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: 中國奧園集團股份有限公司 呈交日期: 2025年9月1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) | 03883 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 100,000,000,000 | HKD | | 0.01 | HKD | | 1,000,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 100,000,000,000 | HKD | | 0.01 | HKD | | 1,000,000,000 ...

Core Viewpoint - China Aoyuan (03883) reported a significant financial downturn, with a total revenue of RMB 4.466 billion for the six months ending June 30, 2025, representing a year-on-year decrease of 5.67%. The company faced a shareholder loss of RMB 8.814 billion, contrasting sharply with a profit of RMB 22.312 billion in the same period last year, which included a foreign debt restructuring gain of approximately RMB 26.638 billion [2][3]. Financial Performance - The company recorded a total revenue of RMB 4.466 billion, down 5.67% year-on-year [2]. - Shareholder loss amounted to RMB 8.814 billion, compared to a profit of RMB 22.312 billion in the previous year [2]. - Earnings per share reflected a loss of 217 cents [2]. Sales and Market Strategy - During the reporting period, the company achieved property contract sales of approximately RMB 4.02 billion, with a contracted sales area of about 436,000 square meters [3]. - The company continues to focus on the Guangdong-Hong Kong-Macao Greater Bay Area, holding a total land reserve of approximately 5.39 million square meters, with an equity building area of about 4.06 million square meters as of June 30, 2025 [3]. Strategic Focus - The company aims to enhance its operational recovery by prioritizing "delivery assurance" while accelerating the resolution of domestic debt risks [2]. - Key strategies include deepening sales reduction, accelerating resource integration, tackling debt restructuring, optimizing capital structure, and exploring new profit models such as light-asset construction [3]. - The company is committed to building sustainable operational capabilities and restoring market confidence to achieve steady development and create value for shareholders, investors, and society [3].

FF305 翌日披露報表 (股份發行人 ── 已發行股份或庫存股份變動、股份購回及/或在場内出售庫存股份) 表格類別： 股票 狀態： 新提交 公司名稱： 中國奧園集團股份有限公司 呈交日期： 2025年8月29日 如上市發行人的已發行股份或庫存股份出現變動而須根據《香港聯合交易所有限公司（「香港聯交所」）證券上市規則》(「《主板上市規則》」)第13.25A條 / 《香港聯合交易所有限公司GEM證券 上市規則》(「《GEM上市規則》」)第17.27A條作出披露，必須填妥第一章節 。 | 第一章節 | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 | | 是 | | | | 證券代號 (如上市) | 03883 | 說明 | | | | | | | | | A. 已發行股份或庫存股份變動 | | | | | | | | | | | | | | 已發行股份（不包括庫存股份）變動 | | 庫存股份變動 | | | | | ...

Core Insights - China Aoyuan reported a revenue of approximately 4.404 billion for the first half of 2025, indicating a significant financial performance [1] - The company experienced a shareholder loss of 8.814 billion, which represents a year-on-year decrease of 1395.03% [1]

Core Viewpoint - China Aoyuan (03883.HK) reported a decline in total revenue for the first half of 2025, amounting to approximately RMB 4.466 billion, a decrease of 5.7% year-on-year, with significant losses attributed to previous gains from debt restructuring [1] Financial Performance - The company recorded a loss attributable to shareholders of approximately RMB 8.814 billion, compared to a profit of about RMB 22.312 billion in the same period of 2024, which included a debt restructuring gain of approximately RMB 26.638 billion [1] - Revenue from property sales was approximately RMB 3.829 billion, reflecting a year-on-year decrease of 4.1%, while the total floor area of delivered properties increased by 24.4% [1] Business Segments - Revenue from property development accounted for 85.8% of total revenue, while other income from hotel operations and property investment contributed 12.8% and 1.4%, respectively [1] Land Reserves - As of June 30, 2025, the company maintained a total land reserve in the Guangdong-Hong Kong-Macao Greater Bay Area of approximately 5.39 million square meters, with an equity area of about 4.06 million square meters [1] Cash Position - The company reported cash and bank deposits of approximately RMB 328 million as of June 30, 2025, alongside restricted bank deposits of approximately RMB 1.970 billion, which are subject to guarantees, mortgages, or judicial freezes [1]

