (3.9%) | | Profit Before Tax | 84,066 | 66,544 | 379.8% | | Income Tax Expense | (24,359) | 21,013 | (46.3%) | | Profit Attributable to Company Shareholders | 42,246 | 97,055 | Turnaround to profit | | Net Profit Margin | 0.44% | +0.94 percentage points | - | | Basic Earnings Per Share | RMB 0.03 | Turnaround to profit | - | - The decrease in turnover was primarily due to evolving consumer demand, intensified industry competition, and the group's strategic adjustments, including the disposal of equity in certain subsidiaries and scaling back unprofitable sales[10](index=10&type=chunk) - The increase in gross profit margin resulted from optimized merchandise management, including promoting standardized fresh produce models to reduce spoilage, developing distinctive products, and increasing the proportion of private label brands[11](index=11&type=chunk) - Other income and other gains and losses significantly increased by **45.3%**, mainly due to gains from the disposal of equity in certain subsidiaries[13](index=13&type=chunk) - Distribution and selling expenses decreased by **14.0%** year-on-year, primarily due to adjusting the scale of unprofitable outlets and strengthening operational expense control[14](index=14&type=chunk) - As of June 30, 2025, the group's cash and bank balances amounted to approximately **RMB 6.148 billion**, with a capital gearing ratio of **0.0%**, demonstrating strong liquidity and financial stability[22](index=22&type=chunk)[23](index=23&type=chunk) [Retail Business Growth Performance](index=7&type=section&id=Retail%20Business%20Growth%20Performance) All three retail formats (hypermarkets, supermarkets, convenience stores) experienced turnover decline in H1 2025, but strategic adjustments and refined operations led to improved gross margins or narrowed losses - Key Financial Indicators by Retail Format (H1 2025 vs H1 2024) | Format | Turnover (RMB hundred millions) | YoY Change (%) | Gross Profit Margin (%) | Operating Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | | Hypermarkets | 38.44 | (18.6%) | 13.98 (+1.32pp) | 0.05 (-1.94pp) | | Supermarkets | 50.17 | (6.6%) | 10.31 (-0.11pp) | 0.20 (-0.35pp) | | Convenience Stores | 6.89 | (9.9%) | 11.00 (+0.34pp) | -1.39 (+1.02pp) | - Hypermarket turnover decreased by **18.6%**, mainly due to the disposal of equity in certain subsidiaries and scaling back unprofitable sales, but gross profit margin increased by **1.32 percentage points** through category adjustments and increased private label penetration[24](index=24&type=chunk)[25](index=25&type=chunk) - Supermarket turnover decreased by **6.6%**, with stores upgraded to "community living service centers" by precisely targeting community needs, creating differentiated scenarios, and refining operations, though gross profit margin slightly declined[28](index=28&type=chunk) - Convenience store turnover decreased by **9.9%**, primarily due to the proactive closure of some long-term unprofitable stores, but operating loss decreased by **RMB 8 million** year-on-year, and operating profit margin increased by **1.02 percentage points**[29](index=29&type=chunk)[32](index=32&type=chunk)[36](index=36&type=chunk) [Capital Structure and Risks](index=9&type=section&id=Capital%20Structure%20and%20Risks) As of June 30, 2025, the group held significant cash and cash equivalents with no bank borrowings, while shareholder equity grew due to capital increase and profit, maintaining a robust financial position with no pledged assets or major contingent liabilities - As of June 30, 2025, the group's cash and cash equivalents were primarily held in RMB, with no other bank borrowings[33](index=33&type=chunk) - Equity attributable to company shareholders increased from approximately **RMB -287 million** to approximately **RMB 112 million**, mainly due to a capital increase of **RMB 360 million** and profit attributable to company shareholders of approximately **RMB 42 million** during the period[33](index=33&type=chunk) - Issued Share Capital Composition (As of June 30, 2025) | Share Class | Number of Shares | Percentage | | :--- | :--- | :--- | | Domestic Shares | 1,075,397,400 | 72.68% | | Unlisted Foreign Shares | 31,602,600 | 2.14% | | H Shares | 372,600,000 | 25.18% | | Total | 1,479,600,000 | 100.00% | - The group has no pledged assets, and most income and expenditure items are denominated in RMB, encountering no significant foreign exchange fluctuation difficulties, nor any material contingent liabilities[34](index=34&type=chunk)[35](index=35&type=chunk)[38](index=38&type=chunk) [Business Transformation and Development](index=10&type=section&id=Business%20Transformation%20and%20Development) The group focused on the Yangtze River Delta region, driving multi-dimensional transformation of its main retail formats, opening 95 new stores while closing 121 to enhance network quality, and actively incubating discount formats - The group focused on the core Yangtze River Delta region, promoting the transformation of hypermarkets towards "smaller and community-oriented" models, refining supermarket operations, stabilizing convenience store development, and centralizing franchise business[39](index=39&type=chunk) - In H1, **95 new stores** were opened (26 directly operated, 69 franchised), with **69.5%** located in the Yangtze River Delta region; concurrently, **121 stores** were closed (21 directly operated, 100 franchised) to enhance network quality[39](index=39&type=chunk) - The hypermarket format adopted a strategy centered on "full-scenario coverage, experience upgrade, and efficiency-driven," accelerating its transformation into a "quality life hub," with the Shanghai Zhonghuan and Luban stores pioneering the "smaller and community-oriented" strategy[40](index=40&type=chunk) - The supermarket format focused on precisely anchoring community needs, upgrading stores to "community living service centers" by strengthening fresh produce and essential goods supply, adding convenient services, and streamlining SKUs to improve efficiency[41](index=41&type=chunk) - The group actively incubated discount formats in the Zhejiang region, opening **13 outlets**, and intensified network expansion, owning a total of **3,091 stores** as of June 30, 2025, with approximately **83.5%** located in East China[42](index=42&type=chunk)[43](index=43&type=chunk) [Operating Strategy and Innovation](index=12&type=section&id=Operating%20Strategy%20and%20Innovation) The group enhanced competitiveness through multi-dimensional strategies focusing on fresh produce customer acquisition, strengthening product advantages, and innovative marketing, including direct sourcing, private label expansion, and new media engagement - Focused on fresh produce customer acquisition by strengthening direct sourcing, establishing multi-origin backup mechanisms, promoting regional resource integration, optimizing merchandise management (standardized fresh produce, distinctive products), and combining online and offline marketing promotions[44](index=44&type=chunk) - Deepened product advantages by enhancing the JBP cooperation model, expanding partnerships with quality suppliers, increasing the proportion of private label brands, developing localized products, and raising the direct sourcing and supply ratio[45](index=45&type=chunk) - Innovated marketing empowerment, with supermarkets planning S-tier seasonal events like "CNY," "Spring Outing Season," and "34th Anniversary," hypermarkets launching "National Brands V. Trend" activities, and leveraging short-video platforms (Video Account IP) to boost brand awareness and fan engagement[46](index=46&type=chunk) [Digitalization and Organizational Optimization](index=13&type=section&id=Digitalization%20and%20Organizational%20Optimization) The group is comprehensively advancing store digitalization to enhance operational efficiency and data governance, while accelerating organizational reform, optimizing talent allocation, and increasing investment in talent development to support business transformation - Comprehensively promoted store digitalization, achieving precise task assignment, standardized operations, mobile functionality, and visual tracking, significantly improving operational efficiency and reducing costs[47](index=47&type=chunk) - Focused on four key digitalization initiatives: enhancing refined store management, upgrading the EAM system for integrated business and finance, leveraging AI technology for precise marketing, and reconstructing data dashboards to optimize operational data[47](index=47&type=chunk) - As of June 30, 2025, the group had **20,900 employees**, with total labor costs of approximately **RMB 867 million**[48](index=48&type=chunk) - Accelerated organizational reform, completing the establishment of the hypermarket format's Shanghai City Center and supermarket operations center, deepening headquarters organizational reform, and streamlining functional divisions[48](index=48&type=chunk) - Deepened management reform, optimized the appraisal system, piloted a combined procurement and sales performance model in Shanghai supermarkets, and optimized the general partner model at the store level[49](index=49&type=chunk) - Increased investment in talent acquisition and development, solidifying the foundation for talent梯队 construction, utilizing a combination of online and offline training formats[49](index=49&type=chunk) [Cost Control and Future Outlook](index=15&type=section&id=Cost%20Control%20and%20Future%20Outlook) The group achieved significant cost reduction and efficiency gains through rent reduction, operational expense control, and labor cost optimization, anticipating continued economic resilience and consumer potential in H2 2025, focusing on strategic transformation and core capabilities - Strengthened management for cost reduction by improving rent calculation models to renegotiate high-cost store rents, optimizing personnel allocation, implementing multi-role integration to enhance efficiency, establishing a daily loss monitoring mechanism, and managing marketing resource allocation based on ROI assessment[50](index=50&type=chunk) - In H2 2025, China's economy is expected to continue its resilience, with macro policies further strengthening consumption promotion, and consumer potential anticipated to be effectively unleashed[51](index=51&type=chunk) - The group will closely adhere to its reform and transformation strategy, focusing on enhancing core capabilities, deepening reform and restructuring, and continuously optimizing and upgrading its supermarket and hypermarket formats, while accelerating the construction of innovative product and supply chain systems[51](index=51&type=chunk) - In H2, the group will systematically deploy around eight core tasks: "supermarket development and refined operations, hypermarket transformation and upgrade, product and supply chain development, Quick-Mart expansion and innovative franchise business, cross-sector collaboration and efficiency enhancement, digitalization and empowerment, special cost-saving initiatives, and organizational efficiency and personnel optimization"[52](index=52&type=chunk) - The group aims to solidify its brand foundation with a directly operated system as its core, expand brand boundaries through its franchise network, and collectively drive sales growth through multiple dimensions[52](index=52&type=chunk) Other Information [Equity Disclosure](index=17&type=section&id=Equity%20Disclosure) As of June 30, 2025, none of the company's directors, supervisors, or chief executive held any disclosable interests in the company's shares, underlying shares, or debentures, with major shareholders including Bailian Group and Alibaba Group - As of June 30, 2025, none of the company's directors, supervisors, or chief executive held any disclosable interests or short positions in the shares, underlying shares, and/or debentures of the company or any of its associated corporations[53](index=53&type=chunk) - Major Shareholder Holdings (As of June 30, 2025) | Shareholder Name | Share Class | Number of Shares | Approximate Percentage of Total Voting Rights | | :--- | :--- | :--- | :--- | | Bailian Group Co., Ltd. | Domestic Shares | 649,661,400 | 43.91% | | Shanghai Bailian Group Co., Ltd. | Domestic