致：香港交易及結算所有限公司 公司名稱: 北京健康(控股)有限公司 呈交日期: 2025年12月2日 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11月30日 狀態: 新提交 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | 是 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 02389 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 10,000,000,000 | HKD | | 0.2 HKD | | | 2,000,000,000 | | 增加 / 減少 (-) | | | | | | HKD | | | | | 本月底結存 | | | 10,000,000,000 | HKD | | 0.2 HKD | | | 2,000,000,000 | ...

Core Viewpoint - Beijing Health (02389.HK) has entered into a supplemental agreement to amend certain terms of the shareholders' agreement and established a concerted action agreement with Jinfu regarding the target company, 1121695 B.C. Ltd, which will lead to the target company becoming a subsidiary of Beijing Health [1][2]. Group 1 - The concerted action agreement allows Beijing Health and Jinfu to act in unison at the target company's shareholder meetings, controlling approximately 78.15% of the equity interests [2][4]. - The target company's board will consist of three directors, with Beijing Health entitled to nominate two, thereby controlling the majority of the board [2][3]. - Following the amendments and agreements, the target company will be classified as a majority-controlled subsidiary, and its financial performance will be consolidated into Beijing Health's financial statements [2][4]. Group 2 - The target company is registered under British Columbia law and is primarily engaged in property holding, with its main asset being Royal Towers, a mixed-use complex that includes 135 residential units and approximately 20,848 square feet of commercial space [3][4]. - Beijing Health currently holds a 47.47% stake in the target company and has provided multiple rounds of financial support for its operations [4]. - The day-to-day operations and strategic planning of the target company are overseen by personnel appointed by Beijing Health, enhancing operational control and efficiency [4].

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。 （於開曼群島註冊成立的有限公司） （股份代號： ） 2389 須予披露交易 視作收購附屬公司 背 景 根 據 股 東 協 議 補 充 文 件，目 標 公 司 之 董 事 會 由 三 名 董 事 組 成，其 中 本 公 司 有 權 提 名 兩 名 董 事。本 公 司 提 名 目 標 公 司 董 事 後，將 控 制 目 標 公 司 董 事 會 大 多 數 成 員 的 組 成。此 外，根 據 一 致 行 動 協 議，本 公 司 與 金 富 同 意 於 目 標 公 司 股 東 大 會 投 票 時，就 其 於 目 標 公 司 合 共 約78.15%的 股 權 權 益 採 取 一 致 行 動， 據 此，金 富 承 諾，就 任 何 一 致 行 動 事 項 而 言，應 與 本 公 司 諮 詢 及╱或 磋 商， 並 按 本 公 司 的 指 示 投 票（或 促 使 投 ...

Core Insights - The forum on "Medical Device Technology Review and High-Quality Development" highlighted the rapid growth and innovation in Beijing's medical device industry, with a projected revenue exceeding 1 trillion yuan in 2024 [1][3] - Beijing has established itself as a national innovation hub for the pharmaceutical industry, with over 81 approved Class III innovative medical devices, accounting for more than 20% of the national total [1][3] - The city is leading in the number of artificial intelligence medical products and surgical robots, further solidifying its position in the medical device sector [1][3] Industry Development - The medical device industry is increasingly recognized for its importance in the health sector, with Beijing forming significant advantages through policy support and industry collaboration [3] - As of 2024, the medical device industrial output value is expected to reach 48 billion yuan, with retail and wholesale values at 390 billion yuan [3] - The Beijing Drug Administration has implemented measures to streamline the review and approval process, reducing the average review time for Class II medical devices to 43 working days [3] Innovation and Regulation - The Beijing Economic and Technological Development Area (Yizhuang) is a key area for the development of the medical and health industry, housing over 5,000 enterprises and accounting for nearly half of the city's output [4] - Yizhuang has entered 56 products into the national special review process for innovative medical devices, with 25 approved for market launch [4] - The area aims to create a world-class medical device industry cluster through a dual-driven approach of foreign investment and local ecosystem development [5] Expert Support and Collaboration - The National Medical Products Administration's Medical Device Technical Review Center has over 2,500 experts, including 41 academicians, providing technical support for the review process [6] - A collaborative platform for innovative biomaterials was established to address critical issues in the field, emphasizing the strategic importance of mastering core technologies [7] Clinical Applications - The forum discussed the regulatory focus on specific medical devices, such as orthokeratology lenses, with domestic products accounting for two-thirds of the market [8] - Artificial intelligence medical devices are generating numerous clinical application scenarios, enhancing medical supply capabilities and optimizing treatment processes [9]