Core Insights - The company reported a total revenue of approximately RMB 4.466 billion for the first half of 2025, a decrease of about RMB 268 million or 5.7% compared to RMB 4.734 billion in the same period of 2024 [1] - The revenue breakdown shows that property development income accounted for 85.8%, other income from hotel operations accounted for 12.8%, and property investment income made up 1.4% [1] Revenue and Sales Performance - The company's property sales revenue was approximately RMB 3.829 billion, down RMB 165 million or 4.1% from RMB 3.994 billion in 2024 [1] - The total floor area of delivered properties increased from 410,000 square meters in 2024 to 510,000 square meters, representing a growth of 24.4% [1] Profitability and Losses - The company reported a gross loss of approximately RMB 2.841 billion, a significant increase of 1299.5% from a gross loss of RMB 203 million in the same period of 2024, resulting in a gross loss margin of 63.6% [1] - Excluding impairment losses on properties held for sale, the gross profit for the first half of 2025 was approximately RMB 292 million, a decline of 54.5% compared to RMB 642 million in the same period of 2024 [1] Shareholder Losses - The company recorded a loss attributable to shareholders of approximately RMB 8.814 billion, contrasting sharply with a profit of RMB 22.312 billion in the same period of 2024, which included a gain from overseas debt restructuring of approximately RMB 26.638 billion [1]

Group 1 - The company reported a total revenue of RMB 4.466 billion, a year-on-year decrease of 5.67% [1] - The company recorded a loss attributable to shareholders of RMB 8.814 billion, compared to a profit of RMB 22.312 billion in the same period last year [1] - The loss per share was 2.17 RMB [1] Group 2 - The company emphasized "ensuring delivery" as the core task for operational recovery while accelerating the resolution of domestic debt risks [1] - The company achieved property contract sales of approximately RMB 4.02 billion, with a contracted sales area of about 436,000 square meters [1] - The company continues to deepen its presence in core cities of the Guangdong-Hong Kong-Macao Greater Bay Area, with total land reserves of approximately 5.39 million square meters and equity building area of about 4.06 million square meters as of June 30, 2025 [1] Group 3 - The company aims to leverage the industry recovery window by focusing on three core strategies: deepening sales destocking, accelerating resource integration; tackling debt restructuring, optimizing capital structure; and strengthening operational foundations while exploring new profit models such as light asset construction [2] - The goal is to build sustainable operational capabilities, reshape market confidence, and promote sustainable and steady development, continuously creating value for shareholders, investors, and society [2]

(「本公司」) (於開曼群島註冊成立之有限公司) 中國奧園集團股份有限公司 CHINAAOYUAN GROUP LIMITED 提名委員會的職權範圍 （經修訂及重述） (於2025年8月28日董事會議決通過採納) 2 主席 2.1 提名委員會的主席須由董事會委任，並須由董事會主席或獨立非執行董事擔任。 3 秘書 3.1 提名委員會的秘書將由公司秘書出任。若公司秘書缺席，其委派代表或由成員在 提名委員會會議上委任的人士，將可出席提名委員會會議及記錄會議紀錄。 4 提名委員會會議的程序 除下文另有指明外，載列於本公司的組織章程細則 (不時作出修訂)有關規範董事 會會議的規定，亦適用於提名委員會的會議及其程序。 1 成員 1.1 提名委員會的成員須由本公司董事會（「董事會」）委任。 1.2 提名委員會最少由三(3)名成員（「成員」）組成，並須由董事會從本公司的董事 中委任。 1.3 提名委員會的大部份成員須為獨立非執行董事（「獨立非執行董事」）。本公司 應委任至少一名不同性別的董事加入提名委員會 4.1 法定人數 4.1.1 提名委員會會議的開會法定人數為任何兩(2)名成員。 4.2 會議次數 4.2.1 提名委員 ...

（於開曼群島註冊成立的有限公司） （股份代號：3883） 董事名單與其角色和職能 中國奧園集團股份有限公司董事會（「董事會」）成員載列如下： 張國強先生 李鏡波先生 黃煒強先生 董事會設立三個董事會轄下委員會。各董事會成員在該等委員會中所擔任之職位載列如下： 審核委員會 張國強先生 （主席） 李鏡波先生 黃煒強先生 薪酬委員會 執行董事 鄭少輝先生 蔣展鴻先生 非執行董事 郭梓文先生 Mr. Mohamed Obaid Ghulam Badakkan Alobeidli （董事會主席） 史莉莉女士 獨立非執行董事 李鏡波先生 （主席） 張國強先生 黃煒強先生 提名委員會 黃煒強先生 （主席） 張國強先生 李鏡波先生 鄭少輝先生 史莉莉女士 香港，二零二五年八月二十八日 ...