Shares | 224,208,000 | 15.15% | | Alibaba Group Holding Limited | Domestic Shares | 201,528,000 | 13.62% | | Xu Zizuo | H Shares | 53,357,000 | 3.61% | - Bailian Group directly and indirectly held interests in a total of **873,869,400 shares** of the company, representing approximately **59.06%** of the shareholding[55](index=55&type=chunk) - Alibaba Group Holding Limited held **201,528,000 shares** of the company through its controlled entities, representing a **13.62%** shareholding[57](index=57&type=chunk) [Legal Status of Unlisted Foreign Shares](index=19&type=section&id=Legal%20Status%20of%20Unlisted%20Foreign%20Shares) Holders of unlisted foreign shares enjoy the same treatment as domestic share holders, with additional rights to receive dividends in foreign currency and remit residual assets upon liquidation, and these shares can be converted into new H shares under specific conditions - Holders of unlisted foreign shares enjoy the same treatment as domestic share holders, including the right to attend and vote at general meetings and receive meeting notices[58](index=58&type=chunk) - Holders of unlisted foreign shares additionally have the right to receive dividends declared by the company in foreign currency and to remit their share of residual assets out of China upon liquidation, in accordance with Chinese foreign exchange control laws and regulations[60](index=60&type=chunk) - Unlisted foreign shares can be converted into new H shares, subject to multiple conditions, including the company being listed for at least one year, completion of filing with the China Securities Regulatory Commission, approval for listing and trading by the Stock Exchange, and approval by the general meeting of shareholders[61](index=61&type=chunk) [Significant Investments and Capital Operations](index=20&type=section&id=Significant%20Investments%20and%20Capital%20Operations) The group renewed its investment and wealth management cooperation framework agreement with Shanghai Securities Co., Ltd., increasing the total entrusted assets to **RMB 1.35 billion**, with no significant M&A activities during the period, and completed a private placement of **360 million** domestic shares to Bailian Group to fund business transformation and working capital - The group renewed its investment and wealth management cooperation framework agreement with Shanghai Securities, extending the term until December 31, 2026, and increasing the total entrusted assets to **RMB 1.35 billion**[63](index=63&type=chunk) - As of June 30, 2025, the fair value of these asset management investments was approximately **RMB 1.287 billion**, accounting for **7.3%** of the group's total assets, with unrealized gains/losses of approximately **RMB 27.424 million**[64](index=64&type=chunk) - There were no significant mergers and acquisitions or disposals of other subsidiaries, associates, or joint ventures during the period[65](index=65&type=chunk) - The company completed a private placement of **360,000,000 domestic shares** to Bailian Group at an subscription price of **RMB 1.00 per share**, raising net proceeds of **RMB 357 million**[66](index=66&type=chunk)[69](index=69&type=chunk) - Approximately **85%** of the net proceeds are allocated to business ecosystem transformation, including supermarket and hypermarket store transformation and digitalization, with approximately **15%** for increasing general working capital[68](index=68&type=chunk) [Corporate Governance and Compliance](index=21&type=section&id=Corporate%20Governance%20and%20Compliance) The board recommended no interim dividend for H1 2025, with no share repurchases, sales, or redemptions during the period, and the audit committee reviewed the financial statements, while the company fully complied with the Model Code for Securities Transactions by Directors of Listed Issuers, with some deviations from the Corporate Governance Code regarding director rotation and attendance - The board of directors recommended not to declare an interim dividend for the six months ended June 30, 2025[72](index=72&type=chunk) - The company and its subsidiaries did not purchase, sell, or redeem any listed securities during the review period[73](index=73&type=chunk) - The audit committee considered and reviewed the accounting principles and methods adopted by the group, discussed internal controls and financial reporting matters, and had no disagreements with the condensed interim financial statements[74](index=74&type=chunk) - All directors, supervisors, and relevant employees of the company fully complied with the Model Code for Securities Transactions by Directors of Listed Issuers during the review period[75](index=75&type=chunk) - The company deviated from the Corporate Governance Code regarding the rotation of directors, as the company's articles of association do not explicitly stipulate this, considering the continuity of operational management decisions[76](index=76&type=chunk) - Some non-executive directors and independent non-executive directors did not attend board meetings or annual general meetings due to other work commitments but authorized other directors to attend on their behalf and were informed of the meeting resolutions[77](index=77&type=chunk)[79](index=79&type=chunk) - Changes in director information occurred, with Mr. Wang Dexiong resigning as a non-executive director and Mr. Zhu Dingping appointed as an executive director[80](index=80&type=chunk) Review Report on Condensed Consolidated Financial Statements [Review Conclusion](index=24&type=section&id=Review%20Conclusion) Deloitte Touche Tohmatsu has reviewed the condensed consolidated financial statements of Lianhua Supermarket Holdings Co., Ltd. and its subsidiaries, finding no matters indicating non-compliance with HKAS 34 in all material respects - Deloitte Touche Tohmatsu has reviewed the group's condensed consolidated financial statements, with the scope of review being less than an audit[82](index=82&type=chunk)[83](index=83&type=chunk) - The review concluded that no matters were found to suggest that the condensed consolidated financial statements were not prepared in all material respects in accordance with Hong Kong Accounting Standard 34[84](index=84&type=chunk) Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income [Profit or Loss Statement Overview](index=25&type=section&id=Profit%20or%20Loss%20Statement%20Overview) For the six months ended June 30, 2025, the group's turnover was **RMB 9.591 billion**, a **12.0%** decrease, with gross profit of **RMB 1.140 billion** and a **11.89%** gross profit margin, achieving a profit attributable to shareholders of **RMB 42.246 million** and basic earnings per share of **RMB 0.03** - Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Turnover | 9,591,172 | 10,896,547 | | Cost of Sales | (8,451,077) | (9,644,651) | | Gross Profit | 1,140,095 | 1,251,896 | | Other Income | 639,751 | 902,425 | | Other Income and Other Gains and Losses | 410,898 | 282,829 | | Distribution and Selling Expenses | (1,696,579) | (1,973,101) | | Administrative Expenses | (311,328) | (324,077) | | Profit Before Tax | 84,066 | 17,522 | | Income Tax Expense | (24,359) | (45,372) | | Profit (Loss) for the Period and Total Comprehensive Income (Loss) for the Period | 59,707 | (27,850) | | Profit (Loss) Attributable to Company Shareholders | 42,246 | (54,809) | | Earnings (Loss) Per Share – Basic (RMB cents) | 3.1 | (4.9) | Condensed Consolidated Statement of Financial Position [Assets and Liabilities Overview](index=26&type=section&id=Assets%20and%20Liabilities%20Overview) As of June 30, 2025, total assets decreased to **RMB 17.581 billion** and total liabilities to **RMB 17.103 billion**, while shareholder equity turned positive to **RMB 112 million**, with total equity reaching **RMB 478 million** - Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Indicator | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | **Non-Current Assets** | | | | Property, Plant and Equipment | 2,838,353 | 2,954,612 | | Right-of-Use Assets | 3,960,942 | 4,363,238 | | Fixed Deposits (Non-Current) | 2,724,622 | 3,214,024 | | **Current Assets** | | | | Inventories | 1,605,362 | 1,879,688 | | Cash and Cash Equivalents | 870,425 | 1,602,613 | | **Total Assets** | 17,580,927 | 19,662,370 | | **Equity Attributable to Company Shareholders** | 112,332 | (286,639) | | **Total Equity** | 478,149 | 67,931 | | **Non-Current Liabilities** | | | | Lease Liabilities (Non-Current) | 3,267,479 | 3,698,516 | | **Current Liabilities** | | | | Trade and Bills Payables | 3,275,941 | 3,870,893 | | Coupon Liabilities and Advances from Customers | 8,218,931 | 8,730,204 | | **Total Liabilities** | 17,102,778 | 19,594,439 | - Both non-current and current assets decreased, with right-of-use assets and non-current fixed deposits showing more significant declines[88](index=88&type=chunk) - Equity attributable to company shareholders turned positive from a negative value at the end of 2024, primarily due to an increase in share capital and profit for the period[90](index=90&type=chunk) - Current liabilities, including trade and bills payables, and coupon liabilities and advances from customers, both decreased[90](index=90&type=chunk) Condensed Consolidated Statement of Changes in Equity [Equity Changes Overview](index=28&type=section&id=Equity%20Changes%20Overview) For the six months ended June 30, 2025, shareholder equity increased from a negative **RMB 287 million** to **RMB 112 million**, driven by comprehensive income of **RMB 42.246 million** and proceeds from ordinary share issuance of **RMB 357 million** - Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30) | Indicator | January 1, 2025 (RMB thousands) | Change (RMB thousands) | June 30, 2025 (RMB thousands) | | :--- | :--- | :--- | :--- | | Share Capital | 1,119,600 | 360,000 | 1,479,600 | | Accumulated Losses | (1,988,895) | 42,246 | (1,946,649) | | Total Equity Attributable to Company Shareholders | (286,639) | 398,971 | 112,332 | | Non-Controlling Interests | 354,570 | 11,247 | 365,817 | | Total Equity | 67,931 | 410,218 | 478,149 | - Total comprehensive income for the period was **RMB 59.707 million**, of which **RMB 42.246 million** was attributable to company shareholders[91](index=91&type=chunk) - The issuance of ordinary shares (**360 million shares**) resulted in a share capital increase of **RMB 360 million**, with net proceeds of **RMB 357 million** after deducting issuance costs[91](index=91&type=chunk)[92](index=92&type=chunk) Condensed Consolidated Statement of Cash Flows [Cash Flow Overview](index=29&type=section&id=Cash%20Flow%20Overview) For the six months ended June 30, 2025, operating activities resulted in a net cash outflow of **RMB 805 million**, while investing activities generated a net inflow of **RMB 160 million**, and financing activities saw a net outflow of **RMB 87 million** - Condensed Consolidated Statement of Cash Flows (For the six months ended June 30) | Activity Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Net Cash from (Used in) Operating Activities | (804,946) | 719,733 | | Net Cash from (Used in) Investing Activities | 159,548 | (494,481) | | Net Cash Used in Financing Activities | (86,790) | (299,395) | | Net Decrease in Cash and Cash Equivalents | (732,188) | (74,143) | | Cash and Cash Equivalents at June 30 | 870,425 | 2,373,477 | - Net cash from operating activities shifted from a net inflow in the prior period to a net outflow of **RMB 805 million**[95](index=95&type=chunk) - Net cash inflow from investing activities was **RMB 160 million**, primarily including the withdrawal of unrestricted fixed deposits of **RMB 2.395 billion** and proceeds from the sale of financial assets measured at fair value of **RMB 333 million**[95](index=95&type=chunk) - Net cash outflow from financing activities was **RMB 87 million**, where cash inflow from the issuance of ordinary shares of **RMB 360 million** was offset by bill payments and repayment of lease liabilities[95](index=95&type=chunk) Notes to the Condensed Consolidated Financial Statements [Basis of Preparation and Accounting Policies](index=30&type=section&id=Basis%20of%20Preparation%20and%20Accounting%20Policies) The condensed consolidated financial statements are