致：香港交易及結算所有限公司 公司名稱: 普洱瀾滄古茶股份有限公司 (於中華人民共和國註冊成立的股份有限公司) 呈交日期: 2025年9月4日 FF301 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 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) | 06911 | 說明 | H 股 | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 31,500,000 | RMB | | 1 RMB | | 31,500,000 | | 增加 / 減少 (-) | | | | | | RMB | | | | 本月底結存 | | | 31,500,000 | RMB | | 1 RMB | | 31,500,000 | | 2. 股份分 ...

Group 1 - The core viewpoint of the article highlights the significant decline in the financial performance of Lancang Ancient Tea, with a reported revenue of approximately 120 million yuan and a net loss of 28.946 million yuan in the first half of 2025, representing year-on-year declines of 38.75% and 668.80% respectively [1] - The primary reason for the performance drop is attributed to the slower-than-expected recovery of the terminal consumer market and poor sales in offline physical stores, compounded by management adjustments during the period [1] - The traditional sales channel of distributors saw a drastic revenue drop of 71.5%, amounting to only 35.1 million yuan, which intensified the overall performance pressure on the company [1] Group 2 - The company adopted a cautious approach towards online business, reducing online marketing expenses by 63.7%, yet online sales still fell by 15.9% to 28.8 million yuan [1] - The three core product lines, 1966, Tea Mama, and Yan Leng, all experienced revenue declines, with the 1966 series seeing a year-on-year drop of approximately 41.54% and a significant decrease in gross margin by 12.3 percentage points [1] - High inventory levels pose another major challenge for the company, with inventory reaching approximately 900 million yuan, accounting for 71.93% of total assets, and a low inventory turnover rate of 0.06 times [2] Group 3 - The company has reduced production of finished products and procurement of raw materials in response to the inventory issue, but the slow sales recovery has led to a significant decrease in cash flow, with cash and cash equivalents dropping to 22.6 million yuan from 65.4 million yuan at the end of the previous year [2] - The changing market environment has also impacted the company, with the Pu'er tea market growth slowing down and inventory digestion cycles extending, prompting leading companies in the industry to adjust their strategies towards the mass consumer market [2] - Compared to its competitors, the company's strategic adjustments appear to be lagging, highlighted by the resignation of the general manager due to a mismatch between operational philosophy and market demand, adding further uncertainty to the company's future [2][4]

Core Viewpoint - The company announced the election of Ms. Huang Lin as an independent non-executive director of the board following approval at the annual general meeting [1] Group 1 - The board resolved to elect Ms. Huang Lin as the chairperson of the remuneration and assessment committee, chairperson of the nomination committee, and a member of the audit committee effective September 1, 2025 [1]

本公司董事會（「董事會」）成員及彼等各自於董事會及董事委員會的角色及職能載列如下： | | 董事委員會 | | 薪酬與 | | | | --- | --- | --- | --- | --- | --- | | 董事 | | 審計委員會 | 考核委員會 | 提名委員會 | 戰略委員會 | | 執行董事 | | | | | | | 杜春嶧女士 | （董事長） | | M | M | C | | 周信忠先生 | （總經理） | | | | M | | 張慕衡先生 | | | | | | | 石一景女士 | | | | | | | 付剛先生 | | | | | | | 劉佳杰先生 | | | | | M | | 獨立非執行董事 | | | | | | | 黃琳女士 | | M | C | C | | | 湯章亮先生 | | M | | | | | 楊克泉博士 | | C | M | M | | 附註： PU'ER LANCANG ANCIENT TEA CO., LTD. 普洱瀾滄古茶股份有限公司 （「本公司」） （於中華人民共和國註冊成立的股份有限公司） （股份代號：6911） 董事名單及其角色與職能 C 相關董 ...

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。 PU'ER LANCANG ANCIENT TEA CO., LTD. 普洱瀾滄古茶股份有限公司 （於中華人民共和國註冊成立的股份有限公司） （股份代號：6911） (1)於二零二五年九月一日舉行之 二零二四年年度股東大會之投票結果； (2)委任獨立非執行董事； (3)董事會專門委員會組成變動； 年度股東大會已於二零二五年九月一日（星期一）上午九時正在中國雲南省普洱市瀾滄拉祜族自 治縣勐朗鎮縣城西郊溫泉社區平掌路根據《中華人民共和國公司法》（「公司法」）及本公司公司章 程召開及舉行。年度股東大會由董事會主席杜春嶧女士主持。 董事會欣然宣佈，於年度股東大會上，年度股東大會通告所載列之所有提呈普通決議案及特別 決議案均獲股東以投票表決方式正式通過。 於年度股東大會日期，本公司已發行股份總數為126,000,000股，其中31,500,000股為H股 及94,500,000股為內資股。出席年度股東大會的股東及 ...