[Company Information and Report Overview](index=1&type=section&id=1.%20Company%20Information%20and%20Report%20Overview) This section provides basic information about China Aoyuan Group Limited and the scope of its unaudited interim results announcement for the six months ended June 30, 2025 [Basic Report Information](index=1&type=section&id=1.1%20Basic%20Report%20Information) This announcement presents the unaudited interim results of China Aoyuan Group Limited (Stock Code: 3883) for the six months ended June 30, 2025, including changes in the nomination committee composition - This announcement presents the unaudited interim results of China Aoyuan Group Limited (Stock Code: 3883) for the six months ended June 30, 2025[2](index=2&type=chunk) - During the reporting period, the company's board of directors presented the unaudited interim results of the Company and its subsidiaries (collectively, the "Group") for comparison with the same period last year[3](index=3&type=chunk) [Condensed Consolidated Financial Statements](index=1&type=section&id=2.%20Condensed%20Consolidated%20Financial%20Statements) This section presents the condensed consolidated financial statements, including the statement of profit or loss and other comprehensive income, and the statement of financial position, highlighting key financial performance and position metrics [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=1&type=section&id=2.1%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the company's total turnover was **RMB 4.466 billion**, a 5.7% year-on-year decrease, resulting in a net loss of **RMB 9.480 billion** compared to a net profit of **RMB 22.100 billion** in the prior year, primarily due to significantly increased cost of sales and a shift from net other income to net loss, with basic loss per share at **RMB 217 cents** Key Data from 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) | Year-on-year Change (%) | | :--- | :--- | :--- | :--- | | Total Turnover | 4,465,737 | 4,734,241 | -5.7% | | Cost of Sales | (7,306,587) | (4,937,632) | 47.9% | | Gross Loss | (2,840,850) | (203,391) | 1299.5% | | Net Other Income, Gains and Losses | (1,587,716) | 26,333,764 | -106.0% | | Loss / (Profit) Before Tax | (9,227,372) | 22,632,462 | -140.8% | | Loss / (Profit) for the Period | (9,479,840) | 22,100,490 | -142.9% | | Loss / (Profit) for the Period Attributable to Owners of the Company | (8,814,418) | 22,311,990 | -139.5% | | Basic Loss / (Earnings) Per Share (RMB cents) | (217) | 660 | -132.9% | [Condensed Consolidated Statement of Financial Position](index=3&type=section&id=2.2%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, total assets were **RMB 145.004 billion**, total liabilities **RMB 180.177 billion**, resulting in a negative total equity of **RMB 35.173 billion**, worsening from **RMB 25.868 billion** at year-end 2024, with net current liabilities significantly increasing to **RMB 31.821 billion**, indicating persistent liquidity pressure Key Data from Condensed Consolidated Statement of Financial Position (As of June 30) | Indicator | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Total Non-current Assets | 15,406,535 | 17,043,986 | -9.6% | | Total Current Assets | 129,596,993 | 142,461,130 | -9.0% | | **Total Assets** | **145,003,528** | **159,505,116** | **-9.1%** | | Total Current Liabilities | 161,418,333 | 162,462,776 | -0.6% | | Total Non-current Liabilities | 18,758,382 | 22,909,977 | -18.1% | | **Total Liabilities** | **180,176,715** | **185,372,753** | **-2.8%** | | Net Current Liabilities | (31,821,340) | (20,001,646) | 59.1% | | Total Equity | (35,173,187) | (25,867,637) | 36.0% | [Notes to the Condensed Consolidated Financial Statements](index=5&type=section&id=3.%20Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section details the basis of preparation, significant accounting policies, and provides a breakdown of turnover, segment information, other income/losses, income tax, loss/profit composition, dividends, EPS, and receivables/payables [Basis of Preparation of Financial Statements and Going Concern](index=5&type=section&id=3.1%20Basis%20of%20Preparation%20of%20Financial%20Statements%20and%20Going%20Concern) The financial statements are prepared under IAS 34; the company faces severe going concern challenges due to significant losses, operating cash outflows, substantial short-term debt of **RMB 56.768 billion**, and limited cash reserves of **RMB 2.298 billion**, with management implementing measures like debt extensions, asset sales, and cost controls to improve liquidity and ensure continued operations - The Group recorded a net loss of approximately **RMB 9.480 billion** and net operating cash outflows for the six months ended June 30, 2025[8](index=8&type=chunk) - As of June 30, 2025, the Group's total bank and other borrowings, preference shares, and bonds amounted to **RMB 72.810 billion**, of which **RMB 56.768 billion** is due within the next twelve months[8](index=8&type=chunk) - Management has implemented or is implementing various measures, including actively negotiating with domestic lenders for renewal and extension of borrowings (approximately **RMB 1.014 billion** extended), exploring potential asset sales, accelerating project pre-sales and sales, ensuring project delivery, stringent cost control, obtaining support from contractors and suppliers, and resolving litigations to improve liquidity[9](index=9&type=chunk)[10](index=10&type=chunk)[13](index=13&type=chunk) [Significant Accounting Policies](index=6&type=section&id=3.2%20Significant%20Accounting%20Policies) The condensed consolidated financial statements are prepared on a historical cost basis, except for investment properties and certain financial instruments measured at fair value, with the first-time application of IFRS amendments in this period having no significant impact on