prepared under HKAS 34 using historical cost and fair value methods, with directors affirming going concern despite high net current liabilities due to controlled liquidity risk from non-current fixed deposits and coupon liabilities - The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 and presented in RMB[96](index=96&type=chunk)[97](index=97&type=chunk) - As of June 30, 2025, the group had net current liabilities of **RMB 6.406 billion**, but the directors believe that liquidity risk is effectively controlled through non-current unrestricted fixed deposits and the historical settlement pattern of coupon liabilities, enabling the group to continue as a going concern[96](index=96&type=chunk) - The financial statements are prepared on a historical cost basis, except for certain financial instruments measured at fair value at the discretion of the company[98](index=98&type=chunk) - The group first applied the amendments to Hong Kong Financial Reporting Standards issued by the Hong Kong Institute of Certified Public Accountants during the period, but these had no significant impact on the financial position and performance[99](index=99&type=chunk)[100](index=100&type=chunk) [Turnover and Other Income Analysis](index=31&type=section&id=Turnover%20and%20Other%20Income%20Analysis) The group's turnover primarily derived from goods sales, totaling **RMB 9.591 billion** in H1 2025, with other income including supplier revenue, franchise fees, and rental income, all contributing to a year-on-year decrease in total turnover and other income - Turnover and Other Income Composition (For the six months ended June 30) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Sale of Goods | 9,591,172 | 10,896,547 | | Income from Suppliers (Service Income) | 440,798 | 657,273 | | Franchise Fee Income from Franchisees | 17,761 | 18,829 | | Rental Income from Leased Properties | 176,548 | 225,664 | | Total Turnover and Other Income | 10,230,923 | 11,798,972 | - Turnover is primarily recognized at a point in time (sale of goods), with some recognized over a period based on performance progress (service income)[102](index=102&type=chunk) - Rental income from leased properties decreased by approximately **RMB 49 million** year-on-year, mainly due to the implementation of the "smaller and community-oriented" strategic adjustment in the hypermarket format, optimizing product structure and reducing operating area[12](index=12&type=chunk) [Segment Information and Other Income](index=32&type=section&id=Segment%20Information%20and%20Other%20Income) Segment revenue primarily from supermarkets and hypermarkets saw year-on-year declines in both revenue and performance, while other income and gains, significantly boosted by **RMB 187 million** from subsidiary disposals, also included interest income, government grants, and fair value changes of financial assets - Segment Revenue and Performance (For the six months ended June 30) | Segment | 2025 Revenue (RMB thousands) | 2024 Revenue (RMB thousands) | 2025 Performance (RMB thousands) | 2024 Performance (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | Hypermarkets | 4,116,687 | 5,220,509 | 1,830 | 94,228 | | Supermarkets | 5,363,098 | 5,756,369 | 9,979 | 29,776 | | Convenience Stores | 704,771 | 785,340 | (9,585) | (18,432) | | Other Businesses | 46,367 | 36,754 | 8,251 | 1,277 | | Total | 10,230,923 | 11,798,972 | 10,475 | 106,849 | - All segment revenue originated from external customers in China[108](index=108&type=chunk)[109](index=109&type=chunk) - Other Income and Other Gains and Losses (For the six months ended June 30) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Interest Income from Bank and Fixed Deposits | 84,730 | 122,218 | | Government Grants | 21,905 | 14,618 | | Gain on Disposal of 3 Target Companies | 187,126 | – | | Fair Value Change Gain on Financial Assets | 34,631 | 14,783 | | Net Gain on Derecognition of Right-of-Use Assets and Lease Liabilities | 43,643 | 50,917 | | Total | 410,898 | 282,829 | - The gain on disposal of three target companies, amounting to **RMB 187 million**, was the primary reason for the significant increase in other income and gains during the period[110](index=110&type=chunk) [Key Expenses and Profit Composition](index=34&type=section&id=Key%20Expenses%20and%20Profit%20Composition) Other operating expenses decreased year-on-year due to reduced losses from property, plant, and equipment disposals, while finance costs primarily comprised lease liability interest and bill discounting fees, leading to a significant increase in profit before tax driven by subsidiary disposal gains and cost control - Key Expenses (For the six months ended June 30) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Other Operating Expenses | 13,242 | 15,999 | | Finance Costs | 88,948 | 106,655 | | Total Amortization and Depreciation | 562,607 | 631,039 | | Staff Costs | 867,039 | 974,992 | - Other operating expenses decreased year-on-year, mainly due to a reduction in losses from the disposal of property, plant, and equipment from **RMB 7.203 million** to **RMB 0.609 million**[112](index=112&type=chunk) - Finance costs decreased year-on-year, primarily consisting of interest expenses on lease liabilities and discounting fees for bills receivable[112](index=112&type=chunk) - Income tax expense decreased year-on-year, with domestic subsidiaries in China subject to a **25%** corporate income tax rate, while some subsidiaries in western provinces enjoy a **15%** preferential tax rate, and small low-profit enterprises enjoy a **5%** to **10%** preferential tax rate[115](index=115&type=chunk) [Earnings Per Share and Dividends](index=35&type=section&id=Earnings%20Per%20Share%20and%20Dividends) For the six months ended June 30, 2025, profit attributable to shareholders was **RMB 42.246 million**, resulting in basic earnings per share of **RMB 0.03**, a turnaround from loss, with no interim dividend recommended by the board - Earnings (Loss) Per Share Information (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Profit (Loss) Attributable to Company Shareholders | 42,246 | (54,809) | | Weighted Average Number of Ordinary Shares | 1,370,208,000 | 1,119,600,000 | | Basic Earnings (Loss) Per Share (RMB cents) | 3.1 | (4.9) | - Basic earnings per share for the period was **RMB 0.03**, a turnaround from a basic loss per share of **RMB 0.049** in the prior period[117](index=117&type=chunk) - The board of directors recommended not to declare an interim dividend for the six months ended June 30, 2025[116](index=116&type=chunk) [Non-Current Asset Movements](index=36&type=section&id=Non-Current%20Asset%20Movements) As of June 30, 2025, the carrying values of property, plant and equipment, construction in progress, right-of-use assets, and goodwill all decreased, while intangible assets slightly increased, with no impairment recognized during the period - Non-Current Asset Carrying Value Movements (As of June 30, 2025) | Asset Category | January 1, 2025 (RMB thousands) | June 30, 2025 (RMB thousands) | | :--- | :--- | :--- | | Property, Plant and Equipment | 2,954,612 | 2,838,353 | | Construction in Progress | 9,199 | 4,005 | | Right-of-Use Assets | 4,363,238 | 3,960,942 | | Goodwill | 144,175 | 143,214 | | Intangible Assets | 115,363 | 121,971 | - The decrease in goodwill was primarily due to the subsequent reduction in deferred tax liabilities arising from business combinations[118](index=118&type=chunk) - Group management regularly reviewed leasehold improvements and operating office equipment, with no impairment recognized during the period[119](index=119&type=chunk) [Financial Assets and Fixed Deposits](index=37&type=section&id=Financial%20Assets%20and%20Fixed%20Deposits) The group holds financial assets measured at fair value through profit or loss, totaling approximately **RMB 1.362 billion**, alongside fixed deposits of approximately **RMB 5.255 billion**, including restricted deposits, primarily in RMB with annual interest rates ranging from **1.35%** to **4.00%** - Financial Assets Measured at Fair Value Through Profit or Loss (As of June 30, 2025) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Unlisted Equity Instruments | 797 | 797 | | Listed Equity Securities | 74,836 | 67,629 | | Unlisted Wealth Management Products | 1,286,843 | 1,332,593 | | Total | 1,362,476 | 1,401,019 | - Investments in unlisted wealth management products are managed by licensed financial institutions in China, primarily investing in domestic bonds, trusts, and money market funds, with a fair value change gain of **RMB 27.424 million** for the period[121](index=121&type=chunk) - Fixed Deposits (As of June 30, 2025) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Non-Current Fixed Deposits | 2,724,622 | 3,214,024 | | Current Fixed Deposits | 2,530,058 | 2,005,933 | | Total | 5,254,680 | 5,219,957 | - Restricted fixed deposits serve as collateral for prepaid vouchers issued to customers and cannot be used for other purposes, with actual annual interest rates ranging from **1.35%** to **4.00%**[122](index=122&type=chunk)[123](index=123&type=chunk) [Deferred Tax and Trade Receivables](index=38&type=section&id=Deferred%20Tax%20and%20Trade%20Receivables) As of June 30, 2025, deferred tax assets were **RMB 79.377 million** and liabilities **RMB 118 million**, with unutilized tax losses of **RMB 2.609 billion** unrecognised, while net trade and bills receivables were **RMB 261 million**, primarily from wholesale sales with reduced overdue accounts - Deferred Tax Assets/Liabilities (As of June 30, 2025) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Deferred Tax Assets | 79,377 | 83,028 | | Deferred Tax Liabilities | (118,171) | (161,006) | | Net | (38,794) | (77,978) | - As of the end of this interim period, the group had unutilized tax losses of **RMB 2.609 billion** available for offsetting future profits, but no deferred tax assets were recognized due to the inability to predict future profit streams[124](index=124&type=chunk) - Trade and Bills Receivables (As of June 30, 2025) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Trade Receivables – from Customer Contracts | 268,833 | 270,006 | | Less: Provision for Credit Losses | (7,969) | (9,013) | | Net | 260,864 | 262,893 | - Trade receivables primarily arose from sales to wholesalers, with credit terms ranging from **30 to 60 days**; overdue trade receivables from **1 to 30 days** and over **30 days** totaled **RMB 1.754 million**, a significant decrease from **RMB 10.283 million** at the end of 2024[126](index=126&type=chunk)[128](index=128&type=chunk) [Impairment Losses and Related Party Transactions](index=40&type=section&id=Impairment%20Losses%20and%20Related%20Party%20Transactions) The period saw a net reversal of impairment losses of **RMB 0.25 million** under the expected credit loss model, primarily due to trade receivables, with the group engaging in various related party transactions and holding most deposits and borrowings with government-related entity banks - Impairment Losses under Expected Credit Loss Model (For the six months ended June 30) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Trade Receivables | (1,042) | 1,586 | | Other Receivables | 792 | 1,454 | | Total | (250) | 3,040 | - A reversal of impairment for trade receivables of **RMB 1.042 million** resulted in a net reversal of total impairment losses for the period[129](index=129&type=chunk) - Amounts due from/to the ultimate holding company/fellow subsidiaries are trade in nature, unsecured, interest-free, with credit terms ranging from **30 to 90 days**[130](index=130&type=chunk) - The group entered into financial service agreements and supplementary investment and wealth management cooperation framework agreements with fellow subsidiaries controlled by Bailian Group[145](index=145&type=chunk) - The group has various business dealings with government-related entities directly or indirectly owned or controlled by the Chinese government, including substantial purchases of goods and the vast majority of deposits and bank borrowings[147](index=147&type=chunk) [Share Capital and Trade Payables](index=41&type=section&id=Share%20Capital%20and%20Trade%20Payables) As of June 30, 2025, total issued share capital increased