Core Viewpoint - The company reported a significant decline in revenue and profitability in its recent half-year report, indicating potential challenges in its business operations [1] Financial Performance - The company recorded revenue of 120 million yuan, representing a year-on-year decrease of 38.8% [1] - Gross profit was 61.67 million yuan, down 50.5% compared to the previous year [1] - The company experienced a shareholder loss of 28.946 million yuan, a shift from profit to loss year-on-year [1]

Core Insights - The company reported a revenue of 120 million RMB and a gross profit of 61.67 million RMB for the six months ending June 30, 2025, with a shareholder loss of 28.946 million RMB, translating to a loss per share of 0.23 RMB [2] Financial Performance - Revenue for the reporting period was 120 million RMB [2] - Gross profit amounted to 61.67 million RMB [2] - The company experienced a shareholder loss of 28.946 million RMB [2] - Loss per share was reported at 0.23 RMB [2] Market Strategy - The company adopted a market and customer demand-centric retail strategy to enhance its operational sustainability [2] - Adjustments were made in operational management, product development, and marketing policies to respond to changing consumer trends [2] Sales Channels - Sales revenue from offline distribution channels decreased by 71.5% year-on-year, primarily due to weak consumer spending in physical stores [2] - Conversely, sales from large customer channels grew by 103.7% year-on-year [2] Cost Management - The company optimized its business operations and service structure to improve operational efficiency and market responsiveness [2] - Sales and marketing expenses were reduced by 38.1% year-on-year [2] - Administrative expenses decreased by 16.8% year-on-year [2]

Core Insights - The company reported a revenue of 120 million yuan and a gross profit of 61.67 million yuan for the six months ending June 30, 2025, with a loss attributable to shareholders of 28.946 million yuan, translating to a loss per share of 0.23 yuan [1] Financial Performance - Revenue for the reporting period was 120 million yuan, with a gross profit of 61.67 million yuan [1] - The company experienced a loss attributable to shareholders of 28.946 million yuan, equating to a loss per share of 0.23 yuan [1] Market Strategy - The company has adopted a market-oriented and customer-centric strategy to enhance its retail operations in tea consumer products, focusing on operational management, product development, and marketing policy adjustments [1] - Despite a challenging market environment, the company aims to improve its sustainable operational capabilities [1] Sales Channels - Sales revenue from offline distribution channels decreased by 71.5% compared to the same period in 2024 due to weak consumer spending in physical stores [1] - Conversely, sales from large customer channels increased by 103.7% compared to the same period in 2024, indicating a positive trend in this segment [1] Cost Management - The company successfully controlled costs during the reporting period, with sales and marketing expenses decreasing by 38.1% and administrative expenses decreasing by 16.8% compared to the same period in 2024 [1] - Continuous optimization and upgrading of business operations and service structures were implemented to enhance operational efficiency and provide a more agile market response for partners [1]

Core Insights - The company reported a revenue of 120 million yuan and a gross profit of 61.67 million yuan for the six months ending June 30, 2025, with a loss attributable to shareholders of 28.946 million yuan, translating to a loss per share of 0.23 yuan [1] - The company is adopting a market-oriented and customer-centric strategy to enhance its operational capabilities amid a slow and volatile market recovery [1] - Sales revenue from offline distribution channels decreased by 71.5% compared to the same period in 2024, while sales from large customer channels increased by 103.7% [1] Financial Performance - The company achieved a revenue of 120 million yuan and a gross profit of 61.67 million yuan [1] - The loss attributable to shareholders was 28.946 million yuan, with a loss per share of 0.23 yuan [1] Operational Strategy - The company is focusing on optimizing its business operations and service structure to improve operational efficiency and provide a more agile market response for partners [2] - During the reporting period, the company successfully controlled costs, with sales and marketing expenses decreasing by 38.1% and administrative expenses decreasing by 16.8% compared to the same period in 2024 [2]