financial performance or position - The condensed consolidated financial statements are prepared on a historical cost basis, except for investment properties and certain financial instruments which are measured at fair value[11](index=11&type=chunk) - The application of amendments to International Financial Reporting Standards during this interim period had no significant impact on the Group's financial performance and position for the current and prior periods and/or on the disclosures in these condensed consolidated financial statements[12](index=12&type=chunk) [Turnover Analysis](index=7&type=section&id=3.3%20Turnover%20Analysis) Total turnover for the first half of 2025 was **RMB 4.466 billion**, primarily from property development (**RMB 3.829 billion**), with residential apartment sales being the largest component, and property investment income (rental income) at **RMB 61.48 million** Turnover Composition (For the six months ended June 30) | Revenue Type | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Sales of Properties (Customer contracts) | 3,829,498 | 3,994,187 | | Others (Customer contracts) | 574,760 | 649,108 | | Leasing (Investment properties) | 61,479 | 90,946 | | **Total Turnover** | **4,465,737** | **4,734,241** | - In the first half of 2025, sales of residential apartments amounted to **RMB 3.317 billion**, representing the main component of property development revenue[14](index=14&type=chunk) [Segment Information](index=9&type=section&id=3.4%20Segment%20Information) In the first half of 2025, the property development segment generated **RMB 3.829 billion** in turnover but incurred a substantial segment loss of **RMB 4.471 billion**, significantly exceeding the prior year's loss, with property investment and other segments also reporting losses, leading to a total pre-tax loss of **RMB 9.227 billion** Segment Turnover and Results (For the six months ended June 30) | Segment | 2025 Turnover (RMB thousands) | 2025 Segment Results (RMB thousands) | 2024 Turnover (RMB thousands) | 2024 Segment Results (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | Property Development | 3,829,498 | (4,471,167) | 3,994,187 | (932,826) | | Property Investment | 61,479 | (575,626) | 90,946 | 33,461 | | Others | 574,760 | (219,698) | 649,108 | (104,756) | | **Total** | **4,465,737** | **(5,266,491)** | **4,734,241** | **(1,004,121)** | - In the first half of 2025, the property development segment's loss expanded from **RMB 933 million** in the prior year to **RMB 4.471 billion**, being the primary driver of the Group's overall loss[16](index=16&type=chunk) [Net Other Income, Gains and Losses](index=10&type=section&id=3.5%20Net%20Other%20Income,%20Gains%20and%20Losses) In the first half of 2025, net other income, gains, and losses amounted to a loss of **RMB 1.588 billion**, compared to a gain of **RMB 26.334 billion** in the prior year, with major losses including impairment losses on trade and other receivables (**RMB 949 million**), impairment losses on amounts due from joint ventures (**RMB 347 million**), and loss on debt settlement by physical assets (**RMB 240 million**), while the prior year's significant gain was primarily from offshore debt restructuring Major Components of Net Other Income, Gains and Losses (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Impairment loss on trade and other receivables | 948,833 | 71,735 | | Impairment loss on amounts due from joint ventures | 347,296 | – | | Loss on debt settlement by physical assets | 239,915 | 138,509 | | Gain on restructuring of offshore debts | – | (26,638,316) | | **Total** | **1,587,716** | **(26,333,764)** | - In the first half of 2025, impairment loss on trade and other receivables significantly increased from **RMB 71.735 million** in the first half of 2024 to **RMB 949 million** in the first half of 2025[18](index=18&type=chunk) [Income Tax Expense](index=11&type=section&id=3.6%20Income%20Tax%20Expense) Income tax expense for the first half of 2025 was **RMB 252 million**, a decrease from **RMB 532 million** in the prior year, primarily comprising PRC corporate income tax and land appreciation tax, with PRC subsidiaries subject to a 25% corporate income tax rate and a progressive land appreciation tax rate ranging from 30% to 60% Composition of Income Tax Expense (For the six months ended June 30) | Tax Type | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Corporate income tax (PRC) | 165,389 | 114,426 | | Land appreciation tax (PRC) | 135,995 | 139,724 | | Deferred tax (PRC) | (48,916) | 277,700 | | **Total Income Tax Expense** | **252,468** | **531,972** | - PRC subsidiaries are subject to a corporate income tax rate of **25%**, and land appreciation tax is levied at progressive rates ranging from **30% to 60%**[19](index=19&type=chunk)[20](index=20&type=chunk) [Composition of Loss / (Profit) for the Period](index=12&type=section&id=3.7%20Composition%20of%20Loss%20/%20(Profit)%20for%20the%20Period) In the first half of 2025, the loss for the period was primarily impacted by interest expenses (**RMB 2.851 billion** after capitalization), impairment of properties for sale (**RMB 3.133 billion**), and staff costs (**RMB 98.91 million**) Major Deductions / Additions to Loss / (Profit) for the Period (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Finance costs (after capitalization) | 2,850,996 | 2,630,397 | | Impairment of properties for sale (included in cost of sales) | 3,133,184 | 844,865 | | Staff costs | 98,910 | 199,610 | | Depreciation of property, plant and equipment | 139,154 | 164,447 | | Depreciation of right-of-use assets | 41,971 | 32,914 | - Impairment loss on properties for sale significantly increased from **RMB 845 million** in the first half of 2024 to **RMB 3.133 billion** in the first half of 2025, being one of the primary reasons for the expanded gross