Core Viewpoint - Beijing Health (02389) announced the resignation of Mr. Xiao Jianwei as the executive director of the company, effective from October 10, 2025, due to regulatory actions by the Stock Exchange [1] Group 1 - Mr. Xiao Jianwei's resignation is a direct result of regulatory actions taken by the Stock Exchange [1] - The effective date of the resignation is set for October 10, 2025 [1]

Core Viewpoint - Beijing Health (02389.HK) announced the resignation of its executive director, Xiao Jianwei, effective from October 10, 2025, due to regulatory actions by the Stock Exchange [1] Group 1 - The resignation of Xiao Jianwei is a direct response to regulatory actions taken by the Stock Exchange [1] - The effective date of the resignation is set for October 10, 2025 [1]

Core Viewpoint - Beijing Health (02389) announced the resignation of Mr. Xiao Jianwei as the executive director of the company, effective from October 10, 2025, due to regulatory actions by the Stock Exchange [1] Group 1 - The resignation is a result of regulatory actions and related outcomes concerning Mr. Xiao Jianwei [1]

為 免 生 疑 問，監 管 通 訊 僅 與 東 方 滙 財 有 關，且（除 上 文 有 關 蕭 先 生 外）並 不 涉 及 本 公 司 任 何 董 事 或 高 級 管 理 層。 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。 （股份代號： ） （於開曼群島註冊成立的有限公司） 2389 (1)有關遵守上市規則第13.51B(2)及13.51(2)(h)條之公告 及 (2)執行董事辭任 有關遵守上市規則第13.51B(2)及13.51(2)(h)條之公告 本 公 告 由 北 京 健 康（控 股）有 限 公 司（「本公司」，連 同 其 附 屬 公 司 為「本集團」）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13.51B(2) 條及第13.51(2)(h)條 而 作 出。 茲 提 述 聯 交 所 於 二 零 二 五 年 十 月 八 日 刊 ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年9月30日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 北京健康(控股)有限公司 呈交日期: 2025年9月30日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | 是 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 02389 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 10,000,000,000 | HKD | | 0.2 HKD | | | 2,000,000,000 | | 增加 / 減少 (-) | | | | | | HKD | | | | | 本月底結存 | | | 10,000,000,000 | HKD | | 0.2 HKD | | | 2,000,000,000 | 本 ...