by **360 million** shares to **1,479,600,000** shares, while trade and bills payables totaled **RMB 3.276 billion**, primarily from goods purchases with reduced overdue accounts - Share Capital Information (As of June 30, 2025) | Category | Number of Shares | | :--- | :--- | | Issued Shares as of December 31, 2024 | 1,119,600,000 | | Issuance of Ordinary Shares | 360,000,000 | | Issued Shares as of June 30, 2025 | 1,479,600,000 | - Trade and Bills Payables (As of June 30, 2025) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Trade Payables | 2,200,063 | 2,765,969 | | Bills Payables | 1,075,878 | 1,104,924 | | Total | 3,275,941 | 3,870,893 | - Trade payables primarily arose from purchases of goods with credit terms ranging from **30 to 60 days**; trade payables aged over **90 days** decreased from **RMB 1.074 billion** at the end of 2024 to **RMB 806 million**[133](index=133&type=chunk) [Other Payables and Coupon Liabilities](index=43&type=section&id=Other%20Payables%20and%20Coupon%20Liabilities) Other payables and accruals decreased to **RMB 1.271 billion**, including franchisee prepayments, deposits, and closure provisions, while coupon liabilities and advances from customers totaled **RMB 8.219 billion**, largely comprising group-issued coupons and including VAT payable - Other Payables and Accruals (As of June 30, 2025) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Prepayments from Franchisees and Other Third Parties | 399,251 | 703,508 | | Lease Deposits, Franchise Deposits, and Other Third-Party Deposits | 298,709 | 303,318 | | Provision for Store Closure Costs | 115,099 | 130,113 | | Accrued Salaries, Staff Welfare, and Other Staff Costs | 190,778 | 221,490 | | Total | 1,271,443 | 1,718,446 | - Coupon Liabilities and Advances from Customers (As of June 30, 2025) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Coupon Liabilities Issued by the Group | 6,897,296 | 7,168,026 | | Coupon Liabilities Issued on Behalf of Fellow Subsidiaries | 1,222,080 | 1,425,938 | | Advances from Customers | 99,555 | 136,240 | | Total | 8,218,931 | 8,730,204 | - The balance of coupon liabilities issued by the group includes value-added tax payable of **RMB 703 million**[137](index=137&type=chunk) [Capital Commitments and Subsidiary Disposals](index=44&type=section&id=Capital%20Commitments%20and%20Subsidiary%20Disposals) As of June 30, 2025, capital expenditure committed for property, plant, and equipment was **RMB 24.618 million**, and the group completed the disposal of three subsidiaries, generating cash proceeds of **RMB 145.5 million** and recognizing a disposal gain of **RMB 187 million** - Capital Commitments (As of June 30, 2025) | Category | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Capital Expenditure for Purchase of Property, Plant and Equipment | 24,618 | 38,165 | - The group completed the disposal of all equity interests in three target subsidiaries (Jiangsu Lianhua, Anhui Lianhua, and Hongkou Century Lianhua) to Shanghai Dongran Industrial Co., Ltd. in January 2025[139](index=139&type=chunk)[140](index=140&type=chunk) - The cash consideration for the disposal of the three target companies was approximately **RMB 145.5 million**, and a disposal gain of **RMB 187 million** was recognized[139](index=139&type=chunk)[143](index=143&type=chunk) - Analysis of Assets and Liabilities of Disposed Subsidiaries (On Disposal Date) | Asset/Liability Category | Amount (RMB thousands) | | :--- | :--- | | Property, Plant and Equipment | 43,593 | | Right-of-Use Assets | 174,559 | | Inventories | 47,741 | | Cash and Cash Equivalents | 19,093 | | Lease Liabilities | (235,651) | | Trade and Bills Payables | (75,865) | | Net Liabilities Disposed | (63,148) | [Fair Value Measurement of Financial Instruments](index=48&type=section&id=Fair%20Value%20Measurement%20of%20Financial%20Instruments) The group measures certain financial assets at fair value, including unlisted financial product investments (Level 2, discounted cash flow), listed equity securities (Level 1, active market quotes), and unquoted equity investments (Level 3, income approach discounted cash flow) - Fair value measurement of financial assets is categorized into three levels: Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs)[149](index=149&type=chunk) - Fair Value Measurement of Financial Assets (As of June 30, 2025) | Financial Asset | Fair Value (RMB thousands) | Fair Value Level | Valuation Techniques and Key Inputs | | :--- | :--- | :--- | :--- | | Unlisted Financial Product Investments | 1,286,843 | Level 2 | Discounted cash flow method, estimated based on expected returns and market interest rates | | Listed Equity Securities Investments | 74,836 | Level 1 | Quoted in active markets | | Unquoted Equity Investments | 797 | Level 3 | Income approach – discounted cash flow method, based on long-term earnings growth rate and management experience | - The Chief Financial Officer is responsible for determining valuation techniques and inputs, collaborating with external valuers, and regularly reporting reasons for fair value fluctuations to the board[154](index=154&type=chunk)

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8月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 联华超市股份有限公司 呈交日期: 2025年9月7日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | H | | | 於香港聯交所上市 (註1) | | 是 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00980 | 說明 | | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | | 法定/註冊股本 | | | 上月底結存 | | | 372,600,000 | RMB | | | 1 RMB | | | 372,600,000 | | 增加 / 減少 (-) | | | | | | | RMB | | | | | 本月底結存 | | | 372,600,000 | RMB | | | 1 RMB | | | 372,600,000 | | ...

Group 1 - The core viewpoint of the article highlights the shift in Shanghai's support for Xinjiang from traditional "blood transfusion" methods to a more sustainable "blood production" approach, emphasizing quality and market recognition of local products [1][2][3] - The launch of the "Shanghai Guidelines for Mountain-Sea Ecological Food Access" aims to establish a high standard for agricultural products from Xinjiang, surpassing national standards, and promoting them as "quality selections" in the market [2][5] - The establishment of the "Kunlun Zhenxuan" market area in Lianhua Supermarket represents a new model of consumption collaboration, focusing on quality rather than mere charity, enhancing the perception of Xinjiang products among consumers [5][11] Group 2 - The exhibition showcased star products from four counties in Kashgar, including high-quality almonds, grapes, and apples, demonstrating the integration of deep processing and cultural innovation [7][9] - Significant business agreements were made during the event, including a 6 million yuan clothing cooperation and a 15 million yuan agreement to promote specific agricultural products, indicating a strong market response [11] - The event's "precise matching" mechanism for product distribution and sales channels aims to enhance the efficiency of the supply chain, facilitating deeper collaboration between Shanghai and Kashgar [11]

Core Insights - The company reported a revenue of RMB 9.591 billion for the six months ending June 30, 2025, representing a year-on-year decline of approximately 12.0% [1] - Same-store sales decreased by approximately 8.20%, with large comprehensive supermarkets down by about 9.85%, supermarkets down by about 6.16%, and convenience stores down by about 11.67% [1] - Gross profit amounted to approximately RMB 1.14 billion, a year-on-year decrease of about 8.9%, while the gross margin increased by approximately 0.40 percentage points to 11.89% [1] - The profit attributable to shareholders was approximately RMB 0.042 billion, an increase of about RMB 0.097 billion year-on-year, with basic earnings per share at RMB 0.03 [1]

Core Viewpoint - Lianhua Supermarket (00980) reported a revenue of 9.591 billion yuan for the six months ending June 30, 2025, representing a year-on-year decrease of 11.98% [1] Financial Performance - The company achieved a profit attributable to shareholders of 42.246 million yuan, compared to a loss of 54.809 million yuan in the same period last year [1] - Earnings per share stood at 3.1 cents [1] Sales Performance - Same-store sales declined by approximately 8.20% year-on-year [1] - Large-scale comprehensive supermarket format saw a decline of about 9.85% [1] - Supermarket format experienced a decrease of approximately 6.16% [1] - Convenience store format reported a decline of 11.67% [1] Store Expansion - The company operated a total of 3,091 stores [1] - During the review period, 95 new stores were opened [1] - No new large-scale comprehensive supermarket stores were opened [1] - 83 new supermarket format stores were opened, including 21 direct-operated and 62 franchised stores [1] - 12 new convenience stores were opened, comprising 5 direct-operated and 7 franchised stores [1]

Group 1 - The core viewpoint of the article is that Lianhua Supermarket (00980) reported a decline in revenue and a return to profitability for the first half of 2025 [1] - The company achieved a revenue of 9.591 billion, representing a year-on-year decrease of approximately 12.0% [1] - The net profit attributable to shareholders was 42.246 million, compared to a loss of 54.809 million in the same period last year [1] Group 2 - Same-store sales decreased by approximately 8.20%, with large-scale supermarkets down by about 9.85%, supermarkets down by 6.16%, and convenience stores down by 11.67% [1] - The company operated a total of 3,091 stores during the reporting period [1] - During the review period, the company opened 95 new stores, with no new large-scale supermarkets, 83 new supermarkets (21 direct-operated and 62 franchised), and 12 new convenience stores (5 direct-operated and 7 franchised) [1]

[Financial Summary](index=1&type=section&id=%E8%B2%A1%E5%8B%99%E6%91%98%E8%A6%81) [Key Financial Indicators](index=1&type=section&id=%E4%B8%BB%E8%A6%81%E8%B2%A1%E5%8B%99%E6%8C%87%E6%A8%99) For the six months ended June 30, 2025, turnover decreased by 12.0% to RMB 9.591 billion, while operating profit surged by 466.6% to RMB 81 million, and profit attributable to shareholders turned profitable at RMB 42 million Key Financial Indicators | Indicator | 2025 (RMB) | Year-over-Year Change | | :--- | :--- | :--- | | Turnover | RMB 9.591 billion | -12.0% | | Gross Profit | RMB 1.140 billion | -8.9% | | Gross Profit Margin | 11.89% | +0.40 percentage points | | Operating Profit | RMB 81 million | +466.6% | | Operating Profit Margin | 0.84% | +0.71 percentage points | | Profit Attributable to Equity Holders of the Company | RMB 42 million | Turned profitable (increased by RMB 97 million) | | Basic Earnings Per Share | RMB 0.03 | Turned profitable | - Same-store sales decreased by approximately **8.20%** year-over-year, with large hypermarket format decreasing by approximately **9.85%**, supermarket format by approximately **6.16%**, and convenience store format by approximately **11.67%**[2](index=2&type=chunk) [Store Network Overview](index=1&type=section&id=%E9%96%80%E5%BA%97%E7%B6%B2%E7%B5%A1%E6%A6%82%E6%B3%81) As of the end of the reporting period, the Group operated 3,091 stores, with 95 new stores opened during the period, including 83 supermarkets and 12 convenience stores Store Network Overview | Indicator | Number of Stores | | :--- | :--- | | Total Stores Operated | 3,091 | | New Stores Opened This Period | 95 | | - Supermarket Format | 83 | | - Convenience Store Format | 12 | [Condensed Consolidated Financial Statements](index=2&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E7%B6%9C%E5%90%88%E6%94%B6%E7%9B%8A%E8%A1%A8) For the six months ended June 30, 2025, the company's turnover was RMB 9,591,172 thousand, a decrease from the prior year, with total profit for the period of RMB 59,707 thousand, turning profitable from a loss of RMB 27,850 thousand in the prior year, and profit attributable to equity holders of the Company of RMB 42,246 thousand Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | Indicator | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Turnover | 9,591,172 | 10,896,547 | | Gross Profit | 1,140,095 | 1,251,896 | | Other Income | 639,751 | 902,425 | | Other Income and Other Gains and Losses | 410,898 | 282,829 | | Distribution and Selling Costs | (1,696,579) | (1,973,101) | | Administrative Expenses | (311,328) | (324,077) | | Profit Before Tax | 84,066 | 17,522 | | Income Tax Expense | (24,359) | (45,372) | | Total Profit (Loss) for the Period | 59,707 | (27,850) | | Profit (Loss) Attributable to Equity Holders of the Company | 42,246 | (54,809) | | Basic Earnings (Loss) Per Share | 3.1 fen | (4.9) fen | [Condensed Consolidated Statement of Financial Position](index=3&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) As of June 30, 2025, total assets were RMB 17,580,927 thousand, a decrease from December 31, 2024; equity attributable to equity holders of the Company turned positive to RMB 112,332 thousand, with total equity amounting to RMB 478,149 thousand Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Total Assets | 17,580,927 | 19,662,370 | | Non-current Assets | 10,270,051 | 11,382,383 | | Current Assets | 7,310,876 | 7,923,415 | | Equity Attributable to Equity Holders of the Company | 112,332 | (286,639) | | Total Equity | 478,149 | 67,931 | | Total Liabilities | 17,102,778 | 19,594,439 | [Notes to the Condensed Consolidated Financial Statements](index=5&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) [Principal Activities and Liquidity](index=5&type=section&id=%E4%B8%BB%E7%87%9F%E6%A5%AD%E5%8B%99%E8%88%87%E6%B5%81%E5%8B%95%E6%80%A7) Lianhua Supermarket Holdings Co., Ltd. primarily operates chain supermarkets, hypermarkets, and convenience stores in East China; despite net current liabilities, directors believe liquidity risk is effectively managed through non-current unrestricted time deposits and bill settlement, ensuring the Group's going concern - Principal business activities include operating chain supermarkets, hypermarkets, and convenience stores, primarily located in East China[6](index=6&type=chunk) Net Current Liabilities and Unrestricted Time Deposits | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Net Current Liabilities | 6,406,252 | 7,454,930 | | Non-current Unrestricted Time Deposits | 2,520,100 | 1,690,000 | - The company's directors believe the Group's liquidity risk is effectively monitored, enabling it to continue as a going concern[7](index=7&type=chunk) [Significant Accounting Policies](index=6&type=section&id=%E9%87%8D%E5%A4%A7%E6%9C%83%E8%A8%88%E6%94%BF%E7%AD%96) The condensed consolidated financial statements are prepared under the historical cost convention, with certain financial instruments measured at fair value; revisions to HKFRSs issued by HKICPA were first applied this period but had no significant impact on financial position or performance - The condensed consolidated financial statements are prepared on the historical cost basis, except for certain financial instruments measured at fair value as appropriate[9](index=9&type=chunk) - Revisions to Hong Kong Financial Reporting Standards issued by the HKICPA, effective for the Group's annual period beginning January 1, 2025, were first applied in this interim period[10](index=10&type=chunk) - The application of these revisions had no significant impact on the Group's financial position, performance, and/or disclosures in these condensed consolidated financial statements for the current and prior periods[11](index=11&type=chunk) [Revenue and Other Income](index=7&type=section&id=%E7%87%9F%E6%A5%AD%E9%A1%8D%E5%8F%8A%E5%85%B6%E4%BB%96%E6%94%B6%E7%9B%8A) The Group primarily operates chain hypermarkets, supermarkets, and convenience stores; turnover mainly derives from goods sales, while service income and rental income from leased properties constitute other income, with both goods sales, service, and rental income decreasing year-over-year Revenue and Other Income by Type | Revenue Type | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Turnover - Sales of Goods | 9,591,172 | 10,896,547 | | Turnover - Service Income (from suppliers) | 440,798 | 657,273 | | Turnover - Franchise Fee Income | 17,761 | 18,829 | | Turnover - Commission Income | 4,644 | 659 | | Other Income - Rental Income from Leased Properties | 176,548 | 225,664 | | Total Turnover and Other Income | 10,230,923 | 11,798,972 | [Segment Information](index=9&type=section&id=%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) Group segment revenue primarily derived from hypermarkets, supermarkets, and convenience stores; all segments' revenue decreased, but convenience store losses narrowed, with all revenue derived from customers in China Segment Revenue and Results | Segment | 2025 Revenue (RMB '000) | 2024 Revenue (RMB '000) | 2025 Results (RMB '000) | 2024 Results (RMB '000) | | :--- | :--- | :--- | :--- | :--- | | Hypermarket | 4,116,687 | 5,220,509 | 1,830 | 94,228 | | Supermarket | 5,363,098 | 5,756,369 | 9,979 | 29,776 | | Convenience Store | 704,771 | 785,340 | (9,585) | (18,432) | | Other Businesses | 46,367 | 36,754 | 8,251 | 1,277 | | Total | 10,230,923 | 11,798,972 | 10,475 | 106,849 | - All of the Group's revenue and segment results are attributable to customers in China[18](index=18&type=chunk) [Other Income and Expenses](index=10&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5%E5%8F%8A%E9%96%8B%E6%94%AF) Total other income and gains increased significantly by 45.3% year-over-year, primarily due to gains from the disposal of equity in certain subsidiaries, while interest income and liquidated damages decreased, and government subsidies and fair value gains on financial assets increased, with other operating expenses decreasing year-over-year Other Income and Other Gains and Losses | Indicator | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Total Other Income and Other Gains and Losses | 410,898 | 282,829 | | - Interest Income from Bank Deposits and Time Deposits | 84,730 | 122,218 | | - Government Subsidies | 21,905 | 14,618 | | - Gain on Disposal of 3 Target Companies | 187,126 | – | | - Fair Value Gains on Financial Assets | 34,631 | 14,783 | | - Liquidated Damages Income | 5,879 | 48,841 | | Total Other Operating Expenses | 13,242 | 15,999 | | Total Finance Costs | 88,948 | 106,655 | - Government subsidies of **RMB 21,905,000** (2024: RMB 14,618,000) were received to encourage business development for certain subsidiaries in specific regions of China[22](index=22&type=chunk) [Profit Before Tax and Income Tax](index=12&type=section&id=%E7%A8%85%E5%89%8D%E7%9B%88%E5%88%A9%E8%88%87%E6%89%80%E5%BE%97%E7%A8%85) Group profit before tax significantly increased to RMB 84,066 thousand, primarily driven by gains from subsidiary disposals, while income tax expense decreased by 46.3% year-over-year, mainly due to deferred tax credits Profit Before Tax and Income Tax | Indicator | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Profit Before Tax | 84,066 | 17,522 | | Income Tax Expense | 24,359 | 45,372 | | Total Amortization and Depreciation | 562,607 | 631,039 | | Staff Costs | 867,039 | 974,992 | - Domestic subsidiaries in China are subject to a **25%** corporate income tax rate, while certain subsidiaries in specific western provinces enjoy a preferential rate of **15%**, and small low-profit enterprises benefit from preferential rates ranging from **5% to 10%**[24](index=24&type=chunk) [Dividends and Earnings Per Share](index=13&type=section&id=%E8%82%A1%E6%81%AF%E8%88%87%E6%AF%8F%E8%82%A1%E6%94%B6%E7%9B%8A) The Board of Directors recommended no interim dividend, and basic earnings per share turned profitable at RMB 0.03 from a loss in the prior year - The Board of Directors recommended no interim dividend payment[25](index=25&type=chunk) Earnings Per Share | Indicator | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Profit (Loss) Attributable to Equity Holders of the Company for the Period | 42,246 | (54,809) | | Basic Earnings (Loss) Per Share | 3.1 fen | (4.9) fen | | Weighted Average Number of Ordinary Shares | 1,370,208,000 | 1,119,600,000 | [Trade and Bills Receivables](index=14&type=section&id=%E6%87%89%E6%94%B6%E8%B3%A6%E6%AC%BE%E5%8F%8A%E6%87%89%E6%94%B6%E7%A5%A8%E6%93%9A) As of June 30, 2025, net trade and bills receivables were RMB 260,864 thousand, slightly lower than December 31, 2024, with a decrease in credit loss allowance and a significant reduction in total overdue trade receivables Trade and Bills Receivables | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Trade Receivables - from customer contracts | 268,833 | 270,006 | | Bills Receivables | – | 1,900 | | Less: Allowance for Credit Losses | (7,969) | (9,013) | | Net Trade and Bills Receivables | 260,864 | 262,893 | - Trade receivables primarily arise from sales to wholesalers, with credit terms ranging from **30 to 60 days**[32](index=32&type=chunk) Aging Analysis of Overdue Trade Receivables | Aging of Overdue Trade Receivables | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | 1–30 days overdue | 23 | 1,189 | | Over 30 days overdue | 1,731 | 9,094 | | Total | 1,754 | 10,283 | [Trade and Bills Payables](index=16&type=section&id=%E6%87%89%E4%BB%98%E8%B3%A6%E6%AC%BE%E5%8F%8A%E6%87%89%E4%BB%98%E7%A5%A8%E6%93%9A) As of June 30, 2025, total trade and bills payables were RMB 3,275,941 thousand, a decrease from December 31, 2024, primarily stemming from goods purchases with credit terms of 30 to 60 days Trade and Bills Payables | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Trade Payables | 2,200,063 | 2,765,969 | | Bills Payables | 1,075,878 | 1,104,924 | | Total | 3,275,941 | 3,870,893 | - Trade payables primarily arise from purchases of goods with credit terms ranging from **30 to 60 days**[42](index=42&type=chunk) [Management Discussion and Analysis](index=18&type=section&id=%E7%AE%A1%E7%90%86%E5%B1%A4%E8%A8%8E%E8%AB%96%E8%88%87%E5%88%86%E6%9E%90) [Operating Environment](index=18&type=section&id=%E7%B6%93%E7%87%9F%E7%92%B0%E5%A2%83) In H1 2025, global economic uncertainty intensified, but China's economy remained stable with moderate consumption recovery; the Group actively responded by focusing on fresh produce operations, transformation, commodity management, marketing innovation, cost control, digitalization, organizational optimization, and safety - In H1 2025, global economic uncertainty intensified, but China's economy demonstrated strong resilience and sustainability in its growth, maintaining stable national economic operations[46](index=46&type=chunk) Key Economic Indicators (H1 2025) | Indicator | H1 2025 | | :--- | :--- | | National Consumer Price Index (CPI) | Decreased slightly by 0.1% year-over-year | | Total Retail Sales of Consumer Goods | RMB 24.5 trillion, increased by 5.0% year-over-year | | Retail Sales of Essential Goods (e.g., grain, oil, food) | Increased by 9.1% year-over-year | - The consumption structure is undergoing profound changes, characterized by a balance of rationality and experience, with consumers increasingly focusing on the actual value and utility of goods, making "quality-price ratio" a core consideration[47](index=47&type=chunk) - Short video platforms like Douyin and Video Accounts have become crucial channels for product promotion, increasingly shaping and influencing consumer preferences[47](index=47&type=chunk) - The Group focused on key areas including fresh produce operations, transformation and empowerment, commodity management, marketing innovation, cost control, digital development, organizational optimization, and safety and quality[48](index=48&type=chunk) [Financial Review](index=19&type=section&id=%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) Group turnover decreased by 12.0% year-over-year due to evolving consumer demand, intensified competition, and strategic adjustments; gross profit margin improved, but other income declined; significant growth in other income and gains resulted from subsidiary disposals, while distribution and selling costs, administrative expenses, and income tax expenses decreased, leading to a turnaround to profit attributable to shareholders - Turnover decreased by approximately **RMB 1.305 billion**, a **12.0%** year-over-year decline, primarily due to evolving consumer demand and intensified industry competition, alongside the Group's strategic adjustments including the disposal of equity in certain subsidiaries and reduction of unprofitable sales scale[49](index=49&type=chunk) - Gross