此乃要件 請即處理 閣下如對本通函任何方面或應予採取的行動有任何疑問，請即諮詢股票經紀或其他註冊證券 商、銀行經理、律師、專業會計師或其他專業顧問。 閣下如已將名下中國心連心化肥有限公司股份全部售出或轉讓，應立即將本通函連同隨附的代 表委任表格送交買方或承讓人或經手買賣或轉讓的銀行、股票經紀或其他代理，以便轉交買方 或承讓人。 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通函的內容概不負責，對其準確性 或完整性亦不發表聲明，並明確表示，概不對因本通函全部或任何部分內容而產生或因倚賴該 等內容而引致的任何損失承擔任何責任。 CHINA XLX FERTILISER LTD. * 200610384G 1866 建議授出一般授權以購回股份及發行新股份 及 建議重選退任董事 及 建議修訂憲章文件 及 股東週年大會通告 中國心連心化肥有限公司謹訂於二零二五年六月二十日上午九時三十分假座中國河南省新鄉經 濟開發區心連心大道七號門研發樓六樓第三會議室舉行股東週年大會，大會通告載於本通函第 100至106頁。本通函隨附供於二零二五年股東週年大會上使用的代表委任表格。該代表委任表 格亦刊載於香港聯合交易所有限公司網站 ...

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，概不對因本公告全部或任何部份內容 而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 CHINA XLX FERTILISER LTD. * 1866 建議憲章文件修訂 主席 劉興旭 董事會認為建議憲章文件修訂符合本公司及其股東之整體利益。建議憲章文件修訂及採 納新憲章文件須經股東於本公司將召開之應屆二零二五年股東週年大會（「股東週年大 會」）上以特別決議案方式審議及批准後，方可作實。 - 1 - 建議憲章文件修訂、建議採納新憲章文件以及召開股東週年大會之通告詳情載於本公司 日期為二零二五年四月二十八日之通函。 承董事會命 中國心連心化肥有限公司 本公告由中國心連心化肥有限公司（「本公司」）董事會（「董事會」）根據香港聯合交易所有 限公司（「香港聯交所」）證券上市規則（「上市規則」）第13.51(1)條作出。 根據香港聯交所於二零二五年一月刊發的「建議進一步擴大無紙化上市機制及其他規則修 訂」諮詢總結，所有上市發行人均須確保其章程文件（在適用法律許可的範圍內）明確允許 舉行混合股東大會及 ...

1 中國心連心環境、社會及管治報告 2024 中國心連心環境、社會及管治報告 2024 目錄 Contents About this Report 關於本報告 Board of Directors' ESG Statement 董事會 ESG 聲明 Letter from the Chairman 董事長致辭 Stepping into XLX Group 走進心連心集團 01 XLX Group's Corporate Philosophy of Compliance-Driven Operations and Integrity 合規運營·誠信心連心 Corporate Governance 公司治理 Compliance and Risk Management 合規與風險管理 Information Security and Privacy Protection 信息安全與隱私保護 Sustainable Development Management 可持續發展管理 Response to Climate Change 應對氣候變化 Ecology and Biodiversity Protection ...