loss[23](index=23&type=chunk) [Dividends](index=12&type=section&id=3.8%20Dividends) The Board does not recommend or declare any dividends for the six months ended June 30, 2025, consistent with the prior year - The directors of the Company do not recommend or declare the payment of any dividend for the six months ended June 30, 2025 (six months ended June 30, 2024: nil)[24](index=24&type=chunk) [Loss / (Earnings) Per Share](index=13&type=section&id=3.9%20Loss%20/%20(Earnings)%20Per%20Share) As of June 30, 2025, basic loss per share was **RMB 217 cents**, compared to basic earnings per share of **RMB 660 cents** in the prior year, with diluted loss per share being the same as basic loss per share due to the anti-dilutive effect of the conversion of mandatory convertible bonds Loss / (Earnings) Per Share (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Loss / (Profit) for the period attributable to owners of the Company | (8,814,418) | 22,311,990 | | Basic loss / (earnings) per share (RMB cents) | (217) | 660 | | Diluted loss / (earnings) per share (RMB cents) | (217) | 516 | - For the six months ended June 30, 2025, the amount of basic loss per share of the Company was not adjusted as the conversion of mandatory convertible bonds had an anti-dilutive effect on the amount of loss per share[26](index=26&type=chunk) [Trade and Other Receivables](index=14&type=section&id=3.10%20Trade%20and%20Other%20Receivables) As of June 30, 2025, total trade and other receivables amounted to **RMB 23.817 billion**, a decrease from **RMB 25.745 billion** at year-end 2024, with other receivables (net of impairment) at **RMB 15.981 billion**, and trade receivables aging analysis showing the highest proportion for over 3 years Composition of Trade and Other Receivables (As of June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Trade receivables (net of allowance) | 459,790 | 457,486 | | Other receivables (net of allowance) | 15,980,609 | 17,934,055 | | Advances to contractors and suppliers | 1,575,667 | 1,341,002 | | Deposits paid for potential acquisition of land use rights and property projects (net of impairment) | 3,245,764 | 3,246,814 | | **Total** | **23,816,762** | **25,745,348** | Aging Analysis of Trade Receivables (As of June 30) | Aging | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | 0 to 60 days | 3,131 | 64,136 | | 61 to 180 days | 21,191 | 7,479 | | 181 to 365 days | 67,191 | 35,866 | | 1 to 2 years | 192,585 | 316,365 | | 2 to 3 years | 197,894 | 91,159 | | Over 3 years | 571,818 | 551,923 | | **Total** | **1,053,810** | **1,066,928** | [Trade and Other Payables](index=15&type=section&id=3.11%20Trade%20and%20Other%20Payables) As of June 30, 2025, total trade and other payables amounted to **RMB 59.619 billion**, a slight increase from **RMB 58.660 billion** at year-end 2024, with other payables at **RMB 35.842 billion** and trade payables and bills payable at **RMB 17.871 billion**, and the aging analysis of trade payables showing a higher proportion for 1 to 3 years Composition of Trade and Other Payables (As of June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Trade payables and bills payable | 17,870,662 | 18,803,519 | | Other payables | 35,842,294 | 33,839,716 | | Consideration payable for acquisition of subsidiaries | 1,420,493 | 1,420,493 | | Other taxes payable | 4,485,443 | 4,596,095 | | **Total** | **59,618,892** | **58,659,823** | Aging Analysis of Trade Payables and Bills Payable (As of June 30) | Aging | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | 0 to 60 days | 184,549 | 450,108 | | 61 to 180 days | 327,332 | 579,925 | | 181 to 365 days | 747,501 | 301,798 | | 1 to 2 years | 7,598,303 | 7,765,204 | | 2 to 3 years | 8,159,079 | 8,810,898 | | Over 3 years | 853,898 | 895,586 | | **Total** | **17,870,662** | **18,803,519** | [Management Discussion and Analysis](index=16&type=section&id=4.%20Management%20Discussion%20and%20Analysis) This section offers a comprehensive review of the Group's business, future outlook, operating performance, and financial position, addressing key challenges and strategic initiatives [Business Review](index=16&type=section&id=4.1%20Business%20Review) During the reporting period, the Group focused on "ensuring delivery" as a core task, accelerating the resolution of domestic debt risks, and driving the restoration of its operational fundamentals by strengthening cost control and enhancing sales capabilities, achieving property contracted sales of **RMB 4.02 billion** and contracted sales GFA of **436 thousand square meters**, with the Greater Bay Area remaining a key focus region with a total land reserve GFA of approximately **5.39 million square meters** - The Group consistently prioritizes "ensuring delivery" as its core task for operational recovery, simultaneously accelerating the resolution of domestic debt risks, and driving the restoration of its operational fundamentals by strengthening cost control and enhancing sales generation capabilities[29](index=29&type=chunk) Property Contracted Sales Details (For the six months ended June 30) | Region | Sales Amount (RMB billions) | Contracted Sales Area (thousand square meters) | | :--- | :--- | :--- | | South China | 2.14 | 188 | | Central and Western Core Region | 1.07 | 158 | | East China | 0.12 | 25 | | Bohai Rim | 0.69 | 65 | | **Total** | **4.02** | **436** | - As of June 30, 2025, the total GFA of land reserves in the Greater Bay Area was approximately **5.39 million square meters**, with attributable GFA of approximately **4.06 million square meters**[29](index=29&type=chunk) [Future Outlook](index=16&type=section&id=4.2%20Future%20Outlook) Facing industry recovery, the Group will focus on three core strategies: deepening sales destocking and accelerating resource integration; tackling debt restructuring and optimizing capital structure; and solidifying the operational foundation while exploring