Financial Performance - Revenue for the six months ended June 30, 2025, increased to HK$76,587,000, up 4.2% from HK$73,307,000 in 2024[5] - Gross profit rose to HK$20,395,000, representing a 24.5% increase compared to HK$16,382,000 in the previous year[5] - Other income and gains significantly improved to HK$26,133,000 from a loss of HK$10,922,000 in 2024[5] - Loss before tax decreased to HK$30,312,000, down 49.8% from HK$60,342,000 in the same period last year[5] - Loss for the period was HK$29,312,000, a reduction of 49.1% compared to HK$57,579,000 in 2024[6] - Total comprehensive loss for the period was HK$23,016,000, down from HK$69,439,000 in the previous year[6] - Basic and diluted loss per share attributable to ordinary equity holders of the parent was HK(0.48) cents, improved from HK(0.93) cents in 2024[7] Assets and Liabilities - Total non-current assets decreased from HK$1,398,050,000 as of December 31, 2024, to HK$1,342,849,000 as of June 30, 2025, representing a decline of approximately 4.0%[8] - Current assets increased from HK$552,116,000 as of December 31, 2024, to HK$576,273,000 as of June 30, 2025, reflecting an increase of about 4.4%[8] - Net current assets improved from HK$414,105,000 as of December 31, 2024, to HK$448,646,000 as of June 30, 2025, indicating a growth of approximately 8.3%[8] - Total current liabilities decreased from HK$138,011,000 as of December 31, 2024, to HK$127,627,000 as of June 30, 2025, a reduction of about 7.5%[8] - Total non-current liabilities remained relatively stable, with a slight increase from HK$71,729,000 as of December 31, 2024, to HK$71,807,000 as of June 30, 2025[9] - Net assets decreased from HK$1,740,426,000 as of December 31, 2024, to HK$1,719,688,000 as of June 30, 2025, a decline of approximately 1.2%[9] Cash Flow and Investments - Net cash flows generated from operating activities amounted to HK$12,556,000, a significant improvement from a cash outflow of HK$36,938,000 in the same period of 2024[14] - Cash flows from investing activities generated HK$24,865,000, compared to a cash outflow of HK$11,995,000 in 2024, indicating a positive shift in investment performance[15] - The company reported a net increase in cash and cash equivalents of HK$38,161,000, contrasting with a decrease of HK$51,711,000 in the previous year[17] - Cash and cash equivalents at the end of the period stood at HK$117,168,000, up from HK$100,998,000 in 2024[17] Revenue Sources - For the six months ended June 30, 2025, the Group's revenue from contracts with customers was approximately HK$76,587,000, an increase of 4% from HK$73,307,000 for the same period in 2024[31] - Revenue from the sale of goods was HK$69,608,000, up from HK$68,078,000, while revenue from rendering services increased to HK$6,979,000 from HK$5,229,000[32] - 100% of the Group's revenue during the period was generated from customers in Mainland China, with over 92% of non-current assets located in the same region[27] Geriatric Care Business - As of June 30, 2025, the Group operated six geriatric care institutions with a total of 1,243 beds, including 955 beds for medical care services, achieving an average occupancy rate of over 70%[177] - Revenue from geriatric care institutions reached RMB 26.42 million in the first half of 2025, representing a year-on-year increase of 22% compared to RMB 21.64 million in the first half of 2024[177] - The average occupancy rate of the Group's geriatric care institutions was 73% in the first half of 2025, compared to 56% in the first half of 2024[180] - The Group's nursing institutions maintained full occupancy throughout the year, indicating strong recognition from customers and government[176] Share Options and Capital - The company has a share capital of HK$1,211,754,000 as of June 30, 2025, unchanged from December 31, 2024[100] - The 2013 share option scheme has expired as of May 23, 2023, with 146,500,000 share options lapsed and HK$51,934,000 transferred to accumulated losses during the period[101] - The total number of share options granted to directors and substantial shareholders amounts to 60,000,000, with 20,000,000 lapsing during the period[112] - The total number of share options exercised during the period was zero, indicating a potential lack of liquidity or market confidence[111] Financial Assets and Liabilities - The fair value of financial assets measured at fair value as of June 30, 2025, totals HK$165,886,000, with HK$47,209,000 classified as Level 1 and HK$113,675,000 as Level 2[140] - The Group's total financial assets at fair value through profit or loss amount to HK$141,641,000 as of June 30, 2025[140] - The total fair value of financial assets at fair value through profit or loss included HK$118,441,000 in bank wealth management products classified as Level 2[144] Management and Governance - Compensation for key management personnel for the six months ended June 30, 2025, totaled HK$4,513,000, an increase from HK$2,267,000 in the same period of 2024[130] - Performance-related bonuses for key management personnel for the six months ended June 30, 2025, were HK$2,100,000, compared to none in the same period of 2024[130] Contingent Liabilities and Commitments - As of June 30, 2025, the Group had no significant contingent liabilities[123] - The Group's capital commitments as of June 30, 2025, include contracted but not provided for amounts of HK$15,156,000, down from HK$75,822,000 as of December 31, 2024[127]