Business Strategy and Development - The company aims to achieve a market capitalization of 100 billion by establishing three leading brands in fertilisers, melamine, and polyformaldehyde, contributing to its growth strategy [20]. - The Henan base is focused on building a modern chemical park with a goal of enhancing per capita labour efficiency and reducing energy consumption through technological transformation [17]. - The Jiangxi base plans to develop four business sectors: basic chemicals, high-efficiency fertilisers, fine chemicals, and new materials, aiming for industry-leading safety and profitability [19]. - The Xinjiang base targets to become the leading fertiliser brand in the region, with a focus on increasing the quantity and quality of chemical fertilisers and enhancing melamine technology [21]. - The Guangxi base is set to become the most competitive benchmark in South China, concentrating on base construction and industrial chain planning over the next three years [22]. - The company has established scientific research platforms, including the "National Enterprise Technology Centre" and "Postdoctoral Research Station," to support its technology-leading development strategy [34]. - The company reported a commitment to low-cost and differentiated operational strategies to enhance its competitive edge in the fertiliser market [16]. - The company is actively responding to national strategies aimed at increasing efficiency in fertiliser use and promoting soil testing and formula fertilization [34]. - The company has a strategic focus on high-efficiency, high-end, and lean development to solidify its position as a respected fertiliser enterprise in China [15]. - The company emphasizes creating maximum value for society with minimal resources, reflecting its commitment to sustainable development [10]. Financial Performance - Revenue for FY2024 was RMB 23,128 million, a decrease of 1.5% compared to RMB 23,475 million in FY2023 [47]. - Gross profit for FY2024 was RMB 3,931 million, down 6.1% from RMB 4,187 million in FY2023 [47]. - Profit before tax increased by 22.5% to RMB 2,376 million in FY2024, compared to RMB 1,940 million in FY2023 [47]. - Net profit attributable to the parent rose by 23% to RMB 1,459 million in FY2024, up from RMB 1,187 million in FY2023 [47]. - The Group achieved sales revenue of approximately RMB 23,128 million, representing a year-on-year decline of 1% due to declining product prices [97]. - The net profit increased by 23% year-on-year to RMB 2,014 million, with net profit attributable to the parent company also increasing by 23% year-on-year to RMB 1,459 million [97]. Production and Technology - The new large-scale stable urea production unit began operations in February 2024, breaking the monopoly of foreign companies on this technology [52]. - The group standard of "Urea Humic Acid" led by the company passed technical review in May 2024 and was officially promulgated in December [58]. - The company operates under a flexible production mode allowing for adjustments between products, enhancing operational efficiency [40]. - The company was approved for key R&D projects under the national "14th Five-Year" plan for the fourth time in January 2024 [50]. - The Group successfully completed the construction of new projects, including a 60,000 tons polyformaldehyde project and a 300,000 tons compound fertilizer project, enhancing its market capabilities [96]. Market Trends and Challenges - The fertiliser market has entered a downward trend after a high-price phase, prompting the company to enhance its capabilities to cope with market uncertainties [80]. - The fertilizer market is experiencing increased competition due to demand-supply mismatches, environmental pressures, and geopolitical tensions [147][149]. - The rigid demand for fertilizers is expected to steadily grow due to national policies supporting farmland protection and increasing grain yield per unit area [147][149]. - In 2025, domestic nitrogen fertilizer demand and supply is expected to remain stable, with increased sales driven by stronger demand for differentiated products [145]. Employee and Corporate Governance - The Group's employee count increased to 11,787 as of December 31, 2024, up from 10,390 in 2023 [186]. - The Company provides various employee benefits, including medical and life insurance, and discretionary bonuses based on performance [189]. - The Group has complied with all provisions of the Corporate Governance Code during the year ended December 31, 2024 [175]. Shareholder Returns and Dividends - The proposed final dividend is RMB 0.26 per share for the year ended December 31, 2024, an increase from RMB 0.24 per share in 2023, pending shareholder approval [151][156]. - The Company repurchased a total of 6,312,000 shares at a total consideration of HK$24,609,000, representing approximately 0.5% of the issued shares as of December 31, 2024 [180]. - The repurchase of shares was based on the Company's confidence in its long-term business prospects and potential growth [180].