profit margin was approximately **11.89%**, an increase of approximately **0.40 percentage points** year-over-year, mainly due to the Group's optimized commodity management, promotion of standardized fresh produce, reduction of losses, and enhancement of fresh produce gross profit, as well as developing distinctive products, focusing on key categories, and increasing the proportion of private label products to improve commodity profitability[50](index=50&type=chunk) - Other income and other gains amounted to approximately **RMB 411 million**, an increase of approximately **RMB 128 million** year-over-year, representing a **45.3%** growth, primarily due to the Group's overall strategic adjustments and gains from the disposal of equity in certain subsidiaries[52](index=52&type=chunk) - Distribution and selling costs were approximately **RMB 1.697 billion**, a decrease of approximately **RMB 277 million** year-over-year, representing a **14.0%** reduction, mainly due to the Group's adjustment of unprofitable store network scale, continued strengthening of operating expense control, and optimization of resource allocation[53](index=53&type=chunk) - Profit attributable to equity holders of the Company was **RMB 42 million**, an increase of approximately **RMB 97 million** year-over-year; net profit margin was approximately **0.44%**, an increase of **0.94 percentage points** year-over-year[59](index=59&type=chunk) [Turnover](index=19&type=section&id=%E7%87%9F%E6%A5%AD%E9%A1%8D) Turnover decreased by 12.0% year-over-year to RMB 9.591 billion, primarily due to evolving consumer demand, intensified industry competition, and strategic adjustments including subsidiary disposals and reduction of unprofitable sales scale - During the reporting period, the Group's turnover was approximately **RMB 9.591 billion**, a year-over-year decrease of approximately **RMB 1.305 billion**, or **12.0%**[49](index=49&type=chunk) - This was primarily due to the continuous impact of evolving consumer demand and intensified industry competition, alongside the Group's overall strategic adjustments, including the disposal of equity in certain subsidiaries and reduction of unprofitable sales scale, leading to a decrease in overall sales volume[49](index=49&type=chunk) [Gross Profit](index=20&type=section&id=%E6%AF%9B%E5%88%A9%E9%A1%8D) Gross profit decreased by 8.9% year-over-year to RMB 1.140 billion, but gross profit margin increased by 0.40 percentage points to 11.89%, driven by optimized commodity management, standardized fresh produce, and increased private label product proportion - During the reporting period, the Group's gross profit was approximately **RMB 1.140 billion**, a year-over-year decrease of approximately **RMB 112 million**, or **8.9%**[50](index=50&type=chunk) - The Group's overall gross profit margin was approximately **11.89%**, an increase of approximately **0.40 percentage points** from **11.49%** in the prior year[50](index=50&type=chunk) - This was primarily due to the Group's optimized commodity management, promoting standardized fresh produce to reduce losses and enhance fresh produce gross profit, and developing distinctive products, focusing on key categories, and increasing the proportion of private label products to improve commodity profitability[50](index=50&type=chunk) [Other Income](index=20&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E7%9B%8A) Other income decreased by 29.1% year-over-year to RMB 640 million, mainly due to reduced supplier-related income from smaller sales scale and lower rental income from leased properties due to hypermarket strategic adjustments - During the reporting period, the Group's other income was approximately **RMB 640 million**, a year-over-year decrease of approximately **RMB 263 million**, or **29.1%**[51](index=51&type=chunk) - Due to the reduction in sales scale, income from suppliers decreased by approximately **RMB 216 million** year-over-year[51](index=51&type=chunk) - The hypermarket format implemented a "smaller, community-focused" strategic adjustment, leading to a year-over-year decrease of approximately **RMB 49 million** in the Group's rental income from leased properties[51](index=51&type=chunk) [Other Income and Other Gains and Losses](index=20&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5%E5%8F%8A%E5%85%B6%E4%BB%96%E5%88%A9%E5%BE%97%E5%8F%8A%E6%90%8D%E5%A4%B1) Other income and other gains increased significantly by 45.3% year-over-year to RMB 411 million, primarily due to gains from the disposal of equity in certain subsidiaries as part of the Group's overall strategic adjustments - During the reporting period, the Group's other income and other gains amounted to approximately **RMB 411 million**, a year-over-year increase of approximately **RMB 128 million**, representing a **45.3%** growth[52](index=52&type=chunk) - This was primarily due to the Group's overall strategic adjustments and gains from the disposal of equity in certain subsidiaries[52](index=52&type=chunk) [Distribution and Selling Costs](index=21&type=section&id=%E5%88%86%E9%8A%B7%E5%8F%8A%E9%8A%B7%E5%94%AE%E6%88%90%E6%9C%AC) Distribution and selling costs decreased by 14.0% year-over-year to RMB 1.697 billion, mainly due to the Group's adjustment of unprofitable store network scale and strengthened control over operating expenses - During the reporting period, the Group's distribution and selling costs were approximately **RMB 1.697 billion**, a year-over-year decrease of approximately **RMB 277 million**, or **14.0%**[53](index=53&type=chunk) - This was primarily due to the Group's adjustment of unprofitable store network scale, continued strengthening of operating expense control, and optimization of resource allocation[53](index=53&type=chunk) [Administrative Expenses](index=21&type=section&id=%E8%A1%8C%E6%94%BF%E9%96%8B%E6%94%AF) Administrative expenses decreased by 3.9% year-over-year to RMB 311 million - During the reporting period, the Group's administrative expenses were approximately **RMB 311 million**, a year-over-year decrease of approximately **RMB 13 million**, or **3.9%**[54](index=54&type=chunk) [Other Operating Expenses](index=21&type=section&id=%E5%85%B6%E4%BB%96%E7%B6%93%E7%87%9F%E9%96%8B%E6%94%AF) Other operating expenses decreased by approximately RMB 3 million year-over-year to RMB 13 million - During the reporting period, the Group's other operating expenses were approximately **RMB 13 million**, a year-over-year decrease of approximately **RMB 3 million**[55](index=55&type=chunk) [Share of Results of Associates](index=21&type=section&id=%E6%87%89%E4%BD%94%E8%81%AF%E7%87%9F%E5%85%AC%E5%8F%B8%E6%A5%AD%E7%B8%BE) The Group's share of results of associates was approximately RMB 3 million, remaining largely stable year-over-year - During the reporting period, the Group's share of results of associates was approximately **RMB 3 million**, remaining largely stable year-over-year[56](index=56&type=chunk) [Profit Before Tax](index=21&type=section&id=%E7%A8%85%E5%89%8D%E7%9B%88%E5%88%A9) Group profit before tax significantly increased to RMB 84 million, representing a year-over-year increase in profit of approximately RMB 67 million - During the reporting period, the Group's profit before tax was approximately **RMB 84 million**, representing a year-over-year increase in profit of approximately **RMB 67 million**[57](index=57&type=chunk) [Income Tax Expense](index=21&type=section&id=%E6%89%80%E5%BE%97%E7%A8%85%E8%B2%BB%E7%94%A8) Income tax expense decreased by approximately RMB 21 million year-over-year to RMB 24 million - During the reporting period, the Group's income tax expense was approximately **RMB 24 million**, a year-over-year decrease of approximately **RMB 21 million**[58](index=58&type=chunk) [Profit Attributable to Equity Holders of the Company](index=22&type=section&id=%E6%AD%B8%E5%B1%AC%E6%96%BC%E6%9C%AC%E5%85%AC%E5%8F%B8%E8%82%A1%E6%9D%B1%E7%9A%84%E7%9B%88%E5%88%A9) Profit attributable to equity holders of the Company was RMB 42 million, representing a year-over-year increase in profit of approximately RMB 97 million, with net profit margin rising by 0.94 percentage points to 0.44% - During the reporting period, profit attributable to equity holders of the Company was **RMB 42 million**, representing a year-over-year increase in profit of approximately **RMB 97 million**[59](index=59&type=chunk) - During the reporting period, the net profit margin was approximately **0.44%**, an increase of **0.94 percentage points** year-over-year[59](index=59&type=chunk) - Basic earnings per share were approximately **RMB 0.03**[59](index=59&type=chunk) [Liquidity and Financial Resources](index=22&type=section&id=%E6%B5%81%E5%8B%95%E6%80%A7%E5%8F%8A%E8%B2%A1%E5%8B%99%E8%B3%87%E6%BA%90) As of June 30, 2025, the Group held approximately RMB 6.148 billion in cash and bank balances with no bank borrowings; trade payables turnover was about 57 days, inventory turnover about 40 days, and the capital gearing ratio was 0.0% - As of June 30, 2025, the Group's cash and bank balances amounted to approximately **RMB 6.148 billion**[60](index=60&type=chunk) - For the six months ended June 30, 2025, the Group's trade payables turnover period was approximately **57 days**, and inventory turnover period was approximately **40 days**[60](index=60&type=chunk) - The Group did not use any financial instruments for hedging risks and had no outstanding hedging financial instruments as of June 30, 2025[60](index=60&type=chunk) - As of June 30, 2025, the Group's capital gearing ratio was **0.0%** (December 31, 2024: 0.0%)[61](index=61&type=chunk) [Retail Business Growth](index=22&type=section&id=%E9%9B%B6%E5%94%AE%E6%A5%AD%E5%8B%99%E5%A2%9E%E9%95%B7%E6%83%85%E6%B3%81) All three retail formats (hypermarkets, supermarkets, convenience stores) experienced turnover declines due to strategic adjustments and market competition; hypermarket and supermarket operating profits decreased, while convenience store losses narrowed, with all formats undergoing transformation to adapt to market changes - Hypermarket format turnover decreased by approximately **18.6%** year-over-year, supermarket format turnover decreased by approximately **6.6%** year-over-year, and convenience store format turnover decreased by approximately **9.9%** year-over-year[62](index=62&type=chunk)[65](index=65&type=chunk)[67](index=67&type=chunk) - The decline in turnover was primarily due to the Group's overall strategic adjustments, including the disposal of equity in certain subsidiaries and reduction of unprofitable sales scale, leading to a year-over-year decrease in turnover[63](index=63&type=chunk) - Hypermarket format gross profit margin increased by approximately **1.32 percentage points** year-over-year to approximately **13.98%**, convenience store format gross profit margin increased by approximately **0.34 percentage points** to approximately **11.00%**, while supermarket format gross profit margin decreased by approximately **0.11 percentage points** year-over-year to approximately **10.31%**[63](index=63&type=chunk)[65](index=65&type=chunk)[67](index=67&type=chunk) [Hypermarket](index=22&type=section&id=%E5%A4%A7%E5%9E%8B%E7%B6%9C%E5%90%88%E8%B6%85%E5%B8%82) Hypermarket turnover decreased by 18.6% to RMB 3.844 billion, accounting for 40.1% of Group turnover; gross profit margin increased to 13.98%, but operating profit significantly decreased to RMB 2 million, with operating profit margin falling to 0.05%, mainly due to strategic adjustments and subsidiary disposals - During the reporting period, hypermarket format turnover was approximately **RMB 3.844 billion**, a year-over-year decrease of approximately **RMB 881 million**, or **18.6%**, accounting for approximately **40.1%** of the Group's turnover[62](index=62&type=chunk) Hypermarket Performance Metrics | As of June 30 | 2025 | 2024 | | :--- | :--- | :--- | | Gross Profit Margin (%) | 13.98 | 12.66 | | Comprehensive Income Margin (%) | 24.52 | 27.03 | | Operating Profit Margin (%) | 0.05 | 1.99 | - The hypermarket format recorded an operating profit of approximately **RMB 2 million**, a year-over-year decrease in profit of approximately **RMB 92 million**[63](index=63&type=chunk) - The hypermarket format implemented a "smaller, community-focused" strategic adjustment, optimizing product structure, reducing operating area, and scientifically planning functional zones[63](index=63&type=chunk) [Supermarket](index=24&type=section&id=%E8%B6%85%E7%B4%9A%E5%B8%82%E5%A0%B4) Supermarket turnover decreased by 6.6% to RMB 5.017 billion, accounting for 52.3% of Group turnover; gross profit margin slightly decreased to 10.31%, operating profit fell to RMB 10 million, with operating profit margin declining to 0.20%, as the format focuses on community needs to become a "community living service center" - During the reporting period, supermarket format turnover was approximately **RMB 5.017 billion**, a year-over-year decrease of approximately **RMB 355 million**, or **6.6%**, accounting for approximately **52.3%** of the Group's turnover[65](index=65&type=chunk) Supermarket Performance Metrics | As of June 30 | 2025 | 2024 | | :--- | :--- | :--- | | Gross Profit Margin (%) | 10.31 | 10.42 | | Comprehensive Income Margin (%) | 18.57 | 19.11 | | Operating Profit Margin (%) | 0.20 | 0.55 | - The supermarket format recorded an operating profit of approximately **RMB 10 million**, a year-over-year decrease of approximately **RMB 20 million**[65](index=65&type=chunk) - The supermarket format focuses on precisely targeting community needs, upgrading stores into "community living service centers"[65](index=65&type=chunk) [Convenience Store](index=25&type=section&id=%E4%BE%BF%E5%88%A9%E5%BA%97) Convenience store turnover decreased by 9.9% to RMB 689 million, accounting for 7.2% of Group turnover; gross profit margin increased to 11.00%, and operating loss narrowed to RMB 10 million, with operating profit margin rising to -1.39%, mainly due to the proactive closure of long-term unprofitable stores - During the reporting period, convenience store format turnover was approximately **RMB 689 million**, a year-over-year decrease of approximately **RMB 76 million**, or **9.9%**, accounting for approximately **7.2%** of the Group's turnover[67](index=67&type=chunk) Convenience Store Performance Metrics | As of June 30 | 2025 | 2024 | | :--- | :--- | :--- | | Gross Profit Margin (%) | 11.00 | 10.66 | | Comprehensive Income Margin (%) | 13.60 | 13.71 | | Operating Profit Margin (%) | -1.39 | -2.41 | - The convenience store format recorded an operating loss of approximately **RMB 10 million**, a year-over-year reduction in loss of approximately **RMB 8 million**[67](index=67&type=chunk) - Based on its overall strategic planning, the Group proactively closed some long-term unprofitable stores, leading to a year-over-year decrease in turnover[67](index=67&type=chunk) [Capital Structure and Risks](index=26&type=section&id=%E8%B3%87%E6%9C%AC%E6%9E%B6%E6%A7%8B%E8%88%87%E9%A2%A8%E9%9A%AA) As of June 30, 2025, the Group held cash and cash equivalents primarily in RMB with no bank borrowings; equity attributable to equity holders turned positive due to capital increase and profit; the Group had no pledged assets or significant contingent liabilities and did not hedge foreign exchange risk, but directors believe it can meet foreign exchange needs - As of June 30, 2025, the Group's cash and cash equivalents were primarily held in RMB, with no other bank borrowings[71](index=71&type=chunk) - The Company's equity attributable to equity holders increased from approximately **RMB -287 million** to approximately **RMB 112 million**, primarily due to a capital increase of **RMB 360 million** and profit attributable to equity holders of approximately **RMB 42 million** during the period[71](index=71&type=chunk) - As of June 30, 2025, the Group had no pledged assets[72](index=72&type=chunk) - Most of the Group's income and expenditure items are denominated in RMB; during the reporting period, the Group did not encounter any significant difficulties due to exchange rate fluctuations, nor were its operations or liquidity affected, and the Group did not enter into any agreements or purchase financial instruments to hedge its exchange rate risk[73](index=73&type=chunk) - As of June 30, 2025, the Group had no significant contingent liabilities[76](index=76&type=chunk) [Capital Structure](index=26&type=section&id=%E8%B3%87%E6%9C%AC%E6%9E%B6%E6%A7%8B) As of June 30, 2025, the Group's cash and cash equivalents were primarily held in RMB with no bank borrowings; equity attributable to equity holders turned positive, mainly due to a capital increase of RMB 360 million and profit attributable to equity holders of RMB 42 million during the period - As of June 30, 2025, the Group's cash and cash equivalents were primarily held in RMB, with no other bank borrowings[71](index=71&type=chunk) - The Company's equity attributable to equity holders increased from approximately **RMB -287 million** to approximately **RMB 112 million**, primarily due to a capital increase of **RMB 360 million** and profit attributable to equity holders of approximately **RMB 42 million** during the period[71](index=71&type=chunk) [Pledged Assets](index=26&type=section&id=%E5%B7%B2%E8%B3%AA%E6%8A%BC%E8%B3%87%E7%94%A2) As of June 30, 2025, the Group had no pledged assets - As of June 30, 2025, the Group had no pledged assets[72](index=72&type=chunk) [Foreign Exchange Risk](index=27&type=section&id=%E5%A4%96%E5%8C%AF%E9%A2%A8%E9%9A%AA) Most of the Group's income and expenditure items are denominated in RMB; during the reporting period, the Group did not encounter any significant difficulties due to exchange rate fluctuations, nor were its operations or liquidity affected, and the Group did not enter into any agreements or purchase financial instruments to hedge its exchange rate risk, but directors believe it can meet foreign exchange needs - Most of the Group's income and expenditure items are denominated in RMB[73](index=73&type=chunk) - During the reporting period, the Group did not encounter any significant difficulties due to exchange rate fluctuations, nor were its operations or liquidity affected[73](index=73&type=chunk) - The Group did not enter into any agreements or purchase financial instruments to hedge its exchange rate risk, and the Company's directors believe the Group can meet its foreign exchange needs[73](index=73&type=chunk) [Share Capital](index=27&type=section&id=%E8%82%A1%E6%9C%AC) As of June 30, 2025, the company had 1,479,600,000 issued shares, with domestic shares accounting for 72.68%, and capital increased during the period through the allotment and issuance of 360,000,000 domestic shares to Bailian Group via a subscription Issued Share Capital by Type | Class of Issued Shares | Number of Shares | Percentage (%) | | :--- | :--- | :--- | | Domestic Shares | 1,075,397,400 | 72.68 | | Unlisted Foreign Shares | 31,602,600 | 2.14 | | H Shares | 372,600,000 | 25.18 | | Total | 1,479,600,000 | 100.00 | - The Company duly allotted and issued **360,000,000** domestic shares ("Subscription Shares") to Bailian Group at a subscription price of **RMB 1.00** per share[74](index=74&type=chunk) [Contingent Liabilities](index=28&type=section&id=%E6%88%96%E6%9C%89%E8%B2%A0%E5%82%B5) As of June 30, 2025, the Group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities[76](index=76&type=chunk) [Operating Strategies and Implementation](index=28&type=section&id=%E7%B6%93%E7%87%9F%E7%AD%96%E7%95%A5%E8%88%87%E5%AF%A6%E6%96%BD) The Group focused on the Yangtze River Delta region, driving transformation and empowerment across key formats through multi-dimensional adjustments, steadily expanding its network with 95 new stores (66 in the Yangtze River Delta) while closing 121 stores to enhance network quality, and implementing comprehensive measures including commodity and supply chain management, marketing innovation, digitalization, organizational optimization, talent development, and cost control to boost core competitiveness - The Group focused on the core Yangtze River Delta region, driving transformation and empowerment of its main business formats through multi-dimensional adjustments to achieve business optimization and upgrading[77](index=77&type=chunk) - During the reporting period, the Group steadily advanced its network expansion, opening a total of **95** new stores, including **26** directly operated stores and **69** franchised stores, with **66** new stores in the Yangtze River Delta region, accounting for **69.5%**[77](index=77&type=chunk) - On the other hand, to adapt to market changes and enhance overall network quality, the Group systematically reviewed its stores, closing a total of **121** stores, including **21** directly operated stores and **100** franchised stores[77](index=77&type=chunk) - The Group focused on acquiring fresh produce customers, implementing multi-dimensional precise strategies, continuously strengthening direct sourcing at the origin in supply chain management, and establishing multi-origin backup mechanisms[81](index=81&type=chunk) - The Group comprehensively advanced its store digitalization transformation, significantly improving store operational efficiency, reducing costs, and enhancing human efficiency by achieving precise task assignment, standardized operations, mobile functionality, and visible tracking[84](index=84&type=chunk) [Driving Transformation and Empowerment](index=28&type=section&id=%E6%8E%A8%E5%8B%95%E8%BD%89%E5%9E%8B%E5%A2%9E%E8%83%BD) The Group drove transformation and empowerment across key formats through multi-dimensional adjustments, with hypermarkets shifting to "smaller, community-focused" models, supermarkets adopting refined operations, and convenience stores maintaining stable growth; 95 new stores were opened and 121 were closed to optimize network quality - The hypermarket format continued its transformation towards a "smaller, community-focused" direction, the supermarket format adopted a more refined operating model, the convenience store format maintained stable scale development, and franchise business moved towards a centralized direction[77](index=77&type=chunk) - The Group steadily advanced its network expansion, opening a total of **95** new stores, including **26** directly operated stores and **69** franchised stores, with **66** new stores in the Yangtze River Delta region, accounting for **69.5%**[77](index=77&type=chunk) - The Group systematically reviewed its stores, closing a total of **121** stores, including **21** directly operated stores and **100** franchised stores[77](index=77&type=chunk) - The hypermarket format underwent systematic innovation around store development and transformation strategies, accelerating the upgrade of traditional hypermarkets into "quality living hubs"[78](index=78&type=chunk) - The supermarket format focuses on precisely targeting community needs, upgrading stores into "community living service centers" to meet residents' "one-stop" daily needs[79](index=79&type=chunk) - In the Zhejiang region, the Group actively incubated discount formats and expanded into new business segments, currently operating **13** outlets[79](index=79&type=chunk) Store Network by Format and Operation Type | Format | Directly Operated | Franchised | Total | | :--- | :--- | :--- | :--- | | Hypermarket | 98 | – | 98 | | Supermarket | 840 | 1,425 | 2,265 | | Convenience Store | 288 | 440 | 728 | | Total | 1,226 | 1,865 | 3,091 | [Commodity and Supply Chain Management](index=30&type=section&id=%E5%95%86%E5%93%81%E8%88%87%E4%BE%9B%E6%87%89%E9%8F%88%E7%AE%A1%E7%90%86) The Group focused on fresh produce customer acquisition, strengthening direct sourcing and regional resource integration, promoting standardized fresh produce, developing distinctive products, and increasing private label proportion; it also enhanced fresh produce quality and supply stability by integrating procurement and processing centers and building a fresh produce distribution system, while deepening JBP cooperation with suppliers - The Group focused on acquiring fresh produce customers, implementing multi-dimensional precise strategies, continuously strengthening direct sourcing at the origin in supply chain management, and establishing multi-origin backup mechanisms to mitigate supply risks and ensure stable supply of fresh produce[81](index=81&type=chunk) - In commodity management, the Group focused on optimizing