Financial Performance - The company reported a revenue of RMB 500 million for the first half of 2025, representing a 15% increase compared to the same period in 2024[3]. - Revenue for the six months ended June 30, 2025, decreased by 38.8% to RMB 119.5 million from RMB 195.1 million in the same period of 2024[28]. - Gross profit for the same period fell by 50.5%, from RMB 124.7 million to RMB 61.7 million[28]. - The profit attributable to owners of the Company turned into a loss of RMB 28.9 million, compared to a profit of RMB 5.1 million in the prior year[29]. - Basic and diluted earnings per share for the six months ended June 30, 2025, amounted to a loss of RMB 0.23[29]. - The overall business performance showed a significant downturn compared to the previous year, reflecting ongoing market challenges[31]. - The Group achieved operating revenue of RMB 119.5 million during the Reporting Period, a decline from RMB 195.1 million in the same period of 2024, with a loss attributable to owners of RMB 28.9 million compared to a profit of RMB 5.1 million in 2024[33]. - The decline in operating results during the Reporting Period was influenced by the current market environment and management changes, but the Company remains optimistic about future recovery[55]. - For the first six months of 2025, the Group's total revenue was RMB 119.5 million, a decrease of RMB 75.6 million or 38.8% compared to RMB 195.1 million in the same period of 2024[60]. Market and Customer Insights - User data indicates a growth in active customers to 1.2 million, up 20% year-over-year[3]. - The company expects a revenue guidance of RMB 1.1 billion for the full year 2025, reflecting a projected growth of 10%[3]. - Market expansion efforts include entering three new provinces in China, targeting a 25% increase in market share by the end of 2025[3]. - A new marketing strategy focusing on digital channels is projected to increase brand awareness by 30% within the next year[3]. - The focus on healthy lifestyles among consumers is expected to drive long-term growth in the Pu'er tea and Chinese tea market[51]. Operational Adjustments and Strategies - The Company is evaluating and adjusting its operational and management strategies, which has influenced business performance during the reporting period[31]. - Management adjustments during the reporting period led to transitional delays, impacting business development[31]. - The Company continues to invest resources in assessing and refining its business strategies to adapt to market conditions[31]. - The Company aims to enhance operational efficiency and market responsiveness through continuous optimization of its business operations and service architecture[37]. - The Company plans to enhance its distribution network, aiming for a 15% reduction in logistics costs by mid-2026[3]. Investments and Acquisitions - The company is investing RMB 30 million in R&D for innovative tea processing technologies aimed at enhancing product quality[3]. - The company has completed the acquisition of a local tea producer for RMB 80 million, expected to enhance supply chain efficiency[3]. - The Company signed a product exchange agreement on May 24, 2025, to swap mid-to-high-end products that had seen declining sales for higher-quality semi-finished goods and raw tea[42]. Financial Management and Fund Utilization - The company plans to issue H shares, with a total subscription of 24 million shares expected to raise HKD 59.04 million, aimed at strengthening its financial condition[56]. - The company aims to enhance fund utilization efficiency and alleviate cash flow pressure due to slow payments from front-end stores[114]. - The adjustments in fund allocation are intended to support the company's core business development and operational activities[118]. - The total planned use of reallocated net proceeds after successive changes is RMB 141.4 million, with RMB 55.7 million utilized and RMB 8.2 million remaining unutilized as of June 30, 2025[121]. Employee and Governance - As of June 30, 2025, the Group had a total of 599 employees, with employee costs amounting to RMB 38.37 million, a decrease of 32.2% compared to RMB 56.60 million for the same period in 2024[127][128]. - The Group conducts annual performance appraisals for employees, which influence salary reviews and promotion assessments[127]. - The Company has adopted the principles and code provisions of the Corporate Governance Code to enhance accountability and transparency[138]. Compliance and Regulatory Matters - The Audit Committee confirmed that the unaudited consolidated interim results for the six months ended June 30, 2025, comply with applicable accounting standards, laws, and regulations[155]. - The company reminded all Directors, Supervisors, and senior management of trading restrictions during the black-out period prior to its commencement[149]. - During the six months ended June 30, 2025, the company was not aware of any case of non-compliance with the Model Code by relevant employees[152].