Investment Rating - The report maintains an "Outperform" rating for China XLX Fertiliser with a target price of HK$5.18, based on a current price of HK$3.99 [1][8]. Core Insights - In 2024, the net profit attributable to the parent company increased by 22.96% year-on-year, driven by significant investment income from the sale of a subsidiary [5][6]. - The company achieved a revenue of 23.129 billion yuan in 2024, a slight decrease of 1.48% year-on-year, with a gross profit of 3.931 billion yuan, down 6.12% [5][6]. - The board proposed a dividend policy for 2025-2027 with a distribution ratio of at least 25% of audited net profit attributable to shareholders, and a minimum dividend of 0.24 yuan per share [5][6]. Revenue Breakdown - The fertilizer segment accounted for 58% of total revenue, while the chemical segment contributed 37% in 2024 [6][7]. - Urea revenue increased by 6.3% year-on-year to 7.306 billion yuan, with a sales volume growth of 29% [6][7]. - Compound fertilizers saw a revenue decrease of 2% to 5.994 billion yuan, with a slight sales volume decline of 0.3% [6][7]. - Methanol revenue grew by 14.5% year-on-year to 2.678 billion yuan, with a sales volume increase of 16% [6][7]. Ongoing Projects - The company is progressing with ongoing projects, including a 60,000-tonne polyformaldehyde project and a 300,000-tonne compound fertilizer project, both expected to enhance market presence [7][8]. - Future projects include a 920,000-tonne compound fertilizer and 160,000-tonne melamine facility, expected to start production in early 2027 [7][8]. Earnings Forecast - The earnings forecast for 2025-2027 shows a projected net profit of 1.153 billion yuan in 2025, down 29.95%, followed by 1.611 billion yuan in 2026 and 2.142 billion yuan in 2027 [8][6]. - The target price is set at HK$5.18, based on a PE ratio of 5.3 times for 2025 [8].

Investment Rating - The report maintains a "Buy" rating for the company with a target price of HKD 6.5, indicating a potential upside of 54% from the current price of HKD 4.2 [6][4]. Core Insights - The company achieved a revenue of RMB 23.13 billion in 2024, a slight decrease of 1% year-on-year, while the net profit attributable to shareholders increased by 23% to RMB 1.46 billion [2][4]. - The company has announced a dividend policy for 2025-2027, committing to a distribution rate of no less than 25% of audited net profit and a minimum dividend of RMB 0.24 per share [2][4]. - The report anticipates net profits for 2025-2027 to reach RMB 1.1 billion, RMB 1.88 billion, and RMB 2.82 billion, reflecting year-on-year changes of -25%, +71%, and +50% respectively [4][6]. Revenue and Profit Analysis - Urea revenue was RMB 7.31 billion, up 6% year-on-year, but prices fell by 17% due to increased industry capacity and export restrictions, leading to a 4 percentage point decline in gross margin to 25% [3]. - Compound fertilizer revenue decreased by 2% to RMB 6 billion, with a gross margin increase of 2.1 percentage points to 15% [3]. - Methanol revenue rose by 15% to RMB 2.68 billion, with a gross margin increase of 9.2 percentage points to 8.6% [3]. - The company is facing an oversupply issue in the urea market, with an expected addition of 6.6 million tons of capacity in 2025 [3]. Capacity Expansion - The company is expanding its production capacity, with several projects coming online, including a 60,000-ton formaldehyde project and a 300,000-ton compound fertilizer project [4]. - By the end of 2027, the company's fertilizer production capacity is expected to exceed 13 million tons, making it the largest fertilizer producer in China [4].

Core Viewpoint - China Heart and Heart Fertilizer (01866.HK) reported a slight revenue decline of approximately 1% for the fiscal year 2024, but achieved a significant net profit growth of 23%, indicating resilience in its business model despite market challenges [1][3]. Financial Performance - The company recorded total revenue of 23.128 billion yuan for 2024, a year-on-year decrease of about 1% [1]. - The net profit attributable to shareholders was 1.459 billion yuan, reflecting a 23% increase compared to the previous year [1]. - The proposed final dividend is 0.26 yuan per share [1]. Sales and Product Performance - Urea sales revenue reached 7.306 billion yuan, up 6.3%, driven by a 29% increase in urea sales volume, although prices fell by 17% due to market supply-demand imbalances [3]. - Compound fertilizer sales revenue was 5.994 billion yuan, down 2%, with a slight volume decrease of 0.3% attributed to increased market supply [3]. - Methanol sales revenue increased by 14.5% to 2.678 billion yuan, supported by a 16% rise in sales volume and a 10.6% reduction in production costs [3]. - DMF sales volume surged by 36%, marking it as the fastest-growing product category for the company [3]. Strategic Focus and Cost Management - The company is focusing on high-value chemical products, evidenced by the disposal of its coal mine subsidiary and investments in new projects [4]. - The average production cost of methanol decreased by 10.6%, while compound fertilizer production costs fell by 4%, showcasing the company's cost management capabilities [4]. - The proportion of high-efficiency fertilizers, such as liquid and water-soluble fertilizers, increased to 35% [4]. Future Outlook - For 2025, the company anticipates a stable nitrogen fertilizer supply-demand balance, with potential price stabilization for urea due to seasonal agricultural demand [5]. - The company plans to continue expanding high-quality production capacity and aims to exceed a total output of 10 million tons [5]. - Analysts believe that the company's integrated supply chain advantages and differentiated capabilities position it well for a potential recovery in the industry [5].