new asset-light business models like代建 (agency construction) to build sustainable operational capabilities and restore market confidence - The Group will seize the industry recovery window by focusing on three core strategies: deepening sales destocking and accelerating resource integration; tackling debt restructuring and optimizing capital structure; and solidifying the operational foundation while exploring new asset-light business models like agency construction[30](index=30&type=chunk) [Operating Performance Analysis](index=17&type=section&id=4.3%20Operating%20Performance%20Analysis) During the reporting period, the Group's operating performance faced challenges, with decreased total turnover and a significant increase in gross loss, though sales and administrative expenses were controlled; the company ultimately recorded a loss attributable to shareholders, primarily due to the base effect of offshore debt restructuring gains in the prior year [Turnover](index=17&type=section&id=4.3.1%20Turnover) Total turnover for the reporting period was **RMB 4.466 billion**, a 5.7% year-on-year decrease, with property development revenue accounting for **85.8%** and declining by **4.1%**, while the total GFA of properties delivered increased by **24.4%** to **510 thousand square meters** - During the reporting period, the Group's total turnover was approximately **RMB 4.466 billion**, a decrease of approximately **RMB 268 million** or **5.7%** compared to approximately **RMB 4.734 billion** in the same period of 2024[31](index=31&type=chunk) - Property development revenue, other income from hotel operations, and property investment income accounted for **85.8%**, **12.8%**, and **1.4%** respectively[31](index=31&type=chunk) - Revenue from sales of properties was approximately **RMB 3.829 billion**, a decrease of approximately **RMB 165 million** or **4.1%** compared to approximately **RMB 3.994 billion** in the same period of 2024; the total GFA of properties delivered increased by **24.4%** from **410 thousand square meters** in the same period of 2024 to **510 thousand square meters**[31](index=31&type=chunk) [Gross Profit and Gross Profit Margin](index=17&type=section&id=4.3.2%20Gross%20Profit%20and%20Gross%20Profit%20Margin) Gross loss for the reporting period was **RMB 2.841 billion**, a **1,299.5%** year-on-year increase, with a gross loss margin of **63.6%**; excluding impairment losses on properties for sale, adjusted gross profit was **RMB 292 million**, a **54.5%** year-on-year decrease - During the reporting period, the Group's gross loss was approximately **RMB 2.841 billion**, an increase of **1,299.5%** compared to a gross loss of approximately **RMB 203 million** in the same period of 2024; the Group's gross loss margin was **63.6%**[32](index=32&type=chunk) - Excluding impairment losses on properties for sale included in cost of sales, the Group's gross profit for the first six months of 2025 was approximately **RMB 292 million**, a **54.5%** decrease compared to the gross profit of **RMB 642 million** on a comparable basis in the same period of 2024[32](index=32&type=chunk) [Other Income, Gains and Losses](index=17&type=section&id=4.3.3%20Other%20Income,%20Gains%20and%20Losses) Other income, gains, and losses during the reporting period primarily included expected credit losses of approximately **RMB 1.324 billion** and losses on debt settlement by physical assets of approximately **RMB 240 million** - During the reporting period, other income, gains and losses primarily included expected credit losses of approximately **RMB 1.324 billion**, losses on debt settlement by physical assets of approximately **RMB 240 million**, and other losses of approximately **RMB 24 million**[33](index=33&type=chunk) [Selling and Administrative Expenses](index=17&type=section&id=4.3.4%20Selling%20and%20Administrative%20Expenses) Total selling and distribution expenses decreased by **36.0%** year-on-year to **RMB 160 million**, and total administrative expenses decreased by **31.6%** year-on-year to **RMB 349 million**, primarily due to organizational streamlining and effective cost control - Total selling and distribution expenses were approximately **RMB 160 million**, a **36.0%** decrease compared to approximately **RMB 250 million** in the same period of 2024[34](index=34&type=chunk) - Total administrative expenses were approximately **RMB 349 million**, a **31.6%** decrease compared to approximately **RMB 510 million** in the same period of 2024, primarily attributable to the Group's continuous organizational streamlining and effective control over costs and expenses[34](index=34&type=chunk) [Loss Attributable to Owners of the Company](index=17&type=section&id=4.3.5%20Loss%20Attributable%20to%20Owners%20of%20the%20Company) During the reporting period, loss attributable to owners of the Company was approximately **RMB 8.814 billion**, compared to a profit of **RMB 22.312 billion** in the prior year, primarily due to the inclusion of approximately **RMB 26.638 billion** in offshore debt restructuring gains in the prior year - During the reporting period, loss attributable to owners of the Company was approximately **RMB 8.814 billion**, compared to a profit of approximately **RMB 22.312 billion** in the same period of 2024, which included a gain on offshore debt restructuring of approximately **RMB 26.638 billion**[35](index=35&type=chunk) [Financial Position Analysis](index=18&type=section&id=4.4%20Financial%20Position%20Analysis) As of June 30, 2025, the Group's total assets and liabilities both decreased, but the current ratio deteriorated, cash and bank balances significantly reduced, and short-term debt pressure is immense, indicating significant liquidity risks and repayment challenges [Total Assets, Total Liabilities, and Current Ratio](index=18&type=section&id=4.4.1%20Total%20Assets,%20Total%20Liabilities,%20and%20Current%20Ratio) As