strategies, on one hand promoting a standardized fresh produce model, and on the other hand focusing on key categories to develop distinctive products and increase the proportion of private label products[81](index=81&type=chunk)[82](index=82&type=chunk) - The Group deepened its Joint Business Planning (JBP) cooperation model, expanding the scale and level of collaboration with suppliers, and strengthening strategic partnerships with leading brand suppliers[82](index=82&type=chunk) - In the supply chain, the Group continuously increased the proportion of direct sourcing and direct supply, advanced the standardization of commodities, and ensured product quality and supply stability[82](index=82&type=chunk) [Marketing Innovation](index=32&type=section&id=%E7%87%9F%E9%8A%B7%E5%89%B5%E6%96%B0) The Group enhanced brand visibility and engaged consumers through popular themed marketing campaigns like "CNY," "Spring Outing Season," "34th Anniversary," and "National Brands V. Trend," leveraging new media such as Video Account IPs to foster fan economy potential - The supermarket format meticulously planned marketing activities around popular themes, focusing on three S-tier seasonal campaigns: "CNY," "Spring Outing Season," and "34th Anniversary"[83](index=83&type=chunk) - The hypermarket format successfully ignited consumer enthusiasm for national brands with the "National Brands V. Trend" campaign as a key initiative[83](index=83&type=chunk) - The Group fully leveraged new media to enhance brand visibility, creating unique Video Account IPs by utilizing the locational advantages of popular stores, effectively unleashing the immense potential of the fan economy[83](index=83&type=chunk) [Digital Transformation](index=33&type=section&id=%E6%95%B8%E5%AD%97%E5%8C%96%E8%BD%89%E5%9E%8B) The Group comprehensively advanced store digitalization, significantly improving operational efficiency, reducing costs, and enhancing human efficiency by achieving precise task assignment, standardized operations, mobile functionality, and visible tracking, with a focus on four key digital initiatives: refined management, integrated business and finance, precise marketing, and data-driven operations - The Group comprehensively advanced its store digitalization transformation, significantly improving store operational efficiency, reducing costs, and enhancing human efficiency by achieving precise task assignment, standardized operations, mobile functionality, and visible tracking[84](index=84&type=chunk) - Key efforts focused on the coordinated implementation of four major digital initiatives: enhancing refined store management, upgrading the EAM system to achieve integrated business and finance, leveraging AI technology and digital hardware for precise marketing, and reconstructing data billboards for data-driven operations[84](index=84&type=chunk) [Organizational Optimization and Talent Development](index=34&type=section&id=%E7%B5%84%E7%B9%94%E5%84%AA%E5%8C%96%E8%88%87%E4%BA%BA%E6%89%8D%E7%99%BC%E5%B1%95) The Group accelerated organizational reform, establishing Shanghai City Center and Supermarket Operations Center for hypermarket format, deepening headquarters' organizational reform, optimizing management efficiency, strengthening staffing management, advancing assessment system optimization, and piloting integrated operations and procurement performance, while increasing investment in talent acquisition and development - The establishment of the Shanghai City Center and Supermarket Operations Center for the hypermarket format was completed, clarifying functional settings, organizational structure, and staffing and personnel allocation[85](index=85&type=chunk) - The Group deepened headquarters' organizational reform by systematically reviewing functions and clearly defining the positioning of the headquarters and its member enterprises in terms of organizational structure, departmental setup, and core functional distribution[85](index=85&type=chunk) - At the company headquarters level, efforts focused on improving management efficiency ratios; at the frontline store level, staffing management was strengthened, personnel optimization paths were refined step-by-step, and key positions were filled[86](index=86&type=chunk) - The Group advanced the optimization of its assessment system, re-evaluating business team assessment methods and improving the operations and procurement indicator system; a pilot program for integrated operations and procurement performance was implemented in the Shanghai region for the supermarket format[86](index=86&type=chunk) - The Group increased investment in talent acquisition and development, strengthening the foundation of talent pipeline construction and focusing on the selection and cultivation of reserve talent[87](index=87&type=chunk) [Strengthening Management and Cost Reduction](index=35&type=section&id=%E5%BC%B7%E5%8C%96%E7%AE%A1%E7%90%86%E9%99%8D%E6%9C%AC) The Group achieved cost reduction and efficiency improvement through various measures, including rent reduction, operating expense control, and labor cost optimization, by refining rent calculation models, implementing multi-position integration and smart scheduling, establishing daily store loss monitoring, optimizing energy consumption, and managing marketing resource allocation based on ROI - Regarding rent reduction, the Group improved its rent calculation model, formulated a red-line store rent renegotiation list, and promoted rent renegotiations for high-cost stores[88](index=88&type=chunk) - In operating cost reduction and energy consumption control, the Group optimized personnel allocation, implemented multi-position integration and smart scheduling to enhance human efficiency; it also established a daily store loss monitoring mechanism and implemented refined loss control for high-loss categories[88](index=88&type=chunk) - In marketing and promotion resource allocation management, all marketing and promotion activities and member engagements were clearly aimed at "increasing customer traffic and repurchase rates," with ROI as the assessment benchmark[88](index=88&type=chunk) [Strategies and Plans](index=36&type=section&id=%E7%AD%96%E7%95%A5%E8%88%87%E8%A8%88%E5%8A%83) For H2 2025, China's economy is expected to remain resilient with further consumption potential; the Group will focus on reform and transformation, enhancing core capabilities, deepening restructuring, and embracing agile development, while optimizing supermarket and hypermarket formats, accelerating innovative commodity and supply chain systems, and systematically deploying eight core tasks to achieve high-quality brand development - In H2 2025, China's economy is expected to maintain overall development resilience, relying on a stable development foundation and a continuously expanding domestic demand market[89](index=89&type=chunk) - The Group will closely adhere to the core requirements of its reform and transformation strategy, focusing on enhancing core capabilities and further deepening reform and restructuring; it will uphold a self-driven and agile development philosophy, fully unleashing employees' creativity and potential[89](index=89&type=chunk) - The Group will continue to deeply cultivate the optimization and upgrading of its supermarket and hypermarket formats, accelerate the construction of innovative commodity and supply chain systems, and precisely capture consumption trends[89](index=89&type=chunk) - The Group will continue to focus on the core objective of stable growth, systematically deploying eight core tasks: "supermarket development and refined operations, hypermarket transformation and upgrading, commodity and supply chain development, Quick-Mart expansion and innovative franchise business, cross-sector collaboration and efficiency enhancement, digital development and empowerment, special cost-saving initiatives, and organizational efficiency improvement and personnel optimization"[90](index=90&type=chunk) - The Group will focus on supply chain upgrading, operational efficiency improvement, marketing empowerment and innovation, and integrated online-offline development, converging multi-dimensional efforts to drive sales growth[92](index=92&type=chunk) [Other Information](index=37&type=section&id=%E5%85%B6%E4%BB%96%E4%BF%A1%E6%81%AF) [Events After the Reporting Period](index=37&type=section&id=%E6%9C%9F%E5%BE%8C%E4%BA%8B%E9%A0%85) From July 1, 2025, to the date of this interim results announcement, there were no significant events after the reporting period that materially affected the Company's results - From July 1, 2025, to the date of this interim results announcement, there were no significant events after the reporting period that materially affected the Company's results[93](index=93&type=chunk) [Interim Dividend](index=37&type=section&id=%E4%B8%AD%E6%9C%9F%E8%82%A1%E6%81%AF) The Board of Directors recommended no interim dividend payment for the six months ended June 30, 2025 - The Board of Directors recommended no interim dividend payment for the six months ended June 30, 2025[94](index=94&type=chunk) [Purchase, Sale or Redemption of Shares](index=37&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20Shares) For the six months ended June 30, 2025, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities, nor did the Company hold any treasury shares - For the six months ended June 30, 2025, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[95](index=95&type=chunk) - As of June 30, 2025, the Company held no treasury shares[95](index=95&type=chunk) [Audit Committee](index=37&type=section&id=%E5%AF%A9%E6%A0%B8%E5%A7%94%E5%93%A1%E6%9C%83) The Audit Committee reviewed the Group's unaudited condensed interim financial statements for the six months ended June 30, 2025, discussed accounting principles, internal controls, and financial reporting with management, and had no disagreements on the adopted accounting principles and methods - The Company's Audit Committee considered and reviewed the accounting principles and methods adopted by the Group with management, discussed matters related to internal controls and financial reporting, and reviewed the Group's unaudited condensed interim financial statements for the six months ended June 30, 2025[96](index=96&type=chunk) - The Audit Committee had no disagreements on the accounting principles and methods adopted by the Group[96](index=96&type=chunk) [Compliance with Listing Rules](index=38&type=section&id=%E9%81%B5%E5%AE%88%E4%B8%8A%E5%B8%82%E8%A6%8F%E5%89%87) All directors, supervisors, and relevant employees fully complied with the Model Code for Securities Transactions by Directors of Listed Issuers, but there were deviations from the Corporate Governance Code regarding the absence of a clear rotation mechanism for directors and non-attendance of some non-executive and independent non-executive directors at board and AGM meetings - All directors, supervisors, and relevant employees fully complied with the provisions of the Model Code for Securities Transactions by Directors of Listed Issuers during the reporting period[97](index=97&type=chunk) - Deviation from Corporate Governance Code provision B.2.2: The Articles of Association currently do not explicitly stipulate a mechanism for directors' rotation by retirement[98](index=98&type=chunk) - Deviation from Corporate Governance Code provision C.1.6: Some non-executive directors and independent non-executive directors did not attend Board meetings and the Annual General Meeting due to other work commitments, but all appointed other directors to attend and exercise voting rights on their behalf[99](index=99&type=chunk) [Board of Directors](index=40&type=section&id=%E8%91%A3%E4%BA%8B%E6%9C%83%E6%88%90%E5%93%A1) This announcement lists the members of the Company's Board of Directors as of the announcement date, including executive directors, non-executive directors, and independent non-executive directors - Executive Directors: Wang Xiaoyan, Zhang Huiqin, and Zhu Dingping[103](index=103&type=chunk) - Non-executive Directors: Pu Shaohua, Shen Chen, Cao Hailun, and Yang Qin[103](index=103&type=chunk) - Independent Non-executive Directors: Xia Dawei, Li Guoming, Chen Wei, and Zhao Xinsheng[103](index=103&type=chunk)