第 1 頁 共 2 頁 v 1.1.1 EF001 EF001 免責聲明 | 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，概不對因 | | | --- | --- | | 公告全部或任何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 | | | 股票發行人現金股息公告 | | | 發行人名稱 | 中國心連心化肥有限公司 | | 股份代號 | 01866 | | 多櫃檯股份代號及貨幣 | 不適用 | | 相關股份代號及名稱 | 不適用 | | 公告標題 | 截至2024年12月31日止之末期股息 | | 公告日期 | 2025年3月28日 | | 公告狀態 | 新公告 | | 股息信息 | | | 股息類型 | 末期 | | 股息性質 | 普通股息 | | 財政年末 | 2024年12月31日 | | 宣派股息的報告期末 | 2024年12月31日 | | 宣派股息 | 每 股 0.26 RMB | | 股東批准日期 | 有待公佈 | | 香港過戶登記處相關信息 | | | 派息金額及公司預設派發貨幣 | HKD， 金額有 ...

Financial Performance - The total revenue for the fiscal year ending December 31, 2024, was RMB 23,128,292, a decrease of 1.5% compared to RMB 23,475,338 in the previous fiscal year[3] - Gross profit for the same period was RMB 3,931,083, down 6.1% from RMB 4,187,020 in the previous year[3] - Net profit for the year was RMB 2,013,620, representing an increase of 23% from RMB 1,637,294 in the previous year[3] - Basic earnings per share increased to RMB 120.05, up from RMB 96.95, reflecting a growth of 23.8%[3] - The company reported an increase in other income and gains to RMB 1,061,152, significantly up from RMB 298,931 in the previous year[3] - The company reported a pre-tax profit of RMB 2,376,436,000 and a net profit of RMB 2,013,620,000 for the year[15] - The company’s net profit attributable to shareholders increased by 23% year-on-year to RMB 1,459,000,000 in 2024, driven by significant investment income from the sale of its subsidiary[36] - Net profit rose by approximately RMB 377 million or about 23% from RMB 1,637 million in FY2023 to RMB 2,014 million in FY2024[52] Assets and Liabilities - Non-current assets totaled RMB 26,217,520, an increase of 11.3% from RMB 23,550,108 in the previous year[4] - Total assets reached RMB 32,518,244, up 11.5% from RMB 29,133,496 in the previous year[4] - Total liabilities increased to RMB 19,996,456, a rise of 7.4% from RMB 18,622,498 in the previous year[6] - The company’s bank loans and other borrowings totaled RMB 12,855,312,000 in 2024, compared to RMB 11,633,132,000 in 2023[33] - Approximately 40.97% of the group's debt, amounting to RMB 5,267 million, is due within one year as of December 31, 2024[63] - The debt-to-equity ratio improved from 70.59% in FY2023 to 69.66% in FY2024, with a net debt of RMB 18,042 million[54] Revenue Breakdown - Total revenue for the year ended December 31, 2024, was RMB 23,128,292,000, with external customer sales contributing RMB 23,128,292,000[15] - The segment profit for the automotive urea division was RMB 1,803,927,000, while the pharmaceutical segment contributed RMB 895,955,000[15] - The sales revenue from finished urea increased by approximately RMB 432,000,000 or 6.3% to about RMB 7,306,000,000 in 2024, supported by a 29% increase in sales volume[37] - The sales revenue of compound fertilizer was approximately RMB 5,994,000,000, a decrease of about RMB 136,000,000 or 2% compared to the fiscal year 2023[38] - Methanol sales revenue rose by approximately RMB 339,000,000 or 14.5% to about RMB 2,678,000,000 in fiscal year 2024, with a 16% increase in sales volume attributed to recovering domestic