of June 30, 2025, total assets were approximately **RMB 145.004 billion**, and total liabilities approximately **RMB 180.177 billion**; the current ratio decreased from **0.9** at year-end 2024 to **0.8**, indicating further tightening liquidity - As of June 30, 2025, the Group's total assets were approximately **RMB 145.004 billion** (December 31, 2024: approximately **RMB 159.505 billion**), and total liabilities were approximately **RMB 180.177 billion** (December 31, 2024: approximately **RMB 185.373 billion**)[36](index=36&type=chunk) - As of June 30, 2025, the current ratio (calculated as total current assets divided by total current liabilities) was **0.8** (December 31, 2024: **0.9**)[36](index=36&type=chunk) [Cash Position](index=18&type=section&id=4.4.2%20Cash%20Position) As of June 30, 2025, cash and bank balances were approximately **RMB 328 million**, restricted bank deposits approximately **RMB 1.970 billion**, totaling approximately **RMB 2.298 billion**, with **93.6%** denominated in RMB, representing a significant decrease in cash reserves from year-end 2024 - As of June 30, 2025, the Group's cash and bank balances were approximately **RMB 328 million** (December 31, 2024: approximately **RMB 886 million**)[37](index=37&type=chunk) - As of June 30, 2025, the Group's restricted bank deposits were approximately **RMB 1.970 billion** (December 31, 2024: approximately **RMB 2.254 billion**)[37](index=37&type=chunk) - Total cash, bank balances, and restricted bank deposits amounted to approximately **RMB 2.298 billion**, of which **93.6%** were denominated in RMB[37](index=37&type=chunk) [Borrowings, Preference Shares, and Corporate Bonds](index=18&type=section&id=4.4.3%20Borrowings,%20Preference%20Shares,%20and%20Corporate%20Bonds) As of June 30, 2025, bank and other borrowings were approximately **RMB 49.451 billion**, and preference shares and corporate bonds approximately **RMB 23.359 billion**, totaling **RMB 72.810 billion**; of this, **RMB 56.768 billion** is due within one year, posing significant short-term repayment pressure - As of June 30, 2025, the Group's bank and other borrowings were approximately **RMB 49.451 billion** (December 31, 2024: approximately **RMB 51.180 billion**), and preference shares and corporate bonds were approximately **RMB 23.359 billion** (December 31, 2024: approximately **RMB 22.625 billion**)[38](index=38&type=chunk) Repayment Period of Borrowings, Preference Shares, and Corporate Bonds (As of June 30) | Repayment Period | June 30, 2025 (RMB millions) | December 31, 2024 (RMB millions) | | :--- | :--- | :--- | | Repayable on demand and within 1 year | 56,768 | 53,662 | | Over 1 year but not exceeding 2 years | 1,722 | 4,626 | | Over 2 years but not exceeding 5 years | 4,012 | 5,272 | | Over 5 years | 10,308 | 10,245 | | **Total** | **72,810** | **73,805** | [Contingent Liabilities (Guarantees)](index=19&type=section&id=4.4.4%20Contingent%20Liabilities%20(Guarantees)) As of June 30, 2025, the Group had contingent liabilities of approximately **RMB 63.741 billion**, primarily from guarantees for bank mortgage loans of purchasers, and bank borrowings of certain third parties, joint ventures, and associates - As of June 30, 2025, the Group had contingent liabilities of approximately **RMB 63.741 billion** (December 31, 2024: approximately **RMB 66.445 billion**) arising from guarantees provided for bank mortgage loans of purchasers, and bank borrowings of certain third parties, joint ventures, and associates[40](index=40&type=chunk) [Commitments](index=19&type=section&id=4.4.5%20Commitments) As of June 30, 2025, the Group had contracted but unprovided construction costs of **RMB 11.751 billion**, and its share of contracted but unprovided construction cost commitments for joint ventures was **RMB 3.346 billion**, expected to be funded by property sales and bank borrowings - As of June 30, 2025, the Group had contracted but unprovided construction costs of **RMB 11.751 billion** (December 31, 2024: approximately **RMB 12.944 billion**)[41](index=41&type=chunk) - The Group's share of commitments arising from contracted but unprovided construction costs relating to its joint ventures was approximately **RMB 3.346 billion** (December 31, 2024: **RMB 3.833 billion**)[41](index=41&type=chunk) [Foreign Currency Risk](index=19&type=section&id=4.4.6%20Foreign%20Currency%20Risk) The Group's majority of revenue and operating costs are denominated in RMB, with primary foreign currency risks stemming from USD-denominated preference shares and convertible bonds, and HKD-denominated bank loans; management closely monitors and considers hedging - The majority of the Group's revenue and operating costs are denominated in RMB, and other than foreign currency denominated bank deposits, USD-denominated preference shares and convertible bonds, and HKD-denominated bank loans, the Group's operating cash flows or liquidity are not significantly affected by any other direct exchange rate fluctuations[42](index=42&type=chunk) [Pledge of Assets](index=19&type=section&id=4.4.7%20Pledge%20of%20Assets) As of June 30, 2025, the Group pledged assets totaling approximately **RMB 60.168 billion**, including properties held for sale, property, plant and equipment, investment properties, right-of-use assets, and restricted bank deposits, to banks to secure financing - As of June 30, 2025, the Group pledged properties held for sale, property, plant and equipment, investment properties, right-of-use assets, and restricted bank deposits totaling approximately **RMB 60.168 billion** (December 31, 2024: approximately **RMB 65.370 billion**) to various banks to secure project loans and general banking facilities granted to the Group[43](index=43&type=chunk) [Other Information](index=19&type=section&id=5.