manufacturing demand[40] - The sales revenue of automotive urea solution decreased by approximately RMB 57,000,000 or 13% to about RMB 377,000,000 in fiscal year 2024, with a 10.3% decline in average selling price[41] - The sales revenue of melamine decreased by approximately RMB 44,000,000 or 5.6% to about RMB 740,000,000 in fiscal year 2024, with a 11.3% decline in average selling price[42] - DMF sales revenue increased by approximately RMB 145,000,000 or 14% to about RMB 1,192,000,000 in fiscal year 2024, driven by a 36% increase in sales volume[43] Expenses and Costs - The cost of goods sold for inventory was RMB 19,197,209 in 2024, slightly down from RMB 19,288,318 in 2023[18] - Depreciation of property, plant, and equipment increased to RMB 1,605,043 in 2024 from RMB 1,492,772 in 2023, reflecting higher capital expenditures[18] - Selling and distribution expenses increased by approximately RMB 90,000,000 or 15% to about RMB 708,000,000 in fiscal year 2024, driven by incentives for sales personnel and increased marketing activities[48] - Financial costs decreased by approximately RMB 85 million or about 15% from RMB 580 million in FY2023 to RMB 495 million in FY2024, primarily due to refinancing high-cost loans and strategic bank partnerships[50] - Income tax expenses increased by approximately RMB 61 million or about 20% from RMB 302 million in FY2023 to RMB 363 million in FY2024[51] Future Plans and Strategies - The company plans to continue expanding its product offerings, focusing on differentiated products such as urea and methanol[8] - The company expects to implement the new accounting standards starting from January 1, 2027, with early application permitted[13] - The group aims to expand production capacity, targeting a total output exceeding 10 million tons, while introducing advanced industry technologies[57] - The group is focusing on differentiated products and enhancing R&D efforts to meet increasing market demand for high-efficiency fertilizers[56] Shareholder Returns - The company plans to distribute a final dividend of RMB 0.26 per share for the year ending December 31, 2024, up from RMB 0.24 in 2023[21] - The company proposed a dividend policy for the years 2025 to 2027, with a payout ratio of no less than 25% of audited net profit attributable to shareholders and a minimum dividend of RMB 0.24 per share[24] - The company repurchased a total of 6,312,000 shares at a total cost of HKD 24,609,000, representing approximately 0.5% of the issued shares as of December 31, 2024[71] Employee and Operational Metrics - The group employed 11,787 employees as of December 31, 2024, an increase from 10,390 employees in 2023, indicating growth in workforce[74]

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，概不對因本公告全部或任何部份內容 而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 劉興旭 香港，二零二五年三月十四日 於本公告日期，本公司執行董事為劉興旭先生、張慶金先生及閆蘊華女士；本公司獨立 非執行董事為王建源先生、李生校先生、王為仁先生及李紅星先生。 中國心連心化肥有限公司（「本公司」）之董事會（「董事會」）謹此宣佈，本公司將於2025年3 月28日（星期五）舉行董事會會議，其中議程包括考慮及批准刊發本公司及其附屬公司截 至2024年12月31日止年度之綜合全年業績公告於香港聯合交易所有限公司網站，以及考 慮派發末期股息之建議（如有）。 承董事會命 中國心連心化肥有限公司 董事會主席 CHINA XLX FERTILISER LTD. * 1866 董事會會議召開日期 * 僅供識別 ...