%20Other%20Information) This section covers post-reporting period events, interim dividend policy, securities transactions, corporate governance compliance, employee and remuneration policies, audit committee review, and publication details [Events After Reporting Period](index=19&type=section&id=5.1%20Events%20After%20Reporting%20Period) No significant events with material impact on the Group occurred after the reporting period - No significant events with material impact on the Group occurred after the reporting period[44](index=44&type=chunk) [Interim Dividend](index=19&type=section&id=5.2%20Interim%20Dividend) The Board resolved not to declare an interim dividend for the six months ended June 30, 2025 - The Board resolved not to declare an interim dividend for the six months ended June 30, 2025 (six months ended June 30, 2024: nil)[45](index=45&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=20&type=section&id=5.3%20Purchase,%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities for the six months ended June 30, 2025 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities for the six months ended June 30, 2025[46](index=46&type=chunk) [Corporate Governance](index=20&type=section&id=5.4%20Corporate%20Governance) The Company has complied with the Corporate Governance Code, with deviations noted for an independent non-executive director and the Board Chairman's absence from the AGM; Ms. Shi Lili was appointed as a member of the Nomination Committee, effective August 28, 2025, in response to revised code requirements [Compliance with Corporate Governance Code](index=20&type=section&id=5.4.1%20Compliance%20with%20Corporate%20Governance%20Code) The Company has complied with the code provisions of the Corporate Governance Code, with exceptions for one non-executive director and the Board Chairman who were unable to attend the 2025 Annual General Meeting due to other important commitments - For the six months ended June 30, 2025, the Company has complied with the code provisions of the Corporate Governance Code, with the following deviation: one non-executive director was unable to attend the Company's Annual General Meeting held on June 26, 2025[47](index=47&type=chunk) - Mr. Mohamed Obaid Ghulam Badakkan Alobeidli, the Chairman of the Board of the Company, was unable to attend the 2025 Annual General Meeting due to an unavoidable scheduling conflict arising from other urgent business commitments[47](index=47&type=chunk) [Changes in Nomination Committee Composition](index=20&type=section&id=5.4.2%20Changes%20in%20Nomination%20Committee%20Composition) Non-executive Director Ms. Shi Lili was appointed as a member of the Nomination Committee, effective August 28, 2025, in response to the revised Corporate Governance Code set out in Appendix C1 of the Listing Rules - Ms. Shi Lili, a non-executive Director, was appointed as a member of the Nomination Committee of the Company with effect from August 28, 2025[48](index=48&type=chunk) - Ms. Shi's appointment was implemented in response to the revised Corporate Governance Code set out in Appendix C1 to the Listing Rules[48](index=48&type=chunk) [Standard Code for Securities Transactions by Directors](index=20&type=section&id=5.4.3%20Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) Following specific inquiries, all Directors confirmed compliance with the Standard Code for Securities Transactions by Directors as set out in Appendix C3 of the Listing Rules throughout the reporting period - Following specific inquiries made to all Directors of the Company, all Directors confirmed that they had complied with the required standards of dealings as set out in the Standard Code throughout the six months ended June 30, 2025[49](index=49&type=chunk) [Employees and Remuneration Policy](index=21&type=section&id=5.5%20Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group employed approximately **2,868** staff, a decrease from **3,123** at year-end 2024; the company regularly reviews remuneration and benefits, providing PRC social insurance, HK MPF, and other insurance for eligible employees - As of June 30, 2025, the Group employed approximately **2,868** staff (December 31, 2024: **3,123** staff)[50](index=50&type=chunk) - The Group regularly reviews its employees' remuneration and benefits based on relevant market practices and individual performance[50](index=50&type=chunk) [Audit Committee](index=21&type=section&id=5.6%20Audit%20Committee) The Audit Committee, comprising Mr. Zhang Guoqiang (Chairman), Mr. Li Jingbo, and Mr. Wong Wai Keung, has reviewed the Group's accounting principles and practices and the interim financial statements - The Audit Committee of the Company comprises Mr. Zhang Guoqiang (Chairman), Mr. Li Jingbo, and Mr. Wong Wai Keung[51](index=51&type=chunk) - The Audit Committee, together with management, has reviewed the accounting principles and practices adopted by the Group and discussed accounting and financial reporting matters, including the review of the Group's unaudited condensed interim financial statements for the six months ended June 30, 2025[51](index=51&type=chunk) [Publication of Interim Results and Interim Report](index=21&type=section&id=5.7%20Publication%20of%20Interim%20Results%20and%20Interim%20Report) This interim results announcement has been published on the HKEX and the Company's website, and the interim report will be dispatched to shareholders and published on the website - This interim results announcement is published on the website of the Stock Exchange (http://www.hkexnews.hk) and the Company's website (http://www.aoyuan.com.cn)[52](index=52&type=chunk) - The Company will dispatch to its shareholders the interim report for the six months ended June 30, 2025, containing all information required by the Listing Rules, and will publish such information on the aforementioned websites in due course[